Common use of Funding of Borrowings Clause in Contracts

Funding of Borrowings. Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds (i) in the case of Loans denominated in Dollars by 12:00 noon2:00 p.m., New York City timetime (or 3:00 p.m., New York City time in the case of Base Rate Revolving Loans for which a Borrowing Request was provided on such date), to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood Lenders in an amount equal to such Lender’s Applicable Percentage or other percentage provided for herein and (ii) in the case of each Loan denominated in an Alternative Currency by the Applicable Time specified by the Administrative Agent for such currency; provided that Swingline Loans shall be made as provided in Section 2.052.04. The Administrative Agent will make such Revolving Loans available to the applicable Borrower by promptly crediting the amounts so received, in like funds, to (x) an account designated by the applicable Borrower (or by the Company on behalf of the applicable Borrower) in the applicable Borrowing Request, in the case of Loans denominated in Dollars and (y) an account of the applicable Borrower in the relevant jurisdiction and designated by the applicable Borrower (or by the Company on behalf of the applicable Borrower) in the applicable Borrowing Request, in the case of Loans denominated in an Alternative Currency; provided that ABR Base Rate Revolving Loans made to finance the reimbursement of an LC L/C Disbursement as provided in Section 2.06(e2.05(c) shall be remitted by the Administrative Agent to the relevant Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account of the Borrower maintained with the Administrative Agent in New York City and designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e. (b) shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender (and if such Lender fails to do so, then the Borrower severally agree Borrower) agrees 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such BorrowingABR Loans. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.SECTION 2.05

Funding of Borrowings. Each Subject to the fulfillment of all applicable conditions set forth herein, each Lender shall make the proceeds of its Pro Rata Share of each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share no later than 11:00 a.m. on the date specified in the Request for Borrowing as the borrowing date, in immediately available funds, and, upon fulfillment of such Borrowingall applicable conditions set forth herein, the Administrative Agent may assume that shall promptly deposit such Lender has made such share proceeds in immediately available funds in the account directed by the applicable Borrower not later than 1:00 p.m. on such the borrowing date in accordance with this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such eventor, if requested by the requesting Borrower in the Request for Borrowing, shall wire-transfer such funds as requested on or before such time. If a Lender has not in fact made fails to make its share Pro Rata Share of the applicable any requested Borrowing available to the Administrative AgentAgent on the applicable borrowing date, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith may recover the applicable amount on demand demand: (a) from such corresponding amount Lender, together with interest thereon, at the Federal Funds Rate for each day from and including the period commencing on the date such the amount is was made available to the applicable Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules and ending on interbank compensation (but excluding) the date the Administrative Agent recovers the amount from such Lender; or (iib) in if such Lender fails to pay its amount upon the case of Administrative Agent’s demand, then from the Borrowerrequesting Borrower by the Required Payment Time, together with interest at a rate per annum equal to the interest rate applicable to such Borrowing. If such Lender pays such amount to the requested Borrowing for the period commencing on the borrowing date and ending on (but excluding) the date the Administrative Agent, then Agent recovers the amount from such amount shall constitute such Lender’s Loan included in such BorrowingBorrower. Any payment by the a Borrower shall be without prejudice to any claim the such Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding of Borrowings. Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City timetime (, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City time, time to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood ; provided that (i) Swingline Loans shall be made as provided in Section 2.052.04 and (ii) Foreign Currency Loans shall be made as provided in Section 2.03(b). The In the case of all Loans other than Foreign Currency Loans, the Administrative Agent will make such Revolving Loans available to the Parent Borrower or the applicable Foreign Subsidiary Borrower, as the case may be, by promptly crediting the amounts so received, in like funds, to an account of the Parent Borrower or such Foreign Subsidiary Borrower, as the case may be, maintained with the Administrative Agent in New York City, and designated by the Parent Borrower or such Foreign Subsidiary Borrower, as the case may be, in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e2.05(e) shall be remitted by the Administrative Agent to the Issuing Bank. Unless In the Administrative case of Foreign Currency Loans, the Foreign Currency Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that will make such Lender will not make Loans available to the Administrative Parent Borrower or the applicable Foreign Subsidiary Borrower, as the case may be, by promptly crediting or disbursing the aggregate of the amounts received by the Foreign Currency Agent such Lender’s share of such Borrowing, from the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Section 2.07 and mayForeign Currency Lenders, in reliance upon like funds, to an account of the Parent Borrower or such assumptionForeign Subsidiary Borrower, make available to as the case may be, designated by the Parent Borrower a corresponding amount. In or such eventForeign Subsidiary Borrower, if a Lender has not as the case may be, in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative AgentRequest.

