Common use of Disbursement of Funds Clause in Contracts

Disbursement of Funds. No later than 12:00 noon on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. on the date specified pursuant to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. on the date specified in Section 2.01(c)), each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No Not later than 12:00 noon 2:00 p.m. (Charlotte time) on the date specified proposed borrowing date, the Swingline Lender will make available to the Administrative Agent, for the account of the Borrower, at the office of the Administrative Agent in each Notice funds immediately available to the Administrative Agent, the amount of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. Loan to be made on the date specified pursuant to Section 2.03(b)(i) or (y) in such borrowing date. In the case of Mandatory Borrowings, no later than 1:00 2:00 p.m. (Charlotte time) on the date specified in Section 2.01(c)), 2.6(b) each Lender with a Commitment of the respective Class will make available its pro rata portion (determined to the Administrative Agent, for the account of the Borrower, at the office of the Administrative Agent in accordance with Section 2.07) funds immediately available to the Administrative Agent, such Lender's Commitment Percentage of each such Borrowing requested Mandatory Borrowings to be made on such date (borrowing date. The Borrower hereby irrevocably authorizes the Administrative Agent to disburse the proceeds of each borrowing requested pursuant to this Section 2.6 in immediately available funds by crediting or wiring such proceeds to the deposit account of the Borrower identified in the most recent Notice of Account Designation or as may be otherwise agreed upon by the Borrower and the Administrative Agent from time to time or, in the case of Swingline LoansMandatory Borrowings, in the Swingline Lender will make available the full amount thereofmanner specified in Section 2.6(b)(i). All such amounts will be made available in Dollars and in immediately available funds at the Payment OfficeSubject to Section 4.7 hereof, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to disburse the proceeds of any Swingline Loan requested pursuant to this Section 2.6 to the Borrower a corresponding amount. If such corresponding amount is extent that the Swingline Lender has not in fact made available to the Administrative Agent by the amount of such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such LenderSwingline Loan. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to 27 (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.f)

Disbursement of Funds. No later than 12:00 noon Noon (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Base Rate Loans, no later than 2:00 p.m. (New York time), (y) in the case of Swingline Loans, no later than 1:00 p.m. 2:00 P.M. (New York time) on the date specified pursuant to in Section 2.03(b)(i1.03(b) or (yz) in the case of Mandatory Borrowings, no later than 1:00 p.m. 12:00 Noon (New York time) on the date specified in Section 2.01(c1.01(c)), each Lender Bank with a Revolving Loan Commitment of the respective Class will make available through such Bank's applicable lending office its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date to the Administrative Agent (or or, in the case of Swingline Loans, the Swingline Lender will ABN AMRO shall make available the full amount thereof). All such amounts will be made available ) in Dollars and in immediately available funds at the Administrative Agent's Payment Office, and unless such Borrowing is denominated in currency other than Dollars, in which case each such Bank shall make available its Loan comprising part of such Borrowing at such office as the Administrative Agent willhas previously specified in a notice to each such Bank, except in such funds as are then customary for the case settlement of Revolving Loans made pursuant international transactions in such currency and no later than such local time as is necessary for such funds to a Mandatory be received and transferred to the relevant Borrower for same day value on the date of the Borrowing. The Administrative Agent, unless it determines that any applicable condition in Section 5 has not been satisfied, will make available to the respective Borrower of Loans denominated in Dollars at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, 's Payment Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans Banks prior to 1:00 P.M. (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding New York time) (or any accrued interest, fees or costs 3:00 P.M. (New York time) in respect the case of Base Rate Loans) on such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, firstday, to the payment extent of funds actually received by the Administrative Agent prior to 12:00 Noon (New York time) (or 2:00 P.M. (New York time) in full the case of any Base Rate Loans) and of Loans denominated in a Eurocurrency at such Unpaid Drawings office as the Administrative Agent has previously agreed to with respect such Borrower the aggregate of the amounts so made available by the Banks prior to Letters of Credit 1:00 P.M. (and any accrued interest, fees or costs in respect of local time) on such Unpaid Drawings), secondday, to the payment extent of funds actually received by the Administrative Agent prior to 12:00 Noon (local time), in full each case in the type of any Swingline Loans and third, to funds received by the Borrower as otherwise provided aboveAdministrative Agent from the Banks. Unless the Administrative Agent shall have been notified by any Lender Bank prior to the date of any Borrowing (including, for the purposes of the balance of this Section 1.05, a Bid Borrowing) that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s Bank's portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to)may, in reliance upon such assumption, make available to the respective Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderBank, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the respective Borrower in writing and the such Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender Bank or the such Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the such Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such LenderBank, the overnight Federal Funds Rate if such Loan is denominated in Dollars or the cost to the Administrative Agent of acquiring and holding such funds for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter period, if such loan is denominated in a Eurocurrency and (ii) if recovered from the such Borrower, the rate of interest applicable to the respective BorrowingBorrowing as determined in accordance with Section 1.09 or 1.04(d), as determined pursuant to Section 2.08the case may be. Nothing in this Section 2.04 1.05 shall be deemed to relieve any Lender Bank from its obligation to make Loans fulfill its Commitments hereunder or to prejudice any rights which the any Borrower may have against any Lender Bank as a result of any failure default by such Lender Bank hereunder. Each Bank making a Local Currency Loan to a Subsidiary Borrower shall make Loans hereunderthe proceeds of such Local Currency Loan available to the relevant Subsidiary Borrower in accordance with the applicable Local Currency Documentation.

Disbursement of Funds. No later than 12:00 noon P.M. (New York City time) on the date specified in each Notice of Borrowing (or (x) or, in the case of Swingline Loansthe Initial Borrowing Date as permitted pursuant to Section 2.03, no later than 1:00 p.m. on the date specified pursuant to Section 2.03(b)(i) or 4:00 P.M. (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. on the date specified in Section 2.01(cNew York City time)), each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof)date. All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, will make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing prior to the Administrative Agentdate of such Borrowing, the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay on demand such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. (a) No later than 12:00 noon 1:00 P.M. (New York City time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 4:00 P.M. (New York City time) on the date specified pursuant to Section 2.03(b)(i2.03(b) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York City time) on the date specified in Section 2.01(c2.01(a)), each Lender with a Commitment of under the respective Class Tranche, subject to Section 15, will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing under such Tranche requested to be made on such date date. All such amounts will be made available in U.S. Dollars (in the case of U.S. Dollar Denominated Loans) or in Canadian Dollars (in the case of Canadian Dollar Denominated Loans), as the case may be, and in immediately available funds at the Payment Office, and the Administrative Agent will make available to the relevant Borrower or Borrowers at the Payment Office the aggregate of the amounts so made available by the Lenders under the respective Tranche (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender under the respective Tranche prior to the date of Borrowing under such Tranche that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing under such Tranche to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the relevant Borrower or Borrowers a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the relevant Borrower in writing or Borrowers, and the relevant Borrower or Borrowers shall immediately promptly (but no later than one Business Day following such notice) pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrowerrelevant Borrower or Borrowers, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the relevant Borrower or Borrowers until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate (or, in the case of Canadian Dollar Denominated Loans, the cost to the Administrative Agent of acquiring overnight funds in Canadian Dollars) for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrowerrelevant Borrower or Borrowers, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 2.04(a) shall be deemed to relieve any Lender under a Tranche from its obligation to make Loans hereunder under such Tranche or to prejudice any rights which the any Borrower may have against any Lender under a Tranche as a result of any failure by such Lender to make Loans hereunderhereunder under such Tranche. Notwithstanding this Section 2.04(a) and subject to the provisions of Section 15, (x) the Fronting Lender shall be obligated to make each Participating Specified Foreign Currency Lender’s pro rata portion of a Specified Foreign Currency Loan and (y) each Participating Specified Foreign Currency Lender shall not be obligated to make its pro rata portion of a Specified Foreign Currency Loan.

Disbursement of Funds. No later than 12:00 noon 1:00 P.M. (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 4:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York time) on the date specified in Section 2.01(c1.01(c)), each applicable Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.071.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will (if it elects to do so) make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the applicable Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately promptly (but in any event within one Business Day thereafter) pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter thereafter, and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.081.08. Nothing in this Section 2.04 1.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No later than 12:00 noon P.M. (New York City time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline LoansLoans or any Loans made on same day’s notice on the Initial Borrowing Date as permitted pursuant to Section 2.03, no later than 1:00 p.m. 4:00 P.M. (New York City time) on the date specified pursuant to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York City time) on the date specified in Section 2.01(c2.01(d)), each Lender with a Commitment of the respective Class Tranche will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing prior to the Administrative Agentdate of such Borrowing, the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings)outstanding, then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings)Credit, second, to the payment in full of any such Swingline Loans Loans, and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay on demand such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No later than 12:00 noon 1:00 P.M. (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 4:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i2.02(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York time) on the date specified in Section 2.01(c2.01(b)), each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date the Loans (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.082.07. Nothing in this Section 2.04 2.03 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No later than 12:00 noon Noon (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 2:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. 12:00 Noon (New York time) on the date specified in Section 2.01(c1.01(c)), each Lender with a Commitment of the respective Class will make available its pro rata PRO RATA portion (determined in accordance with Section 2.071.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof)) in the manner provided below. All such amounts will be made available in Dollars and in immediately available funds at the Payment OfficeOffice of the Administrative Agent, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, will make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on Lenders in the date type of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided abovefunds received. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s 's portion of any the Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to)may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, at the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.081.08. Nothing in this Section 2.04 1.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No (a) Not later than 12:00 noon 1:00 P.M. (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no not later than 1:00 p.m. 2:00 P.M. (New York time) on the date specified pursuant to in Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no not later than 1:00 p.m. 12:00 Noon (New York time) on the date specified in Section 2.01(c1.01(d)), each Lender Bank with a Commitment of the respective Class Tranche will make available its pro rata portion PRO RATA share (determined in accordance with Section 2.07) 1.07), if any, of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will BTCo shall make available the full amount thereof)) in the manner provided below. All such amounts will shall be made available to the Administrative Agent in U.S. Dollars and in immediately available funds at the Payment Office, Office and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, promptly will make available to the Borrower by depositing to its account at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by in the Lenders; provided that, if, on the date type of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided abovefunds received. Unless the Administrative Agent shall have been notified by any Lender Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of any the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderBank and the Administrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing Borrower, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender Bank or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (ix) if recovered from paid by such LenderBank, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and or (iiy) if recovered from paid by the Borrower, the then applicable rate of interest applicable to the respective Borrowinginterest, as determined pursuant to calculated in accordance with Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder1.08.

Disbursement of Funds. No later than 12:00 noon Noon (New York time) --------------------- on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. on the date specified pursuant to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. on the date specified in Section 2.01(c))Borrowing, each Lender Bank with a Commitment of the respective Class Tranche will make available its pro rata portion (determined in accordance with Section 2.07) of each such --- ---- Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will BTCo shall make available the full amount thereof). All such amounts will shall be made available in Dollars and in immediately available funds at the Payment OfficeOffice of the Administrative Agent, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, will make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided aboveBanks. Unless the Administrative Agent shall have been notified by any Lender Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s Bank's portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderBank, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefortherefore, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.on

Disbursement of Funds. (a) No later than 12:00 noon 1:00 P.M. (New York time) on the date specified in each Notice of Borrowing relating to any Loans other than Canadian Dollar Loans (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 2:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. 12:00 Noon (New York time) on the date specified in Section 2.01(c1.01(e)), each Lender Bank with a Commitment of under the respective Class Tranche will make available its pro rata portion Pro Rata Share (determined in accordance with Section 2.07if any) of each such Borrowing of Loans requested to be made on such date in the manner provided below (or or, in the case of Swingline Loans, the Swingline Lender Chase will make available the full amount thereof). All such amounts will shall be made available to the Administrative Agent in U.S. Dollars and in immediately available funds at the Payment Office, Office and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, promptly will make available to the Borrower Company by depositing to its account at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by in the Lenders; provided that, if, on the date type of a Borrowing of Revolving Loans funds received (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid DrawingsMandatory Borrowings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender Bank prior to the date of Borrowing of any Loans referred to in this Section 1.04(a) that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of any the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower Company a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderBank and the Administrative Agent has made available same to the Company, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing Company, and the Borrower Company shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender the Bank or the BorrowerCompany, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until Company to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (ix) if recovered from paid by such LenderBank, the overnight Federal Funds Rate rate or (y) if paid by the Company, the then applicable rate of interest, calculated in accordance with Section 1.08, for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08Loans. Nothing in this Section 2.04 herein shall be deemed to relieve any Lender Bank from its obligation to make Loans fulfill its commitments hereunder or to prejudice any rights which the Borrower Company may have against any Lender Bank as a result of any failure by such Lender Bank to make Loans hereunder.

Disbursement of Funds. No later than 12:00 noon 1:00 P.M. (New York City time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 2:00 P.M. (New York City time) on the date specified pursuant to Section 2.03(b)(i) or (y) in the case of Mandatory RL Borrowings, no later than 1:00 p.m. P.M. (New York City time) on the date specified in Section 2.01(c)),, each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in U.S. Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory RL Borrowing, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of any Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, Borrower interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective relevant Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. (a) No later than 12:00 noon Noon (New York time) (or, in the case of Base Rate Loans, 2:00 P.M. (New York time)) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. on the date specified pursuant to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. on the date specified in Section 2.01(c)), each Lender with a Commitment of the respective Class Bank will make available the amount of its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing the Loans requested to be made on such date in U.S. dollars and in immediately available funds, to the Agent at the Payment Office. The Agent will make available to the applicable Borrower not later than 1:00 P.M. (or New York time) (or, in the case of Swingline Base Rate Loans, 3:00 P.M. (New York time)) on such date at the Swingline Lender Payment Office the aggregate of the amounts in immedi- ately available funds made available by the Banks against delivery to the Agent at the Payment Office, or at such other office as the Agent may specify, of the documents and papers provided for herein. The Agent shall deliver the documents and papers received by it for the account of each Bank to such Bank or upon its order. (b) If the Fronting Bank shall not have received from a Borrower the payment required to be made by such Borrower pursuant to Section 1A(e) within the time specified in such Section, the Fronting Bank will promptly notify the Agent of the L/C Disbursement and the Agent will promptly notify each Bank of such L/C Disbursement and its Applicable Percentage thereof. Not later than 2:00 P.M. (New York time) on such date (or, if such Bank shall have received such notice later than 12:00 Noon (New York time) on any day, no later than 10:00 A.M. (New York time) on the immediately following Business Day), each Bank will make available the full amount thereof). All of its Applicable Percentage of such amounts will L/C Disbursement (it being understood that such amount shall be made available in Dollars deemed to constitute a Base Rate Loan of such Bank and such payment shall be deemed to have reduced the L/C Exposure) in immediately available funds funds, to the Agent at the Payment Office, and the Administrative Agent will, except in will promptly pay to the case of Revolving Loans made Fronting Bank amounts so received by it from the Banks. The Agent will promptly pay to the Fronting Bank any amounts received by it from such Borrower pursuant to a Mandatory BorrowingSection 1A(e) prior to the time that any Bank makes any payment pursuant to this paragraph (b), make and any such amounts received by the Agent thereafter will be promptly remitted by the Agent to the Banks that shall have made such payments and to the Fronting Bank, as their interests may appear. If any Bank shall not have made its Applicable Percentage of such L/C Disbursement available to the Borrower at the Payment OfficeAgent as provided above, or such Bank agrees to pay interest on such other account as the Borrower may specify in writing to the Administrative Agentamount, the aggregate of the amounts so made available by the Lenders; provided that, if, on for each day from and including the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs such amount is required to be paid in respect of accordance with this paragraph to but excluding the date such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, firstamount is paid, to the payment in full Agent for the account of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interestthe Fronting Bank at, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days such day, the Federal Funds Rate, and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrowerthereafter, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunderBase Rate.