Funding of Borrowings. Each Subject to the fulfillment of all applicable conditions set forth herein, each Committed Lender shall make the proceeds of its Pro Rata Share (or each Revolving Loan Conduit Lender shall make the proceeds of its related Committed Lender’s Pro Rata Share) of each Borrowing available (i) at any time that there is more than one Lender Group, to be made the Administrative Agent by it hereunder no later than 12:00 p.m. on the proposed date thereof specified in the Request for Borrowing as the borrowing date, in immediately available funds, and the Administrative Agent shall deposit such proceeds in immediately available funds in the applicable Borrower’s account maintained with the Administrative Agent not later than 2:00 p.m. on the borrowing date or, if requested by the Borrowers in the Request for Borrowing, shall wire-transfer such funds as requested on or before such time, and (ii) at any time that there is one Lender Group, by wire transfer of such proceeds in immediately available funds by 12:00 noon, New York City time, to the applicable Borrower’s account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account designated by the Borrower specified in the applicable Request for Borrowing Request; provided that ABR Revolving Loans made to finance not later than 2:00 p.m. on the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bankborrowing date. Unless the Administrative Agent shall have received notice from If a Lender prior Group fails to the proposed date make its Lender Group Percentage of any requested Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowingon the applicable borrowing date pursuant to clause (i) above, then the Administrative Agent may assume that recover the applicable amount on demand: (a) from such Lender has made such share available on such date in accordance with this Section 2.07 and mayGroup’s Committed Lender, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, at the Federal Funds Rate for each day from and including the period commencing on the date such the amount is was made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined Borrowers by the Administrative Agent in accordance with banking industry rules and ending on interbank compensation (but excluding) the date the Administrative Agent recovers the amount from such Committed Lender; or (iib) in if such Committed Lender fails to pay its amount upon the case of Administrative Agent’s demand, then from the BorrowerBorrowers by the Required Payment Time, together with interest at a rate per annum equal to the interest rate applicable to such Borrowing. If such Lender pays such amount to the requested Borrowing for the period commencing on the borrowing date and ending on (but excluding) the date the Administrative Agent, then such Agent recovers the amount shall constitute such Lender’s Loan included in such Borrowing. Any payment by from the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative AgentBorrowers.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder shall, before 12:00 noon, Local Time, on the proposed date thereof Borrowing Date of any Borrowing, make available to the Applicable Agent by wire transfer of immediately available funds by 12:00 noon, New York City time, to the account of the Administrative Applicable Agent most recently designated by it for such purpose by notice to the Lenders, it being understood its Pro Rata Percentage of such Borrowing, if in US Dollars, or its Applicable Participation Percentage, if in an Alternative Currency, as requested by the Applicable Borrower in accordance with this Agreement; provided that Alternative Currency Loans shall be made as provided in Section 2.4 and Swingline Loans shall be made as provided in Section 2.052.6. The Administrative After the Applicable Agent’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article VIII, on such Borrowing Date the Applicable Agent will shall make such Revolving Loans Borrowing available to the Applicable Borrower by promptly crediting the amounts so received, in like funds, to an the account of the Applicable Borrower designated by the Applicable Borrower in the applicable Borrowing RequestRequest and reasonably acceptable to the Applicable Agent; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e2.7(d) shall be remitted by the Administrative Applicable Agent to the applicable Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior Any deposit to the proposed date of any Borrowing that Applicable Borrower’s designated account by the Applicable Agent pursuant to a request (whether written or oral) believed in good faith by such Lender will not make available Applicable Agent to be an authorized request by such Borrower for a Loan hereunder shall be deemed to be a Loan hereunder for all purposes with the Administrative Agent same effect as if such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not had in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative requested such Applicable 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative AgentLoan.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon10:00 a.m., New York City time, to the account Applicable Account of the Administrative Agent most most-recently designated by it for such purpose by notice to the Lenders (or such earlier time on the Effective Date as may be agreed among the relevant Lenders, it being understood Holdings, the Borrower and the Administrative Agent for the purpose of consummating the Transactions); provided that Swingline Loans shall be made as provided in Section 2.052.04. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting wiring the amounts so received, in like funds, to an account of the Borrower designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an a LC Disbursement as provided in Section 2.06(e2.05(e) shall be remitted by the Administrative Agent to the applicable Issuing Bank or, to the extent that Revolving Lenders have made payments pursuant to Section 2.05(e) to reimburse such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear; provided, further, that, for the avoidance of doubt, on and after the Amendment No. Unless the Administrative Agent 5 Effective Date, all Borrowings of Revolving Loans hereunder shall have received notice from a be made by each Revolving Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Section 2.07 such Revolving Lender’s Applicable Percentage of the Total Revolving Commitment, and may, Borrowings of Revolving Loans shall be allocated pro rata between the Class A Revolving Facility and the Class B Revolving Facility in reliance upon such assumption, make available proportion to the Borrower a corresponding amount. In respective Revolving Commitments under each such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative AgentRevolving Credit Facility.

Funding of Borrowings. Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof Disbursement Date by wire transfer of immediately available funds by 12:00 noon1:00 p.m., New York City time, to the account of held by the Administrative Agent for such purpose most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting on the same day the amounts so received, in like funds, to an the account number 00000000 that the Borrower maintains with Citibank, NA. NY (ABA No. 000000000 Ref: CEMEX) in New York City (the “Funding Account”) or any other account with such bank or any other financial institution designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement Notice of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing BankBorrowing. Unless the Administrative Agent shall have received notice from a Lender Lender, prior to the proposed date time of any Borrowing Borrowing, that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may may, but shall not be required to, assume that such Lender has made such share available on such date in accordance with this Section 2.07 2.01(c) and maymay in its sole discretion, but shall not be required to, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a If any Lender has either does not in fact made make its share of the applicable Borrowing available to the Administrative AgentAgent or delays in doing so past 4:00 p.m., New York City time, on the Disbursement Date (such Lender (until it makes such share available) hereinafter referred to as a “Defaulting Lender”), then the applicable Administrative Agent shall immediately notify the Borrower of such default. If the Administrative Agent has, in its sole discretion, made available to the Borrower an amount corresponding to such Defaulting Lender’s share of the Borrowing, then the Defaulting Lender and the Borrower jointly and severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon, for on each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.at:

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds (i) in the case of Loans denominated in Dollars to the applicable Borrower, by 12:00 noon, New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood (ii) in the case of each Loan denominated in Canadian Dollars, by 10:00 a.m., Local Time, in the city of the Administrative Agent’s Applicable Payment Office for Canadian Dollars and at such Applicable Payment Office for Canadian Dollars and (iii) in the case of each Loan denominated in a Foreign Currency (other than Canadian Dollars) or to a Foreign Subsidiary Borrower, by 12:00 noon, Local Time, in the city of the Administrative Agent’s Applicable Payment Office for such currency and Borrower and at such Applicable Payment Office for such currency and Borrower; provided that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the relevant Borrower by promptly crediting the amounts so received, in like funds, to (x) an account of the applicable Borrower maintained with the Administrative Agent in New York City or Chicago and designated by the applicable Borrower in the applicable Borrowing Request, in the case of Loans denominated in Dollars to the applicable Borrower and (y) an account of such Borrower in the relevant jurisdiction and designated by such Borrower in the applicable Borrowing Request, in the case of Loans denominated in a Foreign Currency or to a Foreign Subsidiary Borrower; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding of Borrowings. Each Lender shall make each Revolving the Loan to be made by it hereunder on the proposed date thereof hereof by wire transfer of immediately available funds by 12:00 noon, New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account of the Borrower maintained with the Administrative Agent in New York City and designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing BankBorrower. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Applicable Borrower to but excluding the date of payment to the Administrative Agent, at (ia) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (iib) in the case of the Borrower, the interest rate applicable to such BorrowingABR Loans. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder by 12:00 noon on the proposed Business Day prior to the date thereof of Borrowing as set out in the Borrowing Request delivered by the Borrower to the Administrative Agent pursuant to Section 2.3(a) by wire transfer of immediately available funds by 12:00 noon, New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood in order to ensure that Swingline Loans shall be made as provided in Section 2.05. The the Administrative Agent will is able to make (and the Administrative Agent shall make) such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance Request by 9:00 a.m. Toronto time on the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall Effective Date. The amounts so funded by the Lenders will be remitted held by the Administrative Agent and will be invested in a cash compensation account with the Administrative Agent, and all income earned on such investments (net of the costs incurred to arrange the collateral described in the next sentence) will be for the account of the Borrower. The Administrative Agent will ensure that the amounts so invested in a cash compensation account with the Administrative Agent will be collateralized by obligations issued by the United States of America, an agency thereof or a United States government sponsored corporation which, in each case, is fully insured or guaranteed as to the Issuing Bankpayment of principal and interest by the United States of America. Unless If the Loans have not been advanced by the Administrative Agent by 5:00 p.m. (Toronto time) on the Effective Date, the Administrative Agent shall have received notice from a return to each Lender prior to the proposed date of any Borrowing that amount so funded by such Lender will not make available to on the first Business Day following the Effective Date. The Borrower acknowledges that, if the Administrative Agent such Lender’s share of such Borrowing, returns to each Lender the Administrative Agent may assume that amount so funded by such Lender has made such share available on such date in accordance with this Section 2.07 and may2.4(a), in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree will be liable to pay interest on the amounts so funded by the Lenders to the Administrative Agent forthwith on demand (calculated by reference to the Type of Borrowing specified by the Borrower in its Borrowing Request plus the Applicable Margin applicable to such corresponding amount Type of Borrowing, together with interest thereon, for each day from any amounts payable pursuant to Section 2.14) up to and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by on which the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to returns such Borrowing. If such Lender pays such amount amounts to the Administrative Agent, then such amount shall constitute such Lender’s Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative AgentLenders.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City timeLocal Time (or, if later, two hours after the Borrowing Request has been delivered pursuant to Section 2.03) on the Business Day specified in the applicable Borrowing Request, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders; provided that each Lender with a Term A-1 Loan Commitment or Deferred Term A Loan Commitment shall, it being understood that Swingline prior to making any proceeds of its Term A-1 Loans shall be made or Deferred Term A Loans, as applicable, available to the Administrative Agent as provided in Section 2.05above, apply an amount of proceeds from the Term A-1 Loans or Deferred Term A Loans, as applicable, funded by such Lender that is equal to the principal amount, if any, of the “Term A Loans” of such Lender under the Original Credit Agreement immediately prior to the Restatement Effective Date (or, if less, the entire amount of the proceeds of such Lender’s Term A-1 Loans or Deferred Term A Loans, as applicable, to be funded on the Restatement Effective Date) to repay a like principal amount of such Lender’s Existing Loans on the Restatement Effective Date and shall only remit any positive excess proceeds from such Lender’s Term A-1 Loans or Deferred Term A Loans, as applicable to the Administrative Agent as provided above. The Administrative Agent will make such Revolving Loans available to the Borrower Borrowers by promptly crediting the amounts so received, in like funds, to an account of the Borrowers designated by the Borrower Company in the applicable Borrowing Request; provided provided, that (i) ABR Revolving Loans made to finance the reimbursement of an LC a L/C Disbursement and reimbursements as provided in Section 2.06(e2.05(e) shall be remitted by the Administrative Agent to the applicable Issuing Bank. Unless the Administrative Agent shall have Bank and (ii) any proceeds of Term A-1 Loans or Deferred Term A Loans received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case Restatement Effective Date shall be applied by the Administrative Agent to prepay the Existing Loans of the Borrower, Term A-1 Lenders and the interest rate applicable to such Borrowing. If such Lender pays such amount Deferred Term A Lenders that are not otherwise repaid pursuant to the Administrative Agent, then such amount shall constitute such Lender’s Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agentpreceding sentence.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, (or, in the case of ABR Revolving Loans in respect of which notice of such Borrowing shall have been received after 10:00 a.m., New York City Time, on the date of such requested Borrowing, 3:00 p.m.) New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the LendersLenders in an amount equal to such Lender’s Applicable Percentage. Except in respect of the provisions of this Agreement covering the reimbursement of Letters of Credit, it being understood that Swingline Loans shall be made as provided in Section 2.05. The the Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an the aforesaid account designated by of the Borrower in Administrative Agent on account of the applicable Borrowing RequestBorrower; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the applicable Issuing Bank. (b) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s share of such Borrowing, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective NYFRB Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such BorrowingABR Loans. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative AgentSECTION 2.08.