Disbursement of Funds. No later than 12:00 noon P.M. (New York City time) on the date specified in each Notice of a Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. on the date specified is requested pursuant to Section 2.03(b)(i2.03(a) above (or (ydeemed requested in accordance with Section 5.03(a), 9.03(c) in the case of Mandatory Borrowingsand 9.11 hereof shall, no later than 1:00 p.m. on the date specified in Section 2.01(c)this Agreement), each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof)date. All such amounts will be made available in Dollars and in immediately available funds at to the Payment OfficeAdministrative Agent, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, will make available to the Borrower Agent on the day so requested by way of credit to such Borrower Agent’s operating account at the Payment OfficePNC, or to such other account bank as the Borrower Agent may specify in writing designate following notification to the Administrative Agent, in immediately available federal funds or other immediately available funds or, (ii) with respect to any Borrowing deemed to have been requested by any Borrower, be disbursed to Administrative Agent to be applied to the aggregate of the amounts so made available by the Lendersoutstanding Obligations giving rise to such deemed request; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing)Loans, the Administrative Agent has received written notice at least one Business Day prior to such date that there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings)outstanding, then the proceeds of such Borrowing shall be applied, first, to the payment in full in cash of any such Unpaid Drawings with respect to Letters of Credit (Credit, and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower Agent as otherwise provided above. Unless the Administrative Agent shall have been notified in writing by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such LenderXxxxxx’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender Xxxxxx has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower Agent a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing Agent, and the Borrower Agent shall immediately promptly (but in any event within one Business Day) pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the BorrowerBorrower Agent, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower Agent until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight greater of (A)(x) the daily average Effective Federal Funds Rate for (computed on the first three days and at the interest basis of a year of 360 days) during such period as quoted by Administrative Agent, times (y) such amount or (B) a rate otherwise applicable to such Loans for each day thereafter determined by Administrative Agent in accordance with banking industry rules on interbank compensation and (ii) if recovered from the BorrowerBorrower Agent, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower Agent may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No later than 12:00 noon 1:00 p.m. on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 3:00 p.m. on the date specified pursuant to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 2:00 p.m. on the date specified in Section 2.01(c2.01(e)), each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings)outstanding, then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings)Credit, second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. (a) No later than 12:00 noon 1:00 P.M. (New York City time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 4:00 P.M. (New York City time) on the date specified pursuant to Section 2.03(b)(i2.03(b) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York City time) on the date specified in Section 2.01(c)), each U.S. Lender with a Commitment of the respective Class or Canadian Lender, as applicable, will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date date. All such amounts will be made available in U.S. Dollars (in the case of U.S. Borrower Revolving Loans and Swingline Loans) or in Canadian Dollars (in the case of Canadian Borrower Revolving Loans), as the case may be, and in immediately available funds at the Payment Office, and the Administrative Agent will make available to the relevant Borrower or Borrowers at the Payment Office the aggregate of the amounts so made available by such Lenders (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the relevant Borrower or Borrowers a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing relevant U.S. Borrowers (jointly and severally) or Canadian Borrower, as applicable, and the relevant Borrower or Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the relevant U.S. Borrowers (jointly and severally) or Canadian Borrower, as applicable, as the case may bebe but without duplication, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the relevant Borrower or Borrowers until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate (or, in the case of Canadian Borrower Revolving Loans, the cost to the Administrative Agent of acquiring overnight funds in Canadian Dollars) for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrowerrelevant Borrower or Borrowers, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the any Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. (a) No later than 12:00 noon 1:00 P.M. (New York --------------------- time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no not later than 1:00 p.m. 2:00 P.M. (New York time) on the date specified pursuant to in Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no not later than 1:00 p.m. 12:00 Noon (New York time) on the date specified in Section 2.01(c1.01(C)), each Lender Bank with a Commitment of under the respective Class Facility will make available its pro rata portion (determined in accordance with Section 2.07) --- ---- share, if any, of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will BTCo shall make available the full amount thereof)) in the manner provided below. All such amounts will shall be made available to the Agent in U.S. Dollars and in immediately available funds at the Payment Office, Office and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, promptly will make available to the Borrower by depositing to its account at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by in the Lenders; provided that, if, on the date type of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided abovefunds received. Unless the Administrative Agent shall have been notified by any Lender Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of any the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderBank and the Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing Borrower, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender the Bank or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (ix) if recovered from paid by such LenderBank, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and or (iiy) if recovered from paid by the Borrower, the then applicable rate of interest applicable to interest, calculated in accordance with Section 1.08, for the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunderLoans.

Disbursement of Funds. No later than 12:00 noon 3:00 P.M. (New York City time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 3:00 P.M. (New York City time) on the date specified pursuant to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York City time) on the date specified in Section 2.01(c2.01(e)), each Lender with a Commitment of the respective Class Tranche will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars (in the case of U.S. Dollar Denominated Loans) or Canadian Dollars (in the case of Canadian Dollar Denominated Loans), as the case may be, and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the relevant Borrower or Borrowers at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the LendersLenders under the respective Tranche (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof); provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings)outstanding, then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings)Credit, second, to the payment in full of any such Swingline Loans Loans, and third, to the relevant Borrower or Borrowers as otherwise provided above; provided that in no event shall any proceeds attributable to a Canadian Borrower Loan, Letter of Credit, Unpaid Drawing or similar obligation be applied towards payment of a U.S. Borrower Loan, Letter of Credit, Unpaid Drawing or similar obligation or any proceeds attributable to a U.S. Borrower Loan, Letter of Credit, Unpaid Drawing or similar obligation be applied towards payment of a Canadian Borrower Loan, Letter of Credit, Unpaid Drawing or similar obligation; provided further that nothing in the foregoing proviso shall be deemed to constitute a release of a Guarantor from any Guaranty. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the relevant Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the relevant Borrower in writing or Borrowers and the relevant Borrower or Borrowers shall immediately pay such corresponding amount to the Administrative AgentAgent in the applicable Available Currency. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrowerrelevant Borrower or Borrowers , as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the relevant Borrower or Borrowers until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrowerrelevant Borrower or Borrowers, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the relevant Borrower or Borrowers may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No later than 12:00 noon Noon (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Term Loans to be maintained as Base Rate Loans, no later than 1:00 p.m. on the date specified pursuant to Section 2.03(b)(i2:00 P.M. (New York time) or (y) or, in the case of Mandatory Borrowingsa Notice of Borrowing received by the Administrative Agent at least one Business Day prior to such specified date, no later than 1:00 p.m. 12:00 P.M. (New York time)) on the date specified in Section 2.01(c)the respective Notice of Borrowing), each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.071.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof)date. All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, will make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Lenders ((x) for Term Loans (other than a Mandatory Borrowing)Term Loans maintained as Base Rate Loans, there are Unpaid Drawings or Swingline Loans then outstanding prior to 1:00 P.M. (or any accrued interest, fees or costs in respect of New York time) on such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, firstday, to the payment extent of funds actually received by the Administrative Agent prior to 12:00 Noon (New York time) on such day and (y) for Term Loans maintained as Base Rate Loans, prior to 3:00 P.M. (New York time) (or, in full the case of any a Notice of Borrowing received by the Administrative Agent at least one Business Day prior to the date specified in such Unpaid Drawings with respect to Letters Notice of Credit Borrowing, 1:00 P.M. (and any accrued interest, fees or costs in respect of New York time)) on such Unpaid Drawings), secondday, to the payment extent of funds actually received by the Administrative Agent prior to 2:00 P.M. (New York time) (or, in full the case of any Swingline Loans and third, a Notice of Borrowing received by the Administrative Agent at least one Business Day prior to the Borrower as otherwise provided abovedate specified in such Notice of Borrowing, 12:00 P.M. (New York time)) on such day). Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall to immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Term Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.081.08. Nothing in this Section 2.04 1.04 shall be deemed to relieve any Lender from its obligation to make Term Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Term Loans hereunder.

Disbursement of Funds. (a) No later than 12:00 noon 1:00 P.M. (New York time) (3:00 P.M. (New York time) in the case of Base Rate Loans made pursuant to same day notice) on the date specified in each Notice of Borrowing (or (x) or, where applicable, each notice described in the case of Swingline Loans, no later than 1:00 p.m. on the date specified pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. on the date specified in Section 2.01(cii)), each Lender with a Commitment of under the respective Class Facility will make available its pro rata portion (determined in accordance with Section 2.07) share of each such Borrowing requested to be made on such date (or (x) in the case of Swingline Loans, the Swingline Lender will make available the full amount thereofthereof or (y) in the case of a funding of Incremental B Term Loans on an Incremental B Term Loan Borrowing Date, in an amount equal to such Lender’s Incremental B Term Commitment on such date). All such amounts will shall be made available to the Administrative Agent in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent willOffice and, except in the case of Revolving RF Loans made pursuant to a Mandatory Borrowing, the Administrative Agent promptly will make available to the Borrower by depositing to its account at the Payment Office, Office or to such other account as otherwise directed in the Borrower may specify in writing to the Administrative Agent, applicable Notice of Borrowing the aggregate of the amounts so made available by in the Lenders; provided that, if, on the date type of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided abovefunds received. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing the proposed incurrence that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of any the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing date, and the Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderLender and the Administrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly may notify the Borrower in writing and Borrower, and, upon receipt of such notice, the Borrower shall immediately promptly pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (ix) if recovered from paid by such Lender, the overnight Federal Funds Effective Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and or (iiy) if recovered from paid by the Borrower, the then applicable rate of interest applicable to interest, calculated in accordance with Section 1.08, for the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunderLoans.

Disbursement of Funds. (a) No later than 12:00 noon 1:00 P.M. (2:00 --------------------- P.M. in the case of Swingline Loans) (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. on the date specified pursuant to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. on the date specified in Section 2.01(c))Borrowing, each Lender with a Commitment of under the respective Class Facility will make available its pro rata portion (determined in accordance with Section 2.07) share of each such --- ---- Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof)manner provided below. All such amounts will shall be made available to the Agent in Dollars U.S. dollars and in immediately available funds at the Payment Office, Office and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, promptly will make available to the Borrower by depositing to its account at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by in the Lenders; provided that, if, on the date type of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided abovefunds received. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of any the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderLender and the Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing Borrower, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (ix) if recovered from paid by such Lender, the overnight Federal Funds Effective Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and or (iiy) if recovered from paid by the Borrower, the then applicable rate of interest applicable to interest, calculated in accordance with Section 1.8, for the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunderLoans.

Disbursement of Funds. (a) No later than 12:00 noon 1:00 P.M. (New York time) on the date specified in each Notice of Borrowing or 4:00 P.M. (or (xNew York time) in the case of Swingline Loans, no later than 1:00 p.m. on the date specified pursuant to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. on the date specified in a notice described in Section 2.01(c)1.03(b)(i), each Lender with a Commitment of under the respective Class Facility will make available its pro rata portion (determined in accordance with Section 2.07) share of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will shall make available the full amount thereof)thereof in the manner provided below. All such amounts will shall be made available to the Administrative Agent in Dollars and in immediately available funds at the Payment Office, Office and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, promptly will make available to the Borrower by depositing to its account at the Payment Office, Office or to such other account as otherwise directed in the Borrower may specify in writing to the Administrative Agent, applicable Notice of Borrowing the aggregate of the amounts so made available by in the Lenders; provided that, if, on the date type of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided abovefunds received. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing the proposed incurrence that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of any the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing date, and the Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderLender and the Administrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly may notify the Borrower in writing and Borrower, and, upon receipt of such notice, the Borrower shall immediately promptly pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (ix) if recovered from paid by such Lender, the overnight Federal Funds Effective Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and or (iiy) if recovered from paid by the Borrower, the then applicable rate of interest applicable to interest, calculated in accordance with Section 1.08, for the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunderLoans.

Disbursement of Funds. No (a) Not later than 12:00 noon 1:00 P.M. (Philadelphia time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no not later than 1:00 p.m. 3:00 P.M. (Philadelphia time) on the date specified pursuant to in Section 2.03(b)(i2.3(b)(i) or (y) in the case of Mandatory Borrowings, no not later than 1:00 p.m. 12:00 Noon (Philadelphia time) on the date specified in Section 2.01(c2.1(d)), each Lender with a Commitment of under the respective Class Tranche will make available its pro rata portion share (determined in accordance with Section 2.07) 2.7), if any, of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will shall make available the full amount thereof)) in the manner provided below. All such amounts will shall be made available in Dollars and to the Administrative Agent in immediately available funds at the Payment Office, Office and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, promptly will make available to the Borrower Borrowers by depositing to its account at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by in the Lenders; provided that, if, on the date type of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided abovefunds received. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of any the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower Borrowers a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderLender and the Administrative Agent has made available same to the Borrowers, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing Borrowers, and the Borrower Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender or the BorrowerBorrowers, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until Borrowers to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (ix) if recovered from paid by such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and or (iiy) if recovered from paid by the BorrowerBorrowers, the then applicable rate of interest applicable to the respective Borrowinginterest, as determined pursuant to calculated in accordance with Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder2.8.

Disbursement of Funds. No (a) Not later than 12:00 noon 1:00 P.M. (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no not later than 1:00 p.m. 2:00 P.M. (New York time) on the date specified pursuant to in Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no not later than 1:00 p.m. 12:00 Noon (New York time) on the date specified in Section 2.01(c1.01(e)), each Lender with a Commitment of the respective Class Tranche will make available its pro rata portion (determined in accordance with Section 2.07) share, if any, of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will BTCo shall make available the full amount thereof)) in the manner provided below. All such amounts will shall be made available to the Administrative Agent in U.S. Dollars and in immediately available funds at the Payment Office, and the Administrative Agent willOffice and, except in the case of for Revolving Loans made pursuant to a Mandatory Borrowing, the Administrative Agent promptly will make available to the Borrower by depositing to its account at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by in the Lenders; provided that, if, on the date type of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided abovefunds received. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of any the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderLender and the Administrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing Borrower, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (ix) if recovered from paid by such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and or (iiy) if recovered from paid by the Borrower, the then applicable rate of interest applicable to the respective Borrowinginterest, as determined pursuant to calculated in accordance with Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder1.08.

Disbursement of Funds. No later than 12:00 noon Noon (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 3:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York time) on the date specified in Section 2.01(c)1.01(c), each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.071.07) of each such Borrowing requested to be made on such date (or or, in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent willand, except in the case of for Revolving Loans made pursuant to a Mandatory Borrowing, the Administrative Agent will make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, Lenders to the payment in full extent of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to funds actually received by the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided aboveAdministrative Agent. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s 's portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent one Business Day after the Administrative Agent's demand therefor. The Administrative Agent shall also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, at the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter thereafter, and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.081.08. Nothing in this Section 2.04 1.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No later than 12:00 noon Noon (Detroit, Michigan time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 4:00 P.M. (Detroit, Michigan time) on the date specified pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. 12:00 Noon (Detroit, Michigan time) on the date specified in Section 2.01(c1.01(c)), each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.071.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent willand, except in the case of for Revolving Loans made pursuant to a Mandatory Borrowing, the Administrative Agent will make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s 's portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, at the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.otherwise

Disbursement of Funds. No (a) Not later than 12:00 noon 1:00 P.M. (New York --------------------- time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no not later than 1:00 p.m. 3:00 P.M. (New York time) on the date specified pursuant to in Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no not later than 1:00 p.m. 12:00 Noon (New York time) on the date specified in Section 2.01(c1.01(c)), each Lender with a Commitment of the respective Class Bank will make available its pro rata portion share (determined in accordance with Section 2.07) --- ---- 1.07), of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will BTCo shall make available the full amount thereof)) in the manner provided below. All such amounts will shall be made available to the Administrative Agent in U.S. Dollars and in immediately available funds at the Payment Office, Office and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, promptly will make available to the Borrower (or BTCo in the case of a Mandatory Borrowing) by depositing to its account at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided aboveavailable. Unless the Administrative Agent shall have been notified by any Lender Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of any the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderBank and the Administrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing Borrower, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender Bank or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (ix) if recovered from paid by such LenderBank, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and or (iiy) if recovered from paid by the Borrower, the then applicable rate of interest applicable to the respective Borrowinginterest, as determined pursuant to calculated in accordance with Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder1.08.

Disbursement of Funds. No later than 12:00 noon 1:00 P.M. (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 3:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York time) on the date specified in Section 2.01(c1.01(e)), each Lender with a Commitment of the respective Class Tranche will make available its pro rata portion (determined in accordance with Section 2.071.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.081.08. Nothing in this Section 2.04 1.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No later than 12:00 noon 1:00 P.M. (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 3:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York time) on the date specified in Section 2.01(c1.01(e)), each Lender Bank with a Commitment of the respective Class Tranche will make available its pro rata portion (determined in accordance with Section 2.071.07) of each such Borrowing requested to be made on such date (or or, in the case of Swingline Loans, the Swingline Lender Bank will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment OfficeOffice of the Administrative Agent, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, will make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans Banks (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid DrawingsMandatory Borrowings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s Bank's portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderBank, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender Bank or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such LenderBank, at the overnight Federal Funds Rate customary rate set by the Administrative Agent for the first three days and at the interest rate otherwise applicable to such Loans correction of errors among banks for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.during

Disbursement of Funds. No (a) Not later than 12:00 noon Noon (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no not later than 1:00 p.m. 12:00 Noon (New York time) on the date specified pursuant to in Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no not later than 1:00 p.m. 12:00 Noon (New York time) on the date specified in Section 2.01(c1.01(C)), each Lender Bank with a Commitment of under the respective Class Facility will make available its pro rata portion (determined in accordance with Section 2.07) share, if any, of each such Borrowing requested to be made on such date (or (x) in the case of Swingline Loans, the Swingline Lender will Chase shall make available the full amount thereof)thereof or (y) in the case of Local Currency Loans, the applicable Revolving Banks shall make available the amount thereof to be made by such Banks pursuant to Section 1.14) in the manner provided below; provided, however, that any Revolving Bank that agrees to make a Negotiated Local Currency Loan may make such Loan directly to the applicable Borrower if such Bank shall notify the Administrative Agent that it is doing so. All such amounts will shall be made available in Dollars and to the Administrative Agent in immediately available funds at the Payment Office, Office and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, promptly will make available to the applicable Borrower by depositing to its account at the Payment OfficeOffice (or if such Borrowing is an Alternative Currency Borrowing or a Local Currency Borrowing, or by depositing to such other account as specified in the Borrower may specify in writing to the Administrative Agent, Notice of Borrowing) the aggregate of the amounts so made available in the type of funds received; provided that any account in which a currency other than U.S. Dollars is to be funded to or by the Lenders; provided that, if, on Administrative Agent must be approved by the date of Administrative Agent. All amounts to be funded in a Borrowing of Revolving Loans (currency other than a Mandatory Borrowing)U.S. Dollars will be funded in the applicable Alternative Currency or Local Currency in an amount equal to the amount of the Dollar Equivalent (or, there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interestin the case of Local Letters of Credit, fees or costs in respect U.S. Dollar Amount) of such Unpaid Drawings), then the proceeds of such Borrowing Alternative Currency or Local Currency requested. Competitive Loans shall be applied, first, made by the Bank or Banks whose Competitive Bids therefor are accepted pursuant to Section 1.14 in the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided aboveamounts so accepted. Unless the Administrative Agent shall have been notified by any Lender Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of any the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the applicable Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderBank and the Administrative Agent has made available same to such Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing such Borrower, and the such Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from the Bank or such Lender or the applicable Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the such Borrower until to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (ix) if recovered from paid by such LenderBank, a rate determined by the Administrative Agent to represent its cost of overnight Federal Funds Rate for or short-term funds in the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and relevant currency (iiwhich determination shall be conclusive absent manifest error) or (y) if recovered from the paid by such applicable Borrower, the then applicable rate of interest applicable to interest, calculated in accordance with Section 1.08, for the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunderLoans.

Disbursement of Funds. (a) No later than 12:00 noon 1:00 P.M. (New York City time) on the date specified in each Notice of Borrowing (or (xi) in the case of Revolving Loans that are Base Rate Loans that are to be made on same day notice, no later than 3:00 P.M. (New York City time) on the date specified pursuant to Section 2.03(a), (ii) in the case of Swingline Loans, no later than 1:00 p.m. 4:00 P.M. (New York City time) on the date specified pursuant to in Section 2.03(b)(i2.03(b) or (yiii) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York City time) on the date specified in Section 2.01(c)), each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, will make available to the relevant Borrower at the Payment Office, or to such other account as the relevant Borrower may specify in writing prior to the Administrative AgentInitial Borrowing Date, the aggregate of the amounts so made available by the Lenders; provided provided, that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings)outstanding, then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings)Credit, second, to the payment in full of any such Swingline Loans Loans, and third, to the relevant Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the relevant Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing relevant Borrower, and the relevant Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the relevant Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the relevant Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i1) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii2) if recovered from the Borrowerrelevant Borrower or Borrowers, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the any Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No (a) Not later than 12:00 noon 1:00 P.M. (New --------------------- York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no not later than 1:00 p.m. 3:00 P.M. (New York time) on the date specified pursuant to in Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no not later than 1:00 p.m. 12:00 Noon (New York time) on the date specified in Section 2.01(c1.01(c)), each Lender with a Commitment of the respective Class Bank will make available its pro rata portion share --- ---- (determined in accordance with Section 2.07) 1.07), of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will BTCo shall make available the full amount thereof)) in the manner provided below. All such amounts will shall be made available to the Administrative Agent in U.S. Dollars and in immediately available funds at the Payment Office, Office and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, promptly will make available to the Borrower (or BTCo in the case of a Mandatory Borrowing) by depositing to its account at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided aboveavailable. Unless the Administrative Agent shall have been notified by any Lender Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of any the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderBank and the Administrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing Borrower, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender Bank or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (ix) if recovered from paid by such LenderBank, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and or (iiy) if recovered from paid by the Borrower, the then applicable rate of interest applicable to the respective Borrowinginterest, as determined pursuant to calculated in accordance with Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder1.08.

Disbursement of Funds. No later than 12:00 noon 1:00 P.M. (San Francisco time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 12:00 Noon. (San Francisco time) on the date specified pursuant to Section 2.03(b)(i1.03(a)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (San Francisco time) on the date specified in Section 2.01(c1.01(d)), each Lender with a Commitment of the respective Class Tranche will make available its pro rata portion (determined in accordance with Section 2.071.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter Rate, and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.081.08. Nothing in this Section 2.04 1.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No later than 12:00 noon 1:00 P.M. (New York City time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 4:00 P.M. (New York City time) on the date specified pursuant to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York City time) on the date specified in Section 2.01(c2.01(e)), each Lender with a Commitment of the respective Class Tranche will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No Except as otherwise specifically provided in the immediately succeeding sentence, no later than 12:00 noon Noon (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no not later than 1:00 p.m. 2:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no not later than 1:00 p.m. 12:00 Noon (New York time) on the date specified in Section 2.01(c1.01(f)), each Lender Bank with a Commitment of the respective Class Tranche will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will BTCo shall make available the full amount thereof). All such amounts will shall be made available in Dollars and in immediately available funds at the Payment OfficeOffice of the Administrative Agent, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, will make available to the Borrower Borrowers at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, Banks (prior to 1:00 P.M. (New York time)) on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, firstday, to the payment in full extent of any funds actually received by the Administrative Agent prior to 12:00 Noon (New York time) on such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawingsday), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s Bank's portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to)may, in reliance upon such assumption, make available to the Borrower Borrowers a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderBank, the Administrative Agent shall be entitled to recover such corresponding corre- sponding amount on written demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall Borrowers to immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender Bank or the BorrowerBorrowers, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower Borrowers until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such LenderBank, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the BorrowerBorrowers, the rate of interest applicable appli- cable to the respective Borrowing, as determined pursuant to Section 2.08Sec- tion 1.08. Nothing in this Section 2.04 1.04 shall be deemed to relieve any Lender Bank from its obligation to make Loans hereunder or to prejudice any rights which the Borrower Borrowers may have against any Lender Bank as a result of any failure by such Lender Bank to make Loans hereunderhere- under.

Disbursement of Funds. (a) No later than 12:00 noon 1:00 P.M. (New York City time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 3:00 P.M. (New York City time) on the date specified pursuant to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. 10:00 A.M. (New York City time) on the date specified in Section 2.01(c)), each Lender with a Revolving Loan Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereofthereof and in the case of any Euro Denominated Loans or Sterling Denominated Loans, the Fronting Lender shall make available each applicable Revolving Participant’s pro rata portion of such Loan; provided that the Fronting Lender shall not be obligated to make available the pro rata portion of any Defaulting Lender’s Loan). All such amounts will be made available in Dollars (in the case of Dollar Denominated Loans), in Euros (in the case of Euro Denominated Loans) or in Sterling (in the case of Sterling Denominated Loans) and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.the

Disbursement of Funds. No later than 12:00 noon 1:00 P.M. (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 4:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York time) on the date specified in Section 2.01(c2.01(f)), each Lender with a Commitment of the respective Class Tranche will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter thereafter, and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No later than 12:00 noon Noon (2:00 P.M. in --------------------- the case of Swingline Loans) (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loansor, no later than 1:00 p.m. on the date specified pursuant to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. on the date specified in Section 2.01(c)), each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the notice delivered under Section 1.03(b)), each Bank will make available its pro rata portion of -------- each Borrowing (or, in the case of Swingline Lender Loans, Chase will make available the full entire amount thereof)of such Borrowing) requested to be made on such date. All such amounts will shall be made available in Dollars or Canadian Dollars, as the case may be, and in immediately available funds at the Payment OfficeOffice of the Administrative Agent, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, will make available to the applicable Borrower at the Payment Office, in Dollars or to such other account Canadian Dollars, as the Borrower case may specify be, and in writing to the Administrative Agentimmediately available funds, the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided aboveBanks. Unless the Administrative Agent shall have been notified by any Lender Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s Bank's portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender Bank has made available such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to)may, in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderBank, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the applicable Borrower in writing and such Borrower, to the extent such Borrower has been funded such amount, shall immediately within one day thereafter pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender Bank or the applicable Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the such Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, Bank (a) at the overnight Federal Funds Rate for Rate, in the first three days case of Revolving $ Loans, and (b) at a rate determined by the interest rate otherwise applicable Administrative Agent to such Loans for each day thereafter represent its cost of overnight or short-term funds in Canadian Dollars, in the case of Revolving C$ Loans, and (ii) if recovered from the a Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.081.08. Nothing in this Section 2.04 1.04 shall be deemed to relieve any Lender Bank from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender Bank as a result of any failure by such Lender Bank to make Loans hereunder.

Disbursement of Funds. (a) No later than 12:00 noon 1:00 P.M. (New York City time) on the date specified in each Notice of Borrowing (or (x) in the case of U.S. Dollar Denominated Swingline Loans, no later than 1:00 p.m. 4:00 P.M. (New York City time) on the date specified pursuant to Section 2.03(b)(i2.03(b), (y) in the case of Canadian Dollar Denominated Swingline Loans, no later than 2:00 P.M. (New York City time) on the date specified pursuant to Section 2.03(b) or (yz) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York City time) on the date specified in Section 2.01(c2.01(a)), each Lender with a Commitment of under the respective Class Facility, will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing under such Facility requested to be made on such date date. All such amounts will be made available in U.S. Dollars (in the case of U.S. Dollar Denominated Loans) or in Canadian Dollars (in the case of Canadian Dollar Denominated Loans), as the case may be, and in immediately available funds at the Payment Office, and the Administrative Agent will make available to the relevant Borrower or Borrowers at the Payment Office the aggregate of the amounts so made available by the Lenders under the respective Facility (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender under the respective Facility prior to the date of Borrowing under such Facility that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing under such Facility to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the relevant Borrower or Borrowers a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the relevant Borrower in writing or Borrowers, and the relevant Borrower or Borrowers shall immediately promptly (but no later than one Business Day following such notice) pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrowerrelevant Borrower or Borrowers, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the relevant Borrower or Borrowers until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate (or, in the case of Canadian Dollar Denominated Loans, the cost to the Administrative Agent of acquiring overnight funds in Canadian Dollars) for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrowerrelevant Borrower or Borrowers, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 2.04(a) shall be deemed to relieve any Lender under a Facility from its obligation to make Loans hereunder under such Facility or to prejudice any rights which the any Borrower may have against any Lender under a Facility as a result of any failure by such Lender to make Loans hereunderhereunder under such Facility.