Funding of Borrowings. (a) Each Lender shall will make available each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of in immediately available funds by 12:00 noon, New York City time, 11:00 a.m. to the account of the Administrative Agent most recently designated by it for such purpose by notice to at the Lenders, it being understood Payment Office; provided that the Swingline Loans shall will be made as provided set forth in Section 2.052.4. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so receivedthat it receives, in like fundsfunds by the close of business on such proposed date, to an account maintained by the Borrower with the Administrative Agent or, at the Borrower’s option, by effecting a wire transfer of such amounts to an account designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing BankAgent. (b) Unless the Administrative Agent shall have received notice from a been notified by any Lender prior to 5:00 p.m. one (1) Business Day prior to the proposed date of any a Borrowing in which such Lender is to participate that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share amount available to the Administrative Agent on such date in accordance with this Section 2.07 date, and maythe Administrative Agent, in reliance upon on such assumption, may make available to the Borrower on such date a corresponding amount. In If such event, if a Lender has corresponding amount is not in fact made its share of the applicable Borrowing available to the Administrative Agent by such Lender on the date of such Borrowing, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender together with interest (x) at the Federal Funds Rate until the second Business Day after such demand and (y) at the Base Rate at all times thereafter. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, then the applicable Lender Administrative Agent shall promptly notify the Borrower, and the Borrower severally agree to shall immediately pay such corresponding amount to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, at the rate specified for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. If such Lender pays such amount to the Administrative Agent, then such amount shall constitute such Lender’s Loan included Nothing in such Borrowing. Any payment by the Borrower this subsection shall be without prejudice deemed to relieve any claim the Borrower may have against a Lender that shall have failed from its obligation to make such payment to the Administrative Agent.fund its Pro Rata Share of any

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood ; provided that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account of the Borrower maintained with the Administrative Agent in New York City or Chicago and designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such BorrowingABR Loans. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon10:00 a.m., New York City time, to the account Applicable Account of the Administrative Agent most most-recently designated by it for such purpose by notice to the Lenders (or such earlier time on the Effective Date as may be agreed among the relevant Lenders, it being understood Holdings, the Borrower and the Administrative Agent for the purpose of consummating the Transactions); provided that Swingline Loans shall be made as provided in Section 2.052.04. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting wiring the amounts so received, in like funds, to an account of the Borrower designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an a LC Disbursement as provided in Section 2.06(e2.05(e) shall be remitted by the Administrative Agent to the applicable Issuing Bank or, to the extent that Revolving Lenders have made payments pursuant to Section 2.05(e) to reimburse such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. (b) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon on such assumptionassumption and in its sole discretion, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree agrees to pay to the Administrative Agent forthwith on demand such corresponding an amount with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable equal to such Borrowing. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.share

Funding of Borrowings. Each (a) On the proposed date of each Borrowing, each Lender shall make each Revolving available its Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by or Loans, if any, (i) if such Loan is denominated in Dollars, not later than 12:00 noon, New York City Chicago time, in Federal or other funds immediately available to the Administrative Agent, in Chicago, Illinois, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood and (ii) if such Loan is denominated in an Agreed Currency other than Dollars, not later than 12:00 noon, Local Time, in the city of the Administrative Agent’s Eurocurrency Payment Office for such currency, in such funds as may then be customary for the settlement of international transactions in such currency in the city of and at the address of the Administrative Agent’s Eurocurrency Payment Office for such currency. Unless the Administrative Agent determines that Swingline