Disbursement of Funds. (a) No later than the later of 12:00 noon p.m. (New York City time) on the date specified in each Notice of Borrowing (or (xincluding Mandatory Borrowings and Borrowings to reimburse Unpaid Drawings under Letters of Credit) in and one hour after written notice of such Borrowing is delivered by the case of Swingline Loans, no later than 1:00 p.m. on the date specified pursuant Administrative Agent to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. on the date specified in Section 2.01(c))such Lender, each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.07) portion, if any, of each such Borrowing requested to be made on such date (or in the case manner provided below; provided that, on the Closing Date (or, with respect to any Incremental Facilities, on the relevant Incremental Facilities Closing Date), such funds may be made available at such earlier time as may be agreed among the relevant Lenders, the Borrower and the Administrative Agent for the purpose of consummating the Transactions; provided, further, that all Swingline Loans, Loans shall be made available to the Borrower in the full amount thereof by the Swingline Lender will no later than one hour after written notice of such Borrowing is delivered by the Administrative Agent to the Swingline Lender. (b) (i) Each Lender shall make available all such requested amounts it is to fund to the full amount thereof). All such amounts will be made available in Dollars and Borrower under any Borrowing for its applicable Commitments in immediately available funds to the Administrative Agent at the Payment Office, Administrative Agent’s Office and the Administrative Agent will, will (except in the case of Revolving Loans made pursuant Mandatory Borrowings and Borrowings to a Mandatory Borrowing, repay Unpaid Drawings under Letters of Credit) make available to the Borrower at the Payment Office, or by depositing to such other an account as designated by the Borrower may specify in writing to the Administrative AgentAgent in writing, the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (in Dollars or such other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided aboveapplicable Alternative Currency. Unless the Administrative Agent shall have been notified in writing by any Lender prior to the date of any such Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of any the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderLender and the Administrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing Borrower, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.-111- #96562806v11

Disbursement of Funds. (a) No later than 12:00 noon 2:00 P.M. (local time at the Payment Office) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. on the date specified pursuant to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. on the date specified in Section 2.01(c))Borrowing, each Lender with a Commitment under the Facility under which any Borrowing pursuant to such Notice of the respective Class Borrowing is to be made will make available its pro rata portion (determined in accordance with Section 2.07) share, if any, of each Borrowing under such Borrowing Facility requested to be made on such date (or in the manner provided below. All amounts shall be made available to the Domestic Administrative Agent in U.S. Dollars, except in the case of Swingline Canadian Revolving Loans, in which case the Swingline Lender will make available the full amount thereof). All such amounts will shall be made available to the Canadian Administrative Agent in, as elected by the Canadian Borrowers pursuant to the provisions of this Agreement, Canadian Dollars or Dollars, in Dollars and each case in immediately available funds at the Payment Office, Office and the Domestic Administrative Agent willor Canadian Administrative Agent, except in as the case of Revolving Loans made pursuant to a Mandatory Borrowingmay be, promptly will make available to the Borrower making the request by depositing to their account at the Payment Office, Office (or to such other account account(s) as the designated by such Borrower may specify in writing to the Administrative Agent, accordance with section 2.4(c)) the aggregate of the amounts so made available by in the Lenders; provided that, if, on the date type of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided abovefunds received. Unless the applicable Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the applicable Administrative Agent such Lender’s its portion of any the Borrowing or Borrowings to be made on such date, the such Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the such Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.corresponding

Disbursement of Funds. No later than 12:00 noon 1:00 P.M. (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 4:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York time) on the date specified in Section 2.01(c1.01(d)), each Lender with a Commitment of the respective Class Tranche will make available its pro rata portion (determined in accordance with Section 2.071.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if ii)if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.081.08. Nothing in this Section 2.04 1.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No later than 12:00 noon 11:00 A.M. (Chicago time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 2:00 P.M. (Chicago time) on the date specified pursuant to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. 12:00 Noon (Chicago time) on the date specified in Section 2.01(c2.01(e)), each Lender with a Commitment of the respective Class Tranche will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s 's portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. (a) No later than 12:00 noon 1:00 P.M. (New York City time) on the date specified in each Notice of Borrowing (or (xi) in the case of Revolving Loans that are Base Rate Loans that are to be made on same day notice, no later than 3:00 P.M. (New York City time) on the date specified pursuant to Section 2.03(a), (ii)in the case of Swingline Loans, no later than 1:00 p.m. 4:00 P.M. (New York City time) on the date specified pursuant to in Section 2.03(b)(i2.03(b) or (yiii) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York City time) on the date specified in Section 2.01(c)), each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, will make available to the relevant Borrower at the Payment Office, or to such other account as at the relevant Borrower may specify in writing prior to the Administrative AgentInitial Borrowing Date, the aggregate of the amounts so made available by the Lenders; provided provided, that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings)outstanding, then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings)Credit, second, to the payment in full of any such Swingline Loans Loans, and third, to the relevant Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the relevant Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing relevant Borrower, and the relevant Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the relevant Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the relevant Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i1) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii2) if recovered from the Borrowerrelevant Borrower or Borrowers, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.to

Disbursement of Funds. No later than 12:00 noon Noon (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 3:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. 12:00 Noon (New York time) on the date specified in Section 2.01(c1.01(e)), each Lender Bank with a Commitment of the respective Class Tranche will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will BTCo shall make available the full amount thereof). All such amounts will shall be made available in Dollars and in immediately available funds at the Payment OfficeOffice of the Administrative Agent, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, will make available to the relevant Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided aboveBanks. Unless the Administrative Agent shall have been notified by any Lender Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s Bank's portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to)may, in reliance upon such assumption, make available to the relevant Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderBank, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the relevant Borrower in writing and the such Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender Bank or the such Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the such Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.corresponding

Disbursement of Funds. No Not later than 12:00 noon 1:00 P.M. (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no not later than 1:00 p.m. 3:00 P.M. (New York time) on the date specified pursuant to in Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no not later than 1:00 p.m. 12:00 Noon (New York time) on the date specified in Section 2.01(c1.01(d)), each Lender with a Commitment of under the respective Class Tranche will make available its pro rata portion share (determined in accordance with Section 2.07) 1.07), if any, of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will CSFB shall make available the full amount thereof)) in the manner provided below. All such amounts will shall be made available to the Administrative Agent in U.S. Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, promptly will make available to the Borrower at its account specified in the Payment Office, respective notice of borrowing for a given Borrowing of Loans (or to such other account as CSFB, in the Borrower may specify in writing to the Administrative Agent, case of a Mandatory Borrowing) the aggregate of the amounts so made available by in the Lenders; provided that, if, on the date type of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided abovefunds received. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of any the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderLender and the Administrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing Borrower, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (ix) if recovered from paid by such Lender, the overnight Federal Funds Rate for (or, if the first corresponding amount has not been recovered by the Administrative Agent from such Lender within three days and at Business Days after the interest rate otherwise applicable to date such Loans for each day thereafter and corresponding amount was made available by the Administrative Agent, commencing after such third Business Day, the Base Rate) or (iiy) if recovered from paid by the Borrower, the then applicable rate of interest applicable to the respective Borrowinginterest, as determined pursuant to calculated in accordance with Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder1.08.

Disbursement of Funds. No later than 12:00 noon 1:00 P.M. (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 4:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York time) on the date specified in Section 2.01(c2.01(f)), each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding corre­sponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding corre­sponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter thereafter, and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No Not later than 12:00 noon 1:00 P.M. (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no not later than 1:00 p.m. 3:00 P.M. (New York time) on the date specified pursuant to in Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no not later than 1:00 p.m. 12:00 Noon (New York time) on the date specified in Section 2.01(c1.01(d)), each Lender with a Commitment of under the respective Class Tranche will make available its pro rata portion share (determined in accordance with Section 2.07) 1.07), if any, of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will CSFB shall make available the full amount thereof)) in the manner provided below. All such amounts will shall be made available to the Administrative Agent in U.S. Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, promptly will make available to the Borrower at its account at the Payment Office, Office (or to such other account as CSFB, in the Borrower may specify in writing to the Administrative Agent, case of a Mandatory Borrowing) the aggregate of the amounts so made available by in the Lenders; provided that, if, on the date type of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided abovefunds received. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of any the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderLender and the Administrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing Borrower, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (ix) if recovered from paid by such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and or (iiy) if recovered from paid by the Borrower, the then applicable rate of interest applicable to the respective Borrowinginterest, as determined pursuant to calculated in accordance with Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder1.08.

Disbursement of Funds. No later than 12:00 noon 1:00 P.M. (New York City time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline LoansSwinglineRevolving Loans made on same day notice, no later than 1:00 p.m. 4:003:00 P.M. (New York City time) on the date specified pursuant to Section 2.03(b)(i2.03(ba)(y) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York City time) on the date specified in Section 2.01(c)), each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in U.S. Dollars (in the case of U.S. Dollar Denominated Loans) or in Canadian Dollars (in the case of Canadian Dollar Denominated Loans), as the case may be, and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory BorrowingBorrowing or as otherwise provided in the last sentence of Section 3.05(a), make available to the relevant Borrower at the Payment Office, or Borrowers to such other account as the applicable Borrower or Borrowers may specify in writing to the Administrative AgentAgent prior to the requested Borrowing date, the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings)outstanding, then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (Credit, and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any such Swingline Loans Loans, and third, to the relevant Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the relevant Borrower or Borrowers a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the relevant Borrower in writing or Borrowers, and the relevant Borrower or Borrowers shall immediately promptly (but in any event within one Business Day) pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrowerrelevant Borrower or Borrowers, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the relevant Borrower or Borrowers until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate (or, in the case of Canadian Dollar Denominated Loans, the cost to the Administrative Agent of acquiring overnight funds in Canadian Dollars) for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrowerrelevant Borrower or Borrowers, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 (a) shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the any Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No Not later than 12:00 noon 11:00 A.M. (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no not later than 1:00 p.m. 2:00 P.M. (New York time) (or, if later, one hour after the receipt of the related Notice of Borrowing) on the date specified pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no not later than 1:00 p.m. 11:00 A.M. (New York time) on the date specified in Section 2.01(c1.01(d)), each Lender with a Commitment of under the respective Class Tranche will make available its pro rata portion (determined in accordance with Section 2.071.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will shall make available the full amount thereof). All such amounts will shall be made available in U.S. Dollars and in immediately available funds at the Payment OfficeOffice of the Administrative Agent, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, will make available to the Borrower at the Payment Office, Office (or to such other account as the Borrower may specify Swingline Lender in writing to the Administrative Agent, case of a Mandatory Borrowing) the aggregate of the amounts so made available by the Lenders; provided that, if, Lenders prior to (x) 12:00 Noon (New York time) on such day in the date case of a Borrowing of Revolving Loans any Loan (other than a Mandatory Borrowing), there are Unpaid Drawings or excluding Swingline Loans then outstanding and Loans made pursuant to Mandatory Borrowings) and (or any accrued interest, fees or costs y) 4:00 P.M. (New York time) on such day in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full case of any Swingline Loans and thirdLoan, in each case to the Borrower as otherwise provided aboveextent of funds actually received by the Administrative Agent prior to such times on such day. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s 's portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to)may, in reliance upon such assumption, make available to the relevant Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing to pay immediately such corresponding amount to the Administrative Agent and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, Borrowing (as determined pursuant to Section 2.081.08, but without duplication of any interest paid or payable by the Borrower in respect of such Borrowing). Nothing in this Section 2.04 1.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No later than 12:00 noon Noon (Eastern time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 3:00 P.M. (Eastern time) on the date specified pursuant to Section 2.03(b)(i) 1.03(b)(i), or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. 12:00 Noon (Eastern time) on the date specified in Section 2.01(c1.01(d)), each Lender Bank with a Commitment of the respective Class Tranche will make available its pro rata portion (determined in accordance with Section 2.071.07) of each such Borrowing requested to be made on such date (or or, in the case of Swingline Loans, the Swingline Lender Bank will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment OfficeOffice of the Administrative Agent, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, will make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans Banks (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds Mandatory Borrowings) by delivery of such Borrowing shall be applied, first, amounts to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided aboveBorrower's Account. Unless the Administrative Agent shall have been notified by any Lender Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s Bank's portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderBank, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender Bank or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such LenderBank, the overnight Federal Funds Rate for each day during the period consisting of the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.Business Days

Disbursement of Funds. No later than 12:00 noon 1:00 P.M. (New York time) on --------------------- the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 4:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York time) on the date specified in Section 2.01(c1.01(c)), each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.07--- ---- 1.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s 's portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.081.08. Nothing in this Section 2.04 1.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No Except as otherwise specifically provided in the immediately succeeding sentence, no later than 12:00 noon Noon (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no not later than 1:00 p.m. 3:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no not later than 1:00 p.m. 12:00 Noon (New York time) on the date specified in Section 2.01(c1.01(e)), each Lender with a Commitment of the respective Class Tranche will make available its pro rata PRO RATA portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will shall make available the full amount thereof). All such amounts will shall be made available in Dollars and in immediately available funds at the Payment Office, and Office of the Administrative Agent willAgent, and, except in the case of Revolving Loans made pursuant to a Mandatory BorrowingBorrowings, the Administrative Agent will make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Lenders (for Loans (other than a Mandatory Borrowing)Swingline Loans, there are Unpaid Drawings or Swingline Loans then outstanding prior to 1:00 P.M. (or any accrued interest, fees or costs in respect of New York time) on such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, firstday, to the payment in full extent of any funds actually received by the Administrative Agent prior to 12:00 Noon (New York time) on such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawingsday), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s 's portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to)may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, at the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.081.08. Nothing in this Section 2.04 1.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. (a) No later than 12:00 noon 1:00 P.M. (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no not later than 1:00 p.m. 4:00 P.M. (New York time) on the date specified pursuant to in Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no not later than 1:00 p.m. P.M. (New York time) on the date specified in Section 2.01(c1.01(c)), each Lender with a Commitment of the respective Class Bank will make available its pro rata portion (determined in accordance with Section 2.07) share of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will Bank shall make available the full amount thereof)) in the manner provided below. All such amounts will shall be made available to the Administrative Agent in U.S. Dollars and in immediately available funds at the Payment Office, Office and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, promptly will make available to the Borrower by depositing to its account at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by in the Lenders; provided that, if, on the date type of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided abovefunds received. Unless the Administrative Agent shall have been notified by any Lender Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of any the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderBank and the Administrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing Borrower, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender the Bank or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from paid by such LenderBank, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and or (ii) if recovered from paid by the Borrower, the then applicable rate of interest applicable to interest, calculated in accordance with Section 1.08, for the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunderLoans.

Disbursement of Funds. No later than 12:00 noon (a) Subject to the terms and conditions --------------------- hereinafter provided, each Bank will make available its pro rata share, if any, --- ---- of each Borrowing requested to be made on the date specified in each a Notice of Borrowing or a Notice of Competitive Bid Borrowing, as the case may be, in the manner provided below by no later than 1:00 P.M. (or New York time) on such date, but, in the case of a Borrowing of Base Rate Loans, only to the extent that such Bank has received a notice from the Administrative Agent of such proposed Borrowing. All amounts shall be made available to the Administrative Agent (x) in the case of Swingline a Borrowing of Revolving Loans, no later than 1:00 p.m. on the date specified pursuant to Section 2.03(b)(i) or in Dollars and (y) in the case of Mandatory Borrowingsa Competitive Bid Borrowing, no later than 1:00 p.m. on the date in Dollars or an Approved Alternate Currency as specified in Section 2.01(c))such Notice of Competitive Bid Borrowing and, in each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loanscase, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent promptly will, except on the date specified in the case such Notice of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower by depositing to its account at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on Banks by the date time specified in the preceding sentence in the type of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided abovefunds received. Unless the Administrative Agent shall have been notified by any Lender Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s portion its portion, if any, of any Borrowing the Bor rowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Bor rowing, and the Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding corre sponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderBank and the Administrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing Borrower, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender Bank or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (ix) if recovered from to be paid by such LenderBank, the overnight Federal Funds Rate customary rate set by the Administrative Agent for the correction of errors among banks for each day during the period consisting of the first three days Business Days following such date of availability and thereafter at the interest rate otherwise applicable to such Loans for each day thereafter and Base Rate or (iiy) if recovered from to be paid by the Borrower, the then applicable rate of interest applicable to interest, calculated in accordance with Section 1.09 for the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunderLoans.

Disbursement of Funds. (a) No later than 12:00 noon 1:00 P.M. (New York City time) on the date specified in each Notice of Borrowing (or (xi) in the case of Revolving Loans that are Base Rate Loans that are to be made on same day notice, no later than 3:00 P.M. (New York City time) on the date specified pursuant to Section 2.03(a), (ii)in the case of Swingline Loans, no later than 1:00 p.m. 4:00 P.M. (New York City time) on the date specified pursuant to in Section 2.03(b)(i2.03(b) or (yiii) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York City time) on the date specified in Section 2.01(c)), each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, will make available to the relevant Borrower at the Payment Office, or to such other account as at the relevant Borrower may specify in writing prior to the Administrative AgentInitial Borrowing Date, the aggregate of the amounts so made available by the Lenders; provided provided, that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings)outstanding, then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings)Credit, second, to the payment in full of any such Swingline Loans Loans, and third, to the relevant Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the relevant Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing relevant Borrower, and the relevant Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the relevant Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the relevant Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i1) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii2) if recovered from the Borrowerrelevant Borrower or Borrowers, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the any Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No later than 12:00 noon 1:00 P.M. (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. on the date specified pursuant to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. on the date specified in Section 2.01(c))Borrowing, each Lender with a Commitment of the respective Class Bank will make available its pro rata portion Pro Rata Share (determined in accordance with Section 2.07if any) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof)manner provided below. All such amounts will shall be made available to the Administrative Agent in U.S. Dollars and in immediately available funds at the Payment Office, Office and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, promptly will make available to the Borrower Company by depositing to its account at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by in the Lenders; provided that, if, on the date type of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided abovefunds received. Unless the Administrative Agent shall have been notified by any Lender Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of any the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower Company a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderBank and the Administrative Agent has made available same to the Company, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing Company, and the Borrower Company shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender the Bank or the BorrowerCompany, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until Company to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (ix) if recovered from paid by such LenderBank, the overnight Federal Funds Rate rate or (y) if paid by the Company, the then applicable rate of interest, calculated in accordance with Section 1.08, for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08Loans. Nothing in this Section 2.04 herein shall be deemed to relieve any Lender Bank from its obligation to make Loans fulfill its commitments hereunder or to prejudice any rights which the Borrower Company may have against any Lender Bank as a result of any failure by such Lender Bank to make Loans hereunder.

Disbursement of Funds. No later than 12:00 noon on On a weekly basis (and more frequently if requested by the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. on the date specified pursuant to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. on the date specified in Section 2.01(c)Company), each Lender with a Commitment the Escrow Agent shall notify the Company and the Dealer Manager of the respective Class will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, the aggregate of the amounts so made available by funds received hereunder. If payments of the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there Minimum Amount or more for Shares are Unpaid Drawings or Swingline Loans then outstanding (or obtained at any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender time prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such dateTermination Date (as defined in Section 6), the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Escrow Agent shall promptly notify the Borrower in writing Company and the Borrower Dealer Manager, and upon the Company’s and Dealer Manager’s delivering a joint written notice (the “Disbursement Notice”) attached as Exhibit B signed jointly by two Authorized Persons (as defined in Section 12(q)) of the Company, stating that is has received and accepted subscription agreements for the Minimum Amount of Shares, then the Escrow Agent shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lenderdisburse to the Company, by check or wire transfer, the overnight Federal Funds Rate funds in the Escrow Account representing the gross purchase price for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter Stock, and (ii) if recovered from disburse to the Borrowersubscribers any interest thereon calculated pursuant to the provisions of Section 5. Following such disbursements, the rate of interest applicable Escrow Account shall close and thereafter Escrow Agent shall forward directly to the respective BorrowingCompany upon receipt by Escrow Agent of any subscription documents and instruments of payment received by Escrow Agent from subscribers. If the Minimum Amount of proceeds has not been obtained and delivered prior to the Termination Date, the Escrow Agent shall, within a reasonable time following the Termination Date, but in no event more than thirty (30) days after the Termination Date, refund to each investor at the address appearing on the List of Investors, or at such other address as determined shall be furnished to the Escrow Agent by the investor in writing, all sums paid by the investor pursuant to Section 2.08his subscription agreement for Shares, together with the interest accrued on such funds in the Escrow Account, and shall then notify the Company in writing of such refunds. Nothing in this Section 2.04 shall be deemed to relieve If the Company rejects any Lender from its obligation to make Loans hereunder or to prejudice any rights subscription for which the Borrower may have against Escrow Agent has already collected funds, the Escrow Agent shall, upon the written request of the Company, promptly issue a refund check to the rejected subscriber. If the Company rejects any Lender as subscription for which the Escrow Agent has not yet collected funds but has submitted the subscriber’s check for collection, the Escrow Agent shall promptly issue a result check in the amount of any failure by the subscriber’s check to the rejected subscriber after the Escrow Agent has cleared such Lender funds. If the Escrow Agent has not yet submitted a rejected subscriber’s check for collection, the Escrow Agent shall promptly remit the subscriber’s check directly to make Loans hereunderthe subscriber.

Disbursement of Funds. (a) No later than 12:00 noon 1:00 P.M. (New York time) on the date specified in each Notice of Borrowing relating to any Loans (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 2:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. 12:00 Noon (New York time) on the date specified in Section 2.01(c1.01(e)), each Lender Bank with a Commitment of under the respective Class Tranche will make available its pro rata portion Pro Rata Share (determined in accordance with Section 2.07if any) of each such Borrowing of Loans requested to be made on such date in the manner provided below (or or, in the case of Swingline Loans, the Swingline Lender Chase will make available the full amount thereof). All such amounts will shall be made available to the Administrative Agent in U.S. Dollars and in immediately available funds at the Payment Office, Office and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, promptly will make available to the Borrower by depositing to its account at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by in the Lenders; provided that, if, on the date type of a Borrowing of Revolving Loans funds received (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid DrawingsMandatory Borrowings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender Bank prior to the date of Borrowing of any Loans referred to in this Section 1.04(a) that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of any the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderBank and the Administrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing Borrower, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender Bank or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (ix) if recovered from paid by such LenderBank, the overnight Federal Funds Effective Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and or (iiy) if recovered from paid by the Borrower, the then applicable rate of interest applicable to interest, calculated in accordance with Section 1.08, for the respective Borrowing, as determined pursuant to Section 2.08Loans. Nothing in this Section 2.04 herein shall be deemed to relieve any Lender Bank from its obligation to make Loans fulfill its commitments hereunder or to prejudice any rights which the Borrower may have against any Lender Bank as a result of any failure by such Lender Bank to make Loans hereunder.

Disbursement of Funds. No later than 12:00 noon on All Loans shall be made, and all participation purchased, by the date specified Lenders simultaneously and proportionately to their respective Pro Rata Shares, it being understood that no Lender shall be responsible for any default by any other Lender in each that other Lender’s obligation to make a Loan requested hereunder nor shall the Commitment of any Lender to make the particular type of Loan requested be increased or decreased as a result of a default by any other Lender in that other Lender’s obligation to make a Loan requested hereunder. Promptly after receipt by the Administrative Agent of a Notice of Borrowing pursuant to subsection 2.1B(ii) (or (x) telephonic notice in the case of Swingline Loans, no later than 1:00 p.m. on the date specified pursuant to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. on the date specified in Section 2.01(c)lieu thereof), each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent willshall notify each Lender or the Swing Line Lender, except in as the case of Revolving Loans made pursuant to a Mandatory Borrowingmay be, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, the aggregate of the amounts so made available by proposed borrowing and of the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect amount of such Unpaid Drawings), then Lender’s Pro Rata Share of the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided aboveapplicable Revolving Loans. Unless the Administrative Agent shall have been notified by any received notice from a Lender prior to the date of Borrowing applicable Funding Date that such Lender does will not intend to make available to the Administrative Agent the amount of such Lender’s portion of any Borrowing to be made Loan requested on such dateFunding Date, the Administrative Agent may assume that such Lender has made such amount share available to the Administrative Agent on such date of Borrowing Funding Date in accordance and the Administrative Agent may (may, in reliance upon such assumption and in its sole discretion, but shall not be obligated to)to make available to the Company a corresponding amount on such Funding Date. In such event, if a Lender has not in fact made its share of the applicable Loan available to the Administrative Agent, then the applicable Lender and the Company severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon, for each day from and including the date such amount is made available to the Company to but excluding the date of payment to the Administrative Agent, at (i) in the case of a payment to be made by such Lender, the greater of the Base Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation and (ii) in the case of a payment to be made by the Company, the interest rate applicable to Base Rate Loans. If the Company and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Company the amount of such interest paid by the Company for such period. If such Lender pays such amount to the Administrative Agent, then such amount shall constitute such Lender’s Loan included in such borrowing. Any payment by the Company shall be without prejudice to any claim the Company may have against a Lender that shall have failed to make such payment to the Administrative Agent. Unless the Administrative Agent shall have received notice from the Company prior to the date on which any payment is due to the Administrative Agent for the account of the Lenders and the Issuing Bank hereunder that the Company will not make such payment, the Administrative Agent may assume that the Company has made such payment on such date in accordance herewith and may, in reliance upon such assumption, make available distribute to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender Lenders or the BorrowerIssuing Bank, as the case may be, the amount due. In such event, if the Company has not in fact made such payment, then each of the Lenders or the Issuing Bank, as the case may be, severally agrees to repay to the Administrative Agent forthwith on demand the amount so distributed to such Lender or the Issuing Bank, with interest on such corresponding amount in respect of thereon, for each day from and including the date such corresponding amount was made available by the Administrative Agent is distributed to the Borrower until it to but excluding the date such corresponding amount is recovered by of payment to the Administrative Agent, at the greater of the Base Rate and a rate per annum equal to (i) if recovered from such Lender, determined by the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing Administrative Agent in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunderaccordance with banking industry rules on interbank compensation.