Loans shall be made as provided any applicable condition specified in Section 2.05. The Article IV has not been satisfied, the Administrative Agent will make such Revolving Loans the funds so received from the Lenders available to the Borrower by promptly crediting the amounts so received, in like funds, Borrowers to an account of the Borrowers maintained with one of the Lenders and designated by the Borrower Borrowers in the applicable Borrowing Request or Competitive Bid Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the applicable Issuing Bank. Unless Notwithstanding the Administrative Agent shall have received notice from foregoing provisions of this Section 2.07, to the extent that a Loan made by a Lender prior matures on the same date of a Borrowing hereunder, such Lender shall apply the proceeds of the Loan it is then making to the proposed date repayment of any Borrowing that such Lender will not make available to principal of the Administrative Agent such Lender’s share maturing Loan. Further, notwithstanding the foregoing provisions of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Section 2.07 and may2.07, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. 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 Borrower Swingline Loans shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agentmade as provided in Section 2.05.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof solely by wire transfer of immediately available funds by 12:00 noon, New York City time (or, with respect to an ABR Loan for which the applicable Borrowing Request shall have been received on the proposed date of such requested Borrowing, 3:00 p.m., New York City time), to the account of the Administrative Agent most recently designated by it for such purpose by notice to the LendersLenders in an amount equal to such Lender’s Applicable Percentage. Except in respect of provisions of this Agreement covering the reimbursement of Letters of Credit, it being understood that Swingline Loans shall be made as provided in Section 2.05. The the Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account of the Borrower designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such BorrowingABR Loans. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding of Borrowings. Each No later than 1:00 p.m. (New York time) on the Business Day specified in each Borrowing Request, the Lender shall make each Revolving Loan available the Borrowing requested to be made by it hereunder on such date in the proposed date thereof by wire transfer of manner provided below. All such amounts shall be made available in Dollars and immediately available funds by 12:00 noon, New York City time, to at the account of Payment Office and the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans promptly shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting depositing to the Custodial Account the aggregate of the amounts so received, in like funds, to an account designated by the Borrower made available in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement type of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bankfunds received. Unless the Administrative Agent shall have received notice from a been notified by the Lender prior to the proposed date of any Borrowing that such the Lender will does not intend to make available to the Administrative Agent its portion of the Borrowing or Borrowings to be made on such Lender’s share of such Borrowingdate, the Administrative Agent may assume that such the Lender has made such share amount available to the Administrative Agent on such date in accordance with this Section 2.07 of Borrowing, and maythe Administrative 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. In If such event, if a Lender has corresponding amount is not in fact made its share of the applicable Borrowing available to the Administrative Agent, then Agent by the applicable Lender and the Administrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount from the Lender. If the Lender does not pay such corresponding amount forthwith upon the Administrative Agent's demand therefor, the Administrative Agent shall promptly notify the Borrower, and the Borrower severally agree to shall as soon as practicable pay such corresponding amount to the Administrative Agent. The Administrative Agent forthwith shall also be entitled to recover on demand from the Lender (or the Borrower, as the case may be, if the Lender fails to pay) interest on such corresponding amount with interest thereon, for in respect of each day from and including the date such corresponding amount is was made available by the Administrative Agent to the Borrower to but excluding the date of payment to such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (ix) in if paid by the case of such Lender, the greater of the overnight Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (iiy) in the case of if paid by the Borrower, the interest then applicable rate applicable to such Borrowingof interest, calculated in accordance with Section 3.4, for the respective Loans. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative AgentSection 3.2.