Disbursement of Funds. No Not later than 12:00 noon 2:00 P.M. (New York City time), except in the case of Alternate Currency Loans, not later than 10:00 A.M. (New York City time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no not later than 1:00 p.m. 4:00 P.M. (New York City time) on the date specified pursuant to Section 2.03(b)(i2.3(b)(i) or (y) in the case of Mandatory Borrowings, no not later than 1:00 p.m. 2:00 P.M. (New York City time) on the date specified in Section 2.01(c2.1(d)), each Lender with a Commitment of the respective Class Tranche will make available its pro rata portion (determined in accordance with Section 2.072.8) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars or an Alternate Currency, as applicable, and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower at the Payment Office, or to such other account as either Holdings or the Borrower may specify in writing prior to the Administrative AgentClosing Date, the aggregate of the amounts so made available by the Lenders; provided that, that if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings)outstanding, then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings)Credit, second, to the payment in full of any such Swingline Loans Loans, and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower Table of Contents shall immediately promptly pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three (3) days and at the interest rate otherwise applicable to such Loans for each day thereafter (or, in the case of Sterling Denominated Loans or Euro Denominated Loans, the cost to the Administrative Agent of acquiring overnight funds in Pounds Sterling or Euros as the case may be) and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.082.9. Nothing in this Section 2.04 2.5 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which that the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No later than 12:00 noon 1:00 P.M. (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 4:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York time) on the date specified in Section 2.01(c2.01(e)), each Lender with a Commitment of the respective Class Tranche will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover from such Lender such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter thereafter, and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. (a) The Administrative Agent shall give to each Lender prompt notice of each Notice of Borrowing by telecopy, telex or cable. No later than 12:00 noon Noon (New York City time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. the close of business on the date specified pursuant to Section 2.03(b)(i2.4(b)(i) or (y) in case of Mandatory Borrowings, not later than 12:00 Noon (New York time) on the date specified in Section 2.3(c)), each Lender or the Swingline Lender, as the case may be, will make available for the account of its Applicable Lending Office, to the Administrative Agent at its Payment Office, in immediately available funds, (w) in the case of a Borrowing of A Term Loans, such Lender's A Term Loan Percentage of such Borrowing, (x) in the case of a Borrowing of B Term Loans, such Lender's B Term Loan Percentage of such Borrowing, (y) in the case of Mandatory Borrowingsa Borrowing of Revolving Loans, no later than 1:00 p.m. on the date specified in Section 2.01(c)), each Lender with a Commitment such Lender's Revolving Loan Percentage of the respective Class will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date and/or (or z) in the case of a Borrowing of Swingline Loans, the Swingline Lender will make available the full amount thereof)of such Borrowing. All such amounts will shall be made available in Dollars and in immediately available funds at the Payment OfficeOffice of the Administrative Agent, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, will make available to the Borrower at the Payment OfficeOffice (or, or to such other account as in the Borrower may specify in writing case of a Mandatory Borrowing, to the Administrative AgentSwingline Lender), in Dollars and in immediately available funds, the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of such Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of any such Borrowing to be made on such date, the Administrative Agent may assume that such Lender will make such amount available to the Administrative Agent at its Payment Office on such date of Borrowing, and the Administrative Agent, in reliance upon such assumption, may but shall not be obligated to make available the amount of the Borrowing to be provided by such Lender. If any amount described in this Section 2.5 is not made available to the Administrative Agent by a Lender (such Lender being hereinafter referred to as a "Defaulting Lender") and the Administrative Agent has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderBorrower, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Defaulting Lender. If such Defaulting Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately (but in any event no later than five Business Days after such demand) pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Defaulting Lender or and the Borrower, as the case may be, (x) interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to either (i) if recovered from paid by such Defaulting Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and or (ii) if recovered from paid by the Borrower, the then applicable rate of interest applicable interest, calculated in accordance with Section 4.1 or Section 4.2 hereof, plus (y) in each case, an amount equal to any costs (including legal expenses) and losses incurred as a result of the respective Borrowingfailure of such Defaulting Lender to provide such amount as provided in this Agreement; provided, as determined pursuant however, that the Administrative Agent shall not be entitled to Section 2.08demand payment by the Borrower of any amount under clause (y) above unless demand therefor has been made of the Defaulting Lender and not paid within five Business Days of such demand. Nothing in this Section 2.04 herein shall be deemed to relieve any Lender from its obligation duty to make Loans fulfill its obligations hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure default by such Lender hereunder, including, without limitation, the right of the Borrower to make Loans hereunderseek reimbursement from any Defaulting Lender for any amounts paid by the Borrower under clause (y) above on account of such Defaulting Lender's default.

Disbursement of Funds. No later than 12:00 noon (a) Subject to the terms and conditions hereinafter provided, each Bank will make available its pro rata share, if any, of each Borrowing requested to be made on the date specified in each a Notice of Borrowing or a Notice of Competitive Bid Borrowing, as the case may be, in the manner provided below by no later than 1:00 P.M. (or New York time) on such date, but, in the case of a Borrowing of Base Rate Loans, only to the extent that such Bank has received a notice from the Administrative Agent of such proposed Borrowing. All amounts shall be made available to the Administrative Agent (x) in the case of Swingline a Borrowing of Revolving Loans, no later than 1:00 p.m. on the date in an Approved Currency as specified pursuant to Section 2.03(b)(i) or in such Notice of Borrowing and (y) in the case of Mandatory Borrowingsa Competitive Bid Borrowing, no later than 1:00 p.m. on the date in Dollars or an Approved Alternate Currency as specified in Section 2.01(c))such Notice of Competitive Bid Borrowing and, in each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loanscase, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent promptly will, except on the date specified in the case such Notice of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower by depositing to its account at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on Banks by the date time specified in the preceding sentence in the type of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided abovefunds received. Unless the Administrative Agent shall have been notified by any Lender Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s portion its portion, if any, of any the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderBank and the Administrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing Borrower, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender Bank or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (ix) if recovered from to be paid by such LenderBank, the overnight Federal Funds Rate customary rate set by the Administrative Agent for the correction of errors among banks for each day during the period consisting of the first three days Business Days following such date of availability and thereafter at the interest rate otherwise applicable to such Loans for each day thereafter and Base Rate or (iiy) if recovered from to be paid by the Borrower, the then applicable rate of interest applicable to interest, calculated in accordance with Section 1.09 for the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunderLoans.

Disbursement of Funds. (a) No later than 12:00 noon 1:00 P.M. (New York --------------------- time or, in the case of DM Loans and NLG Revolving Loans, no later than 3:00 P.M. London, England time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 2:00 P.M. (New York time) on the date specified in the notice delivered pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. 12:00 Noon (New York time) on the date specified in Section 2.01(c1.01(D)(c)), each Lender with a Commitment of Bank that is required to make the Loans specified in the respective Class Notice of Borrowing will make available its pro rata portion (determined in accordance with Section 2.07) share of each such Borrowing requested to be made on such --- ---- date (or in the case of Swingline Loans, the Swingline Lender will BTCo shall make available the full amount thereof)) in the manner provided below. All such amounts will shall be made available to the Administrative Agent in Dollars the relevant Applicable Currency and in immediately available funds at the appropriate Payment Office, and the Administrative Agent willOffice and, except in the case of for Dollar Revolving Loans made pursuant to a Mandatory Borrowing, the Administrative Agent promptly will make available to the respective Borrower by depositing to its account at the appropriate Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by in the Lenders; provided that, if, on the date type of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided abovefunds received. Unless the Administrative Agent shall have been notified by any Lender Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of any the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the respective Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderBank and the Administrative Agent has made available same to the respective Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing respective Borrower, and the such Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender Bank or the such Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the such Borrower until to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (ix) if recovered from paid by such LenderBank, the overnight Federal Funds Effective Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and or (iiy) if recovered from the paid by such Borrower, the then applicable rate of interest applicable to interest, calculated in accordance with Section 1.08, for the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. (a) No later than 12:00 noon 3:00 p.m. (New York City time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. on the date specified pursuant to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. on the date specified in Section 2.01(c))Borrowing, each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.07) portion, if any, of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline manner provided below. (b) Each Lender will shall make available all amounts it is to fund to the full amount thereof). All such amounts will be made available in Dollars and Borrower under any Borrowing in immediately available funds to the Administrative Agent at the Payment Office, Administrative Agent’s Office and the Administrative Agent will, will (except in the case of Revolving Loans made pursuant Borrowings to a Mandatory Borrowing, repay Unpaid Drawings) make available to the Borrower at Borrower, by depositing to the Payment Office, or to such other Borrower’s account (as the Borrower may specify designated by it in writing a written notice to the Administrative Agent, Agent from time to time) the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided aboveDollars. Unless the Administrative Agent shall have been notified by any Lender prior to the proposed date of any such Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of any the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, and the Administrative Agent shall be entitled has made available same to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as then the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.and

Disbursement of Funds. No Not later than 12:00 noon 1:00 P.M. (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. on the date specified pursuant to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. on the date specified in Section 2.01(c))Borrowing, each Lender with a Commitment of under the respective Class Tranche will make available its pro rata portion (determined in accordance with Section 2.071.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof)date. All such amounts will shall be made available in Dollars and in immediately available funds at the Payment OfficeOffice of the Administrative Agent, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, will make available to the applicable Borrower at the Payment Office, Office or to such other account location as the Borrower may specify in writing be reasonably satisfactory to the Administrative Agent, Agent and specified in the relevant Notice of Borrowing the aggregate of the amounts so made available by the Lenders; Lenders prior to 1:00 P.M. (New York time) on such day to the extent of funds actually received by the Administrative Agent prior to such time on such day (provided that, if, that on the date of a Borrowing of Revolving Loans Amendment No. 3 Effective Date (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then i) the proceeds of such Borrowing the Tranche B-1 Term Loans shall be applied, first, to the payment repay in full the Tranche B Term Loans (as defined in this Agreement immediately prior to giving effect to Amendment No. 3) together with all accrued and unpaid interest thereon and thereafter, shall be made available to the U.S. Borrower (ii) the proceeds of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interestthe Tranche C-1 Term Loans shall be applied, fees or costs in respect of such Unpaid Drawings), secondfirst, to the payment repay in full of any Swingline the Tranche C Term Loans (as defined in this Agreement immediately prior to giving effect to Amendment No. 3) together with all accrued and thirdunpaid interest thereon and thereafter, shall be made available to the Borrower as otherwise provided aboveBermuda Borrower). Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to)may, in reliance upon such assumption, make available to the relevant Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the relevant Borrower in writing to pay immediately such corresponding amount to the Administrative Agent and the such Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, relevant Borrower interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the relevant Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the relevant Borrower, the rate of interest applicable to the respective relevant Borrowing, as determined pursuant to Section 2.081.08. Nothing in this Section 2.04 1.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the a Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No later than 12:00 noon 11:00 A.M. on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 2:00 P.M. on the date specified pursuant to Section 2.03(b)(i2.3(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. 12:00 Noon on the date specified in Section 2.01(c2.1(d)), each Lender with a Commitment of the respective Class applicable Tranche will make available its pro rata portion (determined in accordance with Section 2.072.7) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s 's portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.082.8. Nothing in this Section 2.04 2.4 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.. infoUSA Credit Agreement

Disbursement of Funds. (a) No later than the later of 12:00 noon p.m. (New York City time) on the date specified in each Notice of Borrowing (or (xincluding Mandatory Borrowings and Borrowings to reimburse Unpaid Drawings under Letters of Credit) in and one hour after written notice of such Borrowing is delivered by the case of Swingline Loans, no later than 1:00 p.m. on the date specified pursuant Administrative Agent to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. on the date specified in Section 2.01(c))such Lender, each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.07) portion, if any, of each such Borrowing requested to be made on such date (or in the case manner provided below; provided that, on the Closing Date (or, with respect to any Incremental Facilities, on the relevant Incremental Facilities Closing Date), such funds may be made available at such earlier time as may be agreed among the relevant Lenders, the Borrower and the Administrative Agent for the purpose of consummating the Transactions; provided, further, that all Swingline Loans, Loans shall be made available to the Borrower in the full amount thereof by the Swingline Lender will no later than one hour after written notice of such Borrowing is delivered by the Administrative Agent to the Swingline Lender. (b) (i) Each Lender shall make available all such requested amounts it is to fund to the full amount thereof). All such amounts will be made available in Dollars and Borrower under any Borrowing for its applicable Commitments in immediately available funds to the Administrative Agent at the Payment Office, Administrative Agent’s Office and the Administrative Agent will, will (except in the case of Revolving Loans made pursuant Mandatory Borrowings and Borrowings to a Mandatory Borrowing, repay Unpaid Drawings under Letters of Credit) make available to the Borrower at the Payment Office, or by depositing to such other an account as designated by the Borrower may specify in writing to the Administrative AgentAgent in writing, the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (in Dollars or such other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided aboveapplicable Alternative Currency. Unless the Administrative Agent shall have been notified in writing by any Lender prior to the date of any such Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of any the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderLender and the Administrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing Borrower, and the Borrower shall immediately pay such corresponding amount to the Administrative AgentAgent in Dollars or such other applicable Alternative Currency. The Administrative Agent shall also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from paid by such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and Effective Rate, or (ii) if recovered from paid by the Borrower, the then-applicable rate of interest applicable interest, calculated in accordance with Section 2.8, for the respective Loans (or, in the case of Alternative Currency Loans, the cost to the respective Administrative Agent of acquiring overnight funds in such Alternative Currency, as the case may be). If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such period. If such Lender pays its share of the applicable Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Borrowing. (ii) The Swingline Lender shall make available all amounts it is to fund to the Borrower under any Borrowing of Swingline Loans in immediately available funds to the Borrower (as specified in the applicable Notice of Borrowing), by depositing to an account designated by the Borrower to the Swingline Lender in writing or otherwise in such Notice of Borrowing, as determined pursuant to Section 2.08the aggregate of the amount so made available. (c) Nothing in this Section 2.04 2.4, including any payment by the Borrower, shall be deemed to relieve any Lender from its obligation to make Loans fulfill its commitments hereunder or to prejudice any rights which that the Borrower may have against any Lender as a result of any failure default by such Xxxxxx hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make Loans fulfill its commitments hereunder.). 2.5