Funding of Borrowings. Each Lender shall will make available each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of in immediately available funds by 12:00 noon, New York City time, 11:00 a.m. to the account of the Administrative Agent most recently designated by it for such purpose by notice to at the Lenders, it being understood that Swingline Loans shall be made as provided in Section 2.05Payment Office. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so receivedthat it receives, in like fundsfunds by the close of business on such proposed date, to an account maintained by the Borrower with the Administrative Agent or at the Borrower's option, by effecting a wire transfer of such amounts to an account designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing BankAgent. Unless the Unlessthe Administrative Agent shall have received notice from a been notified by any Lender prior to 5 p.m. one Business Day prior to the proposed date of any a Borrowing in which such Lender is participating that such Lender will not make available to the Administrative Agent such Lender’s 's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share amount available to the Administrative Agent on such date in accordance with this Section 2.07 date, and maythe Administrative Agent, in reliance upon on such assumption, may make available to the Borrower on such date a corresponding amount. In If such event, if a Lender has corresponding amount is not in fact made its share of the applicable Borrowing available to the Administrative AgentAgent by such Lender on the date of such Borrowing, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand shall be entitled to recover such corresponding amount on demand from such Lender together with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate for up to two days and a thereafter at the rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to specified for such Borrowing. If such Lender pays does not pay such corresponding amount forthwith upon the Administrative Agent's demand therefor, the Administrative Agent shall promptly notify the Borrower, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent, then such amount shall constitute such Lender’s Loan included in Agent together with interest at the rate specified for such Borrowing. Any payment by the Borrower Nothing in this subsection shall be without deemed to relieve any Lender from its obligation to fund its Pro Rata Share of any Borrowing hereunder or to prejudice to any claim rights which the Borrower may have against any Lender as a result of any default by such Lender that hereunder. All Borrowings shall have failed be made by the Lenders on the basis of their respective Pro Rata Shares. No Lender shall be responsible for any default by any other Lender in its obligations hereunder, and each Lender shall be obligated to make such payment its Loans provided to be made by it hereunder, regardless of the Administrative Agentfailure of any other Lender to make its Loans hereunder.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City timeLocal Time (or, if later, two hours after the Borrowing Request has been delivered pursuant to Section 2.03) on the Business Day specified in the applicable Borrowing Request, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders; provided that each Lender with a Term A Loan Commitment shall, it being understood that Swingline prior to making any proceeds of its Term A Loans shall be made available to the Administrative Agent as provided in Section 2.05above, apply an amount of proceeds from the Term A Loans funded by such Lender that is equal to the principal amount, if any, of the “Term A Loans” of such Lender under the Original Credit Agreement immediately prior to the Restatement Effective Date (or, if less, the entire amount of the proceeds of such Lender’s Term A Loans to be funded on the Restatement Effective Date) to repay a like principal amount of such Lender’s “Term A Loans” that are Existing Loans on the Restatement Effective Date and shall only remit any positive excess proceeds from such Lender’s Term A Loans to the Administrative Agent as provided above. The Administrative Agent will make such Revolving Loans available to the Borrower Borrowers by promptly crediting the amounts so received, in like funds, to an account of the Borrowers designated by the Borrower Company in the applicable Borrowing Request; provided provided, that (i) ABR Revolving Loans made to finance the reimbursement of an LC a L/C Disbursement and reimbursements as provided in Section 2.06(e2.05(e) shall be remitted by the Administrative Agent to the applicable Issuing Bank. Unless the Administrative Agent shall have Bank and (ii) any proceeds of Term A Loans received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of Restatement Effective Date shall be applied by the Borrower, Administrative Agent to prepay the interest rate applicable to such Borrowing. If such Lender pays such amount “Term A Loans” that are Existing Loans that are not otherwise repaid pursuant to the Administrative Agent, then such amount shall constitute such Lender’s Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agentpreceding sentence.