Disbursement of Funds. (a) No later than 12:00 noon 1:00 P.M. (New York City time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 3:00 P.M. (New York City time) on the date specified pursuant to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. 10:00 A.M. (New York City time) on the date specified in Section 2.01(c)), each Lender with a Revolving Loan Commitment of the respective Class Tranche will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars (in the case of Dollar Denominated Loans), in Euros (in the case of Euro Denominated Loans) or in Sterling (in the case of Sterling Denominated Loans) and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s 's portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No later than 12:00 noon P.M. (New York City time) on the date specified in each Notice of a Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. on the date specified is requested pursuant to Section 2.03(b)(i2.03(a) above (or (ydeemed requested in accordance with Section 5.03(a), 9.03(c) in the case of Mandatory Borrowingsand 9.11 hereof shall, no later than 1:00 p.m. on the date specified in Section 2.01(c)this Agreement), each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof)date. All such amounts will be made available in Dollars and in immediately available funds at to the Payment OfficeAdministrative Agent, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, will make available to the Borrower Agent on the day so requested by way of credit to such Borrower Agent’s operating account at the Payment OfficePNC, or to such other account bank as the Borrower Agent may specify in writing designate following notification to the Administrative Agent, in immediately available federal funds or other immediately available funds or, (ii) with respect to any Borrowing deemed to have been requested by any Borrower, be disbursed to Administrative Agent to be applied to the aggregate of the amounts so made available by the Lendersoutstanding Obligations giving rise to such deemed request; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing)Loans, the Administrative Agent has received written notice at least one Business Day prior to such date that there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings)outstanding, then the proceeds of such Borrowing shall be applied, first, to the payment in full in cash of any such Unpaid Drawings with respect to Letters of Credit (Credit, and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower Agent as otherwise provided above. Unless the Administrative Agent shall have been notified in writing by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower Agent a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing Agent, and the Borrower Agent shall immediately promptly (but in any event within one Business Day) pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the BorrowerBorrower Agent, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower Agent until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight greater of (A)(x) the daily average Effective Federal Funds Rate for (computed on the first three days and at the interest basis of a year of 360 days) during such period as quoted by Administrative Agent, times (y) such amount or (B) a rate otherwise applicable to such Loans for each day thereafter determined by Administrative Agent in accordance with banking industry rules on interbank compensation and (ii) if recovered from the BorrowerBorrower Agent, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower Agent may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No Except as otherwise specifically provided in the immediately succeeding sentence, no later than 12:00 noon 11:00 A.M. (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 3:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. 11:00 A.M. (New York time) on the date specified in Section 2.01(c1.01(c)), ) each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will shall be made available in Dollars (or, (x) in the case of Alternate Currency Revolving Loans, in the relevant Alternate Currency and (y) in the case of Swingline Loans denominated in Euros, in Euros) and in immediately available funds at the Payment Office, Office of the Administrative Agent and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower Borrowers (prior to 2:30 P.M. (New York Time) on such day to the extent of funds actually received by the Administrative Agent prior to 11:00 A.M. (New York Time) on such day) at the Payment OfficeOffice in Dollars (or, or to such other (x) in the case of Alternate Currency Revolving Loans, in the relevant Alternate Currency and (y) in the case of Swingline Loans denominated in Euros, in Euros) in the account as specified in the Borrower may specify in writing to the Administrative Agentapplicable Notice of Borrowing, the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to)may, in reliance upon such assumption, make available to the Borrower Borrowers a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing Borrowers and the Borrower Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender or the BorrowerBorrowers, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower Borrowers until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, at the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the BorrowerBorrowers, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.081.07. Nothing in this Section 2.04 1.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower Borrowers may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No (a) Not later than 12:00 noon 1:00 P.M. (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no not later than 1:00 p.m. 4:00 P.M. (New York time) on the date specified pursuant to in Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no not later than 1:00 p.m. 12:00 Noon (New York time) on the date specified in Section 2.01(c1.01(c)), each Lender with a Commitment of the respective Class Bank will make available its pro rata portion (determined in accordance with Section 2.07) share, if any, of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will BTCo shall make available the full amount thereof)) in the manner provided below. All such amounts will shall be made available to the Agent in U.S. Dollars and in immediately available funds at the Payment Office, Office and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, promptly will make available to the Borrower Company by depositing to its account at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by in the Lenders; provided that, if, on the date type of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided abovefunds received. Unless the Administrative Agent shall have been notified by any Lender Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of any the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower Company a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderBank and the Agent has made available same to the Company, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing Company, and the Borrower Company shall immediately pay such corresponding amount to the Administrative Agent, which payment may be made, subject to the terms and conditions of this Agreement, from the proceeds of a Loan. The Administrative Agent shall also shall be entitled to recover on demand from such Lender the Bank or the BorrowerCompany, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until Company to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (ix) if recovered from paid by such LenderBank, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and or (iiy) if recovered from paid by the BorrowerCompany, the then applicable rate of interest applicable to the respective Borrowinginterest, as determined pursuant to calculated in accordance with Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder1.08.

Disbursement of Funds. No Except as otherwise specifically provided in the immediately succeeding sentence, no later than 12:00 noon Noon (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no not later than 1:00 p.m. 2:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no not later than 1:00 p.m. 12:00 Noon (New York time) on the date specified in Section 2.01(c1.01(c)), each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will shall make available the full amount thereof). All such amounts will shall be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, will make available to the Borrower Borrowers at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, Lenders (prior to 1:00 P.M. (New York time)) on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, firstday, to the payment in full extent of any funds actually received by the Administrative Agent prior to 12:00 Noon (New York time) on such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided aboveday. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s 's portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to)may, in reliance upon such assumption, make available to the Borrower Borrowers a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall Borrowers to immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender or the BorrowerBorrowers, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower Borrowers until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the BorrowerBorrowers, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.081.08. Nothing in this Section 2.04 1.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower Borrowers may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No later than 12:00 noon 4:30 P.M. (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 4:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York time) on the date specified in Section 2.01(c1.01(d)), each Lender with a Commitment of the respective Class Tranche will make available its pro rata PRO RATA portion (determined in accordance with Section 2.071.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s 's portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.081.08. Nothing in this Section 2.04 1.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No later than 12:00 noon 1:00 P.M. (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 4:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York time) on the date specified in Section 2.01(c1.01(c)), each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.071.07) of each such Borrowing requested to be made on such date (or or, in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent willand, except in the case of for Revolving Loans made pursuant to a Mandatory Borrowing, the Administrative Agent will make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agentimmediately available funds, the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, Lenders to the payment in full extent of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to funds actually received by the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided aboveAdministrative Agent. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s 's portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, at the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter thereafter, and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.081.08. Nothing in this Section 2.04 1.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No Except as otherwise specifically provided in the immediately succeeding sentence, no later than 12:00 noon Noon (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no not later than 1:00 p.m. 2:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no not later than 1:00 p.m. 12:00 Noon (New York time) on the date specified in Section 2.01(c1.01(c)), each Lender with a Commitment of the respective Class will make available its pro rata prorata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will shall make available the full amount thereof). All such amounts will shall be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, will make available to the Borrower Borrowers at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, Lenders (prior to 1:00 P.M. (New York time)) on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, firstday, to the payment in full extent of any funds actually received by the Administrative Agent prior to 12:00 Noon (New York time) on such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided aboveday. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to)may, in reliance upon such assumption, make available to the Borrower Borrowers a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall Borrowers to immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender or the BorrowerBorrowers, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower Borrowers until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the BorrowerBorrowers, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.081.08. Nothing in this Section 2.04 1.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower Borrowers may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No later than 12:00 noon 1:00 P.M. (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 4:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York time) on the date specified in Section 2.01(c1.01(d)), each Lender with a Commitment of the respective Class Tranche will make available its pro rata portion (determined in accordance with Section 2.071.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower by depositing into its account at the Payment Office, Office or to such other account as the Borrower may specify otherwise directed in writing to the Administrative Agent, accordance with Section 1.03(c)(ii) the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s 's portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter thereafter, and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.081.08. Nothing in this Section 2.04 1.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No (a) Not later than 12:00 noon 1:00 P.M. (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no not later than 1:00 p.m. 2:00 P.M. (New York time) on the date specified pursuant to in Section 2.03(b)(i1.03(b)(x) or (y) in the case of Mandatory Borrowings, no not later than 1:00 p.m. 12:00 Noon (New York time) on the date specified in Section 2.01(c1.01(f)), each Lender with a Commitment of the respective Class Tranche will make available its pro rata portion (determined in accordance with Section 2.07) PRO RATA share, if any, of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will BTCo shall make available the full amount thereof)) in the manner provided below. All such amounts will shall be made available to the Administrative Agent in U.S. Dollars and in immediately available funds at the Payment Office, and the Administrative Agent willOffice and, except in the case of for Revolving Loans made pursuant to a Mandatory Borrowing, the Administrative Agent promptly will make available to the Borrower by depositing to its account at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by in the Lenders; provided that, if, on the date type of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided abovefunds received. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of any the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderLender and the Administrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing Borrower, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (ix) if recovered from paid by such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and or (iiy) if recovered from paid by the Borrower, the then applicable rate of interest applicable to the respective Borrowinginterest, as determined pursuant to calculated in accordance with Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder1.08.

Disbursement of Funds. No later than 12:00 noon Noon (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 3:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i) or 1.03(b)(i), (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York time) on the date specified in Section 2.01(c1.01(d) or (z) in the case of Competitive Bid Loans, no later than 12:00 Noon (New York time) on the date specified pursuant to Section 1.04(a)), ) each Lender with a Commitment commitment of the respective Class applicable Tranche will make available its pro rata portion (determined in accordance with Section 2.071.08) of each such Borrowing requested to be made on such date (or or, (x) in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof and (y) in the case of Competitive Bid Loans, the respective Bidder Lenders which are to make such Competitive Bid Loans in accordance with Section 1.04(e) will make available their respective amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent willand, except in the case of for Revolving Loans made pursuant to a Mandatory Borrowing, the Administrative Agent will make available to the Borrower Borrowers at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, Lenders to the payment in full extent of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to funds actually received by the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided aboveAdministrative Agent. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower Borrowers a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing Borrowers and the Borrower Borrowers shall immediately pay such corresponding amount to the Administrative Agent one Business Day after the Administrative Agent’s demand therefor. The Administrative Agent shall also shall be entitled to recover on demand from such Lender or the BorrowerBorrowers, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower Borrowers until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter thereafter, and (ii) if recovered from the BorrowerBorrowers, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.081.09. Nothing in this Section 2.04 1.05 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower Borrowers may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. (a) No later than 12:00 noon 2:00 P.M. (local time at the Payment Office) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. on the date specified pursuant to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. on the date specified in Section 2.01(c))Borrowing, each Lender with a Commitment under the Facility under which any Borrowing pursuant to such Notice of the respective Class Borrowing is to be made will make available its pro rata portion (determined in accordance with Section 2.07) share, if any, of each Borrowing under such Borrowing Facility requested to be made on such date (or in the manner provided below. All amounts shall be made available to the Domestic Administrative Agent in U.S. Dollars, except in the case of Swingline Canadian Revolving Loans, in which case the Swingline Lender will make available the full amount thereof). All such amounts will shall be made available to the Canadian Administrative Agent in, as elected by the Canadian Borrowers pursuant to the provisions of this Agreement, Canadian Dollars or Dollars, in Dollars and each case in immediately available funds at the Payment Office, Office and the Domestic Administrative Agent willor Canadian Administrative Agent, except in as the case of Revolving Loans made pursuant to a Mandatory Borrowingmay be, promptly will make available to the Borrower making the request by depositing to their account at the Payment Office, Office (or to such other account account(s) as the designated by such Borrower may specify in writing to the Administrative Agent, accordance with section 2.4(c)) the aggregate of the amounts so made available by in the Lenders; provided that, if, on the date type of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided abovefunds received. Unless the applicable Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the applicable Administrative Agent such Lender’s its portion of any the Borrowing or Borrowings to be made on such date, the such Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the such Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the applicable Administrative Agent by such LenderLender and such Administrative Agent has made available same to a Borrower, the such Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the applicable Administrative Agent’s demand therefor, the such Administrative Agent shall promptly notify the Borrower in writing applicable Borrower, and the such Borrower shall immediately pay such corresponding amount to the applicable Administrative Agent. The Domestic Administrative Agent or the Canadian Administrative Agent, as the case may be, shall also shall be entitled to recover on demand from such Lender or the applicable Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the such Administrative Agent to the such Borrower until to the date such corresponding amount is recovered by the such Administrative Agent, at a rate per annum equal to (ix) if recovered from paid by such Lender, the overnight Federal Funds Effective Rate for in the first three days and case of any Loan denominated in Dollars, or in the case of any Loan denominated in Canadian Dollars, at the interest weighted average overnight or weekend borrowing rate otherwise applicable for immediately available and freely transferable funds denominated in Canadian Dollars which is offered to such Loans for each day thereafter and the Canadian Administrative Agent in the international markets, or (iiy) if recovered from the paid by a Borrower, the then applicable rate of interest applicable to interest, calculated in accordance with section 2.8, for the respective Borrowing, as determined Loans (but without any requirement to pay any amounts in respect thereof pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereundersection 2.11).

Disbursement of Funds. No later than 12:00 noon 1:00 P.M. (New York City time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 4:00 P.M. (New York City time) on the date specified pursuant to Section 2.03(b)(i2.03(b) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York City time) on the date specified in Section 2.01(c)), each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in U.S. Dollars (in the case of U.S. Dollar Denominated Loans) or in Canadian Dollars (in the case of Canadian Dollar Denominated Loans), as the case may be, and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory BorrowingBorrowing or as otherwise provided in the last sentence of Section 3.05(a), make available to the relevant Borrower at the Payment Office, or Borrowers to such other account as the applicable Borrower or Borrowers may specify in writing to the Administrative AgentAgent prior to the requested Borrowing date, the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings)outstanding, then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings)Credit, second, to the payment in full of any such Swingline Loans Loans, and third, to the relevant Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the relevant Borrower or Borrowers a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the relevant Borrower in writing or Borrowers, and the relevant Borrower or Borrowers shall immediately promptly (but in any event within one Business Day) pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrowerrelevant Borrower or Borrowers, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the relevant Borrower or Borrowers until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate (or, in the case of Canadian Dollar Denominated Loans, the cost to the Administrative Agent of acquiring overnight funds in Canadian Dollars) for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrowerrelevant Borrower or Borrowers, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the any Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No later than 12:00 noon 1:00 P.M. (Boston, --------------------- Massachusetts time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 3:00 P.M. (Boston, Massachusetts time) on the date specified pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (Boston, Massachusetts time) on the date specified in Section 2.01(c1.01(e)), each Lender with a Commitment of the respective Class Tranche will make available its pro rata portion (determined in --- ---- accordance with Section 2.071.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s 's portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.corresponding

Disbursement of Funds. No later than 12:00 noon Noon (local time in the city in which the proceeds of such Loans are to be made available in accordance with the terms hereof) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 4:00 P.M. (New York time) on the date specified pursuant to in Section 2.03(b)(i) or 1.03(b)(i), (y) in the case of Mandatory Borrowings, no not later than 1:00 p.m. 12:00 Noon (New York time) on the date specified in Section 2.01(c1.01(c) or (z) in the case of Competitive Bid Loans, no later than 10:00 A.M. (local time in the city in which the proceeds of such Competitive Bid Loan are to be made available in accordance with the terms hereof) on the date specified pursuant to Section 1.04(a)), each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.071.08) of each such Borrowing requested to be made on such date (or (x) in the case of Swingline Loans, the Swingline Lender will shall make available the full amount thereof and (y) in the case of Competitive Bid Loans, the respective Bidder RL Lenders which are to make Competitive Bid Loans in accordance with Section 1.04(e) shall make available their respective amounts thereof)) in the manner provided below. All such amounts will be made available in Dollars (in the case of Dollar Loans) or theother applicable Alternate Currency (in the case of Non-Dollar Alternate Currency Loans), as the case may be, and in immediately available funds at the appropriate Payment OfficeOffice of the Administrative Agent, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, will make available to the relevant Borrower at the Payment Office, or by depositing to such other its relevant account as the Borrower may specify in writing to the Administrative Agentdirected by such Borrower, the aggregate of the amounts so made available by the Lenders; provided that, if, on Lenders in the date type of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided abovefunds received. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to)may, in reliance upon such assumption, make available to the relevant Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the respective Borrower in writing and and, to the extent such corresponding amount has previously been disbursed to such Borrower, such Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, such Borrower interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the respective Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate as in effect from time to time for the first three days and at the interest rate otherwise applicable to such Dollar Revolving Loans maintained as Base Rate Loans for each day thereafter (or, in the case of an Alternate Currency Revolving Loan in a given Non-Dollar Alternate Currency, the relevant Euro Rate (as determined on the basis provided in the proviso in the definition of the relevant Euro Rate) or relevant Alternate Currency Non-LIBOR Rate, as applicable, for the first three days and the interest rate applicable to such Alternate Currency Revolving Loan for each day thereafter) and (ii) if recovered from the respective Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.081.09. Nothing in this Section 2.04 1.05 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the relevant Borrower may have against any Lender as a result of any failure by such Lender to make Loans required to be made by it hereunder.

Disbursement of Funds. No later than 12:00 noon Noon (New York time) --------------------- on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 3:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York time) on the date specified in Section 2.01(c1.01(c)), each Lender with a Commitment of the respective Class Bank will make available its pro rata portion (determined in accordance --- ---- with Section 2.071.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender Bank will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent willand, except in the case of for Revolving Loans made pursuant to a Mandatory Borrowing, the Administrative Agent (or the Swingline Lender, as the case may be) will make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided aboveBanks. Unless the Administrative Agent shall have been notified by any Lender Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s Bank's portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderBank, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender Bank or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such LenderBank, at the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.Rate

Disbursement of Funds. No later than 12:00 noon 4:30 P.M. (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 4:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York time) on the date specified in Section 2.01(c1.01(d)), each Lender with a Commitment of the respective Class Tranche will make available its pro rata portion (determined in accordance with Section 2.071.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.081.08. Nothing in this Section 2.04 1.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No later than 12:00 noon 2:00 P.M. (New York City time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 4:00 P.M. (New York City time) on the date specified pursuant to Section 2.03(b)(i2.3(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. 2:00 P.M. (New York City time) on the date specified in Section 2.01(c2.1(d)), each Lender with a Commitment of the respective Class Tranche will make available its pro rata portion (determined in accordance with Section 2.072.8) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars or an Alternate Currency, as applicable, and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the applicable Borrower at the Payment Office, or to such other account as the such Borrower may specify in writing prior to the Administrative AgentClosing Date, the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings)outstanding, then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings)Credit, second, to the payment in full of any such Swingline Loans Loans, and third, to the applicable Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the applicable Borrower in writing and the such Borrower shall immediately promptly pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the such Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the such Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter (or, in the case of Canadian Dollar Denominated Loans, Sterling Denominated Loans, Euro Denominated Loans, or any other Alternate Currency Loans, the cost to the Administrative Agent of acquiring overnight funds in Canadian Dollars, Pounds Sterling, Euros or such other Alternate Currency, as the case may be) and (ii) if recovered from the any Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.082.9. Nothing in this Section 2.04 2.5 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the any Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No Except as otherwise specifically provided in the immediately succeeding sentence, no later than 12:00 noon Noon (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no not later than 1:00 p.m. 2:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no not later than 1:00 p.m. 12:00 Noon (New York time) on the date specified in Section 2.01(c)), each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will shall make available the full amount thereof). All such amounts will shall be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, will make available to the Borrower Borrowers at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, Lenders (prior to 1:00 P.M. (New York time)) on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, firstday, to the payment in full extent of any funds actually received by the Administrative Agent prior to 12:00 Noon (New York time) on such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided aboveday. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s 's portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to)may, in reliance upon such assumption, make available to the Borrower Borrowers a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall Borrowers to immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender or the BorrowerBorrowers, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower Borrowers until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the BorrowerBorrowers, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower Borrowers may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. (a) No later than 12:00 noon 1:00 P.M. (New York City time) on the date specified in each Notice of Borrowing (or (x) in the case of U.S. Dollar Denominated Swingline Loans, no later than 1:00 p.m. 4:00 P.M. (New York City time) on the date specified pursuant to Section 2.03(b)(i2.03(b), (y) in the case of Canadian Dollar Denominated Swingline Loans, no later than 2:00 P.M. (New York City time) on the date specified pursuant to Section 2.03(b) or (yz) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York City time) on the date specified in Section 2.01(c2.01(a)), each Lender with a Commitment of under the respective Class Facility, will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing under such Facility requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof)date. All such amounts will be made available in U.S. Dollars (in the case of U.S. Dollar Denominated Loans) or in Canadian Dollars (in the case of Canadian Dollar Denominated Loans), as the case may be, and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, will make available to the relevant Borrower or Borrowers at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on Lenders under the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding respective Facility (or any accrued interestin the case of Swingline Loans, fees or costs in respect of such Unpaid Drawingsthe applicable Swingline Lender will make available the full amount thereof), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender under the respective Facility prior to the date of Borrowing under such Facility that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing under such Facility to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the relevant Borrower or Borrowers a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the relevant Borrower in writing or Borrowers, and the relevant Borrower or Borrowers shall immediately promptly (but no later than one Business Day following such notice) pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from -91- such Lender or the Borrowerrelevant Borrower or Borrowers, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the relevant Borrower or Borrowers until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate (or, in the case of Canadian Dollar Denominated Loans, the cost to the Administrative Agent of acquiring overnight funds in Canadian Dollars) for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrowerrelevant Borrower or Borrowers, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 2.04(a) shall be deemed to relieve any Lender under a Facility from its obligation to make Loans hereunder under such Facility or to prejudice any rights which the any Borrower may have against any Lender under a Facility as a result of any failure by such Lender to make Loans hereunderhereunder under such Facility.

Disbursement of Funds. No later than 12:00 noon Each Borrowing shall be made upon the Borrower’s irrevocable written notice delivered to the Administrative Agent in the form of a Borrowing Notice, which notice must be received by the Administrative Agent prior to 9:00 a.m. (New York City time) on the date specified in each Notice of Borrowing day which is twelve (12) Business Days (or (xsuch shorter period, as the Administrative Agent may agree) prior to the requested Borrowing date. Each Borrowing Notice shall specify: the Class of such Borrowing; the amount of the Borrowing, which, in the case of Swingline a Borrowing of a DDTL, shall be in compliance with clause (h) of this Section 2.02; the requested Borrowing date, which shall be a Business Day; the number and location of the account (which, for any Borrowing that occurs on or after the DACA Compliance Date, shall be an account subject to an Account Control Agreement) to which funds are to be disbursed; and the Interest Period applicable to such Loans. Upon receipt of such Borrowing Notice, the Administrative Agent shall promptly notify each applicable Lender of its pro rata portion of the Borrowing. Each applicable Lender will make available its pro rata portion of the applicable Loans to be made by it in the manner provided below by no later than 1:00 p.m. on the date specified pursuant to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. on the date specified in Section 2.01(c)), each Lender with a Commitment of the respective Class will Borrowing. Each applicable Lender shall make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and Administrative Agent in immediately available funds, in Dollars, all amounts such Lender is required to fund to the Borrower, and, following receipt of all requested funds at in an account designated by the Payment OfficeAdministrative Agent, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, will make available to the Borrower at the Payment Officein immediately available funds, or to such other account as the Borrower may specify in writing to the Administrative AgentDollars, the aggregate of the amounts so made available available, by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of remitting such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, aggregate amount to the payment account (which, for any Borrowing that occurs on or after the DACA Compliance Date, must be subject to an Account Control Agreement) specified in full the applicable Borrowing Notice. The failure of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available the amounts it is required to the Administrative Agent such Lender’s portion of any Borrowing fund hereunder or to make a payment required to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but by it under any Loan Document shall not relieve any other Lender of its obligations under any Loan Document, but no Lender shall be obligated to), in reliance upon such assumption, responsible for the failure of any other Lender to make available any payment required to the Borrower a corresponding amount. If such corresponding amount is not in fact be made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such other Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08under any Loan Document. Nothing in this Section 2.04 2.02 shall be deemed to relieve any Lender from its obligation to make Loans fulfill its commitments hereunder or to prejudice any rights which that the Borrower may have against any Lender as a result of any failure default by such Xxxxxx xxxxxxxxx (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to make Loans fulfill its commitments hereunder). Borrowings of more than one Class may be outstanding at the same time; provided, that there shall not at any time be more than a total of four (4) different Interest Periods in effect at any time (or such greater number of different Interest Periods as the Administrative Agent may agree from time to time). Notwithstanding any other provision of this Loan Agreement, the Borrower shall not, nor shall it be entitled to, request (x) any Borrowing if the initial Interest Period applicable thereto would end after the Maturity Date applicable to such Loans, (y) more than five (5) Borrowings of DDTLs during the life of this Loan Agreement and (z) a Borrowing of DDTLs on or after the DDTL Commitment Expiration Date. Each Borrowing in respect of DDTL Commitments shall comprise an aggregate principal amount of not less than $5,000,000.

Disbursement of Funds. No (a) Not later than 12:00 noon 1:00 P.M. (New York --------------------- time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no not later than 1:00 p.m. 2:00 P.M. (New York time) on the date specified pursuant to in Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no not later than 1:00 p.m. 12:00 Noon (New York time) on the date specified in Section 2.01(c1.01(d)), each Lender Bank with a Commitment of the respective Class Tranche will make available its pro rata portion --- ---- share (determined in accordance with Section 2.07) 1.07), if any, of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will BTCo shall make available the full amount thereof)) in the manner provided below. All such amounts will shall be made available to the Agent in U.S. Dollars and in immediately available funds at the Payment Office, Office and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, promptly will make available to the respective Borrower by depositing to its account at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by in the Lenders; provided that, if, on the date type of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided abovefunds received. Unless the Administrative Agent shall have been notified by any Lender Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of any the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the respective Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderBank and the Agent has made available same to such Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing relevant Borrower, and the such Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender Bank or the either Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the respective Borrower until to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (ix) if recovered from paid by such LenderBank, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and or (iiy) if recovered from the paid by a Borrower, the then applicable rate of interest applicable to the respective Borrowinginterest, as determined pursuant to calculated in accordance with Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder1.08.

Disbursement of Funds. No later than 12:00 noon Noon (Local time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 3:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York time) on the date specified in Section 2.01(c1.01(c)), each Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.071.07) of each such Borrowing requested to be made on such date (or or, in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars the relevant Approved Currency and in immediately available funds at the Payment Office, and the Administrative Agent willand, except in the case of for Revolving Loans made pursuant to a Mandatory Borrowing, the Administrative Agent will make available to the applicable Borrower at the Payment Office, or to such other account as in the Borrower may specify relevant Approved Currency and in writing to the Administrative Agentimmediately available funds, the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, Lenders to the payment in full extent of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to funds actually received by the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided aboveAdministrative Agent. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s 's portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.to

Disbursement of Funds. No later than 12:00 noon 1:00 P.M. (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 4:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York time) on the date specified in Section 2.01(c1.01(c)), each Revolving Credit Lender with a Commitment of the respective Class will make available its pro rata portion (determined in accordance with Section 2.071.07) of each such Borrowing requested to be made on such date (or or, in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent willand, except in the case of for Revolving Loans made pursuant to a Mandatory Borrowing, the Administrative Agent will make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agentimmediately available funds, the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, Credit Lenders to the payment in full extent of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to funds actually received by the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided aboveAdministrative Agent. Unless the Administrative Agent shall have been notified by any Revolving Credit Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Revolving Credit Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Revolving Credit Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, at the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter thereafter, and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.081.08. Nothing in this Section 2.04 1.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No (a) Not later than 12:00 noon 1:00 P.M. (New York --------------------- time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no not later than 1:00 p.m. 2:00 P.M. (New York time) on the date specified pursuant to in Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no not later than 1:00 p.m. 12:00 Noon (New York time) on the date specified in Section 2.01(c1.01(d)), each Lender Bank with a Commitment of under the respective Class Tranche will make available its pro rata portion share (determined --- ---- in accordance with Section 2.07) 1.07), if any, of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will BTCo shall make available the full amount thereof)) in the manner provided below. All such amounts will shall be made available to the Administrative Agent in U.S. Dollars and in immediately available funds at the Payment Office, Office and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, promptly will make available to the Borrower by depositing to its account at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by in the Lenders; provided that, if, on the date type of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided abovefunds received. Unless the Administrative Agent shall have been notified by any Lender Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of any the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may (but shall not be obligated to)Agent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such LenderBank and the Administrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing Borrower, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also shall be entitled to recover on demand from such Lender Bank or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (ix) if recovered from paid by such LenderBank, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and or (iiy) if recovered from paid by the Borrower, the then applicable rate of interest applicable to the respective Borrowinginterest, as determined pursuant to calculated in accordance with Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder1.08.

Disbursement of Funds. No later than 12:00 noon 1:00 P.M. (New York time) on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 3:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York time) on the date specified in Section 2.01(c2.01(e)), each Lender with a Commitment of the respective Class Tranche will make available its pro rata portion (determined in accordance with Section 2.07) of each such Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent will, except in the case of Revolving Loans made pursuant to a Mandatory Borrowing, make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately within one Business Day thereafter pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate for the first three days and at the interest rate otherwise applicable to such Loans for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.

Disbursement of Funds. No later than 12:00 noon Noon (New York time) --------------------- on the date specified in each Notice of Borrowing (or (x) in the case of Swingline Loans, no later than 1:00 p.m. 3:00 P.M. (New York time) on the date specified pursuant to Section 2.03(b)(i1.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 1:00 p.m. P.M. (New York time) on the date specified in Section 2.01(c1.01(g)), each Lender with a Commitment of the respective Class Tranche will make available its pro rata portion (determined in accordance with Section 2.071.07) of each such --- ---- Borrowing requested to be made on such date (or in the case of Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts will be made available in Dollars and in immediately available funds at the Payment Office, and the Administrative Agent willand, except in the case of for Revolving Loans made pursuant to a Mandatory Borrowing, the Administrative Agent will make available to the Borrower at the Payment Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, Office the aggregate of the amounts so made available by the Lenders; provided that, if, on the date of a Borrowing of Revolving Loans (other than a Mandatory Borrowing), there are Unpaid Drawings or Swingline Loans then outstanding (or any accrued interest, fees or costs in respect of such Unpaid Drawings), then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such Unpaid Drawings with respect to Letters of Credit (and any accrued interest, fees or costs in respect of such Unpaid Drawings), second, to the payment in full of any Swingline Loans and third, to the Borrower as otherwise provided above. Unless the Administrative Agent shall have been notified by any Lender prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s 's portion of any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on written demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower in writing and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall be entitled to recover on demand from such Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, at the overnight Federal Funds Rate for the first three days and at the rate of interest rate otherwise applicable to such Loans the respective Borrowing for each day thereafter and (ii) if recovered from the Borrower, the rate of interest applicable to the respective Borrowing, as determined pursuant to Section 2.081.08. Nothing in this Section 2.04 1.04 shall be deemed to relieve any Lender from its obligation to make Loans hereunder or to prejudice any rights which the Borrower may have against any Lender as a result of any failure by such Lender to make Loans hereunder.