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will shall make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account of Borrower maintained with Administrative Agent in New York City and designated by the Borrower in the applicable Borrowing Request or Capitalized Interest Loan Request; provided that ABR Revolving Base Rate Syndicated Working Capital Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e2.4(e) shall be remitted by the Administrative Agent to the Issuing Bank. Unless ; provided, further, that Capitalized Interest Loans made to pay fronting fees in respect of Letters of Credit or any other amounts due and payable by Borrower to the Issuing Bank shall be remitted by Administrative Agent shall have received notice from a Lender prior to the proposed date Issuing Bank; provided, further, that Capitalized Interest Loans made to pay interest on Working Capital Loans, interest due on Term Loans, or participation fees due in respect of Letters of Credit shall be (i) disbursed on behalf of Borrower directly to Administrative Agent for the ratable account of the Lenders (other than QUALCOMM) entitled to receive such payment of interest or fees (net of any Borrowing amounts described in clause (ii) of this paragraph that are due and payable to QUALCOMM from such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date payment in accordance with this Section 2.07 the QUALCOMM Guaranty) and may(ii) withheld by (or, in reliance upon such assumption, make available to the Borrower a corresponding amount. In extent QUALCOMM is not the sole Capitalized Interest Lender, paid to) QUALCOMM, as the "Guarantor" under the QUALCOMM Guaranty, to the extent QUALCOMM, as the "Guarantor" under the QUALCOMM Guaranty, is entitled to receive from the proceeds of such event, if a Lender has not in fact made its share Capitalized Interest Loan payment of interest on Vendor Working Capital Loans or payment of the applicable Borrowing available to the Administrative Agent, then the applicable Lender Guaranty Fee as and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent when due in accordance with banking industry rules on interbank compensation or (ii) the QUALCOMM Guaranty; and provided, further, that the new Syndicated Loan to be funded by the Additional Lender in accordance with the case of the Borrower, the interest rate applicable to such Borrowing. If such Lender pays such amount proviso to the Administrative Agent, then such amount first sentence of Section 2.5(a) shall constitute such Lender’s Loan included be paid directly to the other Syndicated Lenders as contemplated in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agentsentence.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon2:00 p.m., New York City Boston, Massachusetts time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make each such Revolving Loans Loan available to the Borrower Borrowers by promptly crediting the amounts so received, in like funds, to an account of the Borrowers maintained with the Administrative Agent in Boston, Massachusetts and designated by the Borrower Company in the applicable Borrowing Request; provided that any ABR Revolving Loans made to finance the reimbursement of an LC L/C Disbursement as provided in Section 2.06(eReimbursement. If the Issuing Bank in respect of a Letter of Credit shall make any L/C Disbursement in respect of such Letter of Credit, the Borrowers shall reimburse such L/C Disbursement by paying to the Administrative Agent an amount equal to such L/C Disbursement (i) prior to the close of business, Boston, Massachusetts time, on the Business Day immediately following the day that such L/C Disbursement is made, if the Borrowers shall have received notice of such L/C Disbursement prior to 11:00 a.m., Boston, Massachusetts time, or (ii) if such notice has not been received by the Borrowers prior to 11:00 a.m., Boston, Massachusetts time, then prior to the close of business, Boston, Massachusetts time, on the second Business Day immediately following the day the Borrowers receive such notice; PROVIDED that, if such L/C Disbursement is not less than $1,000,000, the Borrowers may, subject to the conditions to borrowing set forth herein, request in accordance with Section Requests for Borrowings that such payment be financed with an ABR Borrowing in an equivalent amount and, to the extent so financed, the Borrowers' obligation to make such payment shall be discharged and replaced by the resulting ABR Loan. If the Borrowers fail to make such payment when due, subject to the obligations of Tranche A-1 Lenders with respect to the Excess Amount, the Administrative Agent shall notify each Tranche A Lender of the applicable L/C Disbursement, the payment then due from the Borrowers in respect thereof and such Tranche A Lender's Tranche A Applicable Percentage thereof. Promptly following receipt of such notice, each such Tranche A Lender shall pay to the Administrative Agent its Tranche A Applicable Percentage of the payment then due from the Borrowers, in the same manner as provided in Section Funding of Borrowings with respect to Loans made by such Tranche A Lender (and Section Funding of Borrowings shall apply, MUTATIS MUTANDIS, to the payment obligations of such Tranche A Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from such Tranche A Lenders. Promptly following receipt by the Administrative Agent of any payment from the Borrowers pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Tranche A Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Tranche A Lenders and the Issuing Bank as their interests may appear. Any payment made by a Tranche A Lender pursuant to this paragraph to reimburse the Issuing Bank for any L/C Disbursement (other than the funding of ABR Loans as contemplated above) shall not constitute a Loan and shall not relieve the Borrowers of their obligation to reimburse such L/C Disbursement. shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding of Borrowings. (a) Each Revolving Facility Lender shall make each Revolving Facility Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noonp.m., New York City timeLocal Time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood Agent’s Account; provided that Swingline Swing Line Revolving Facility Loans shall be made as provided in Section 2.052.04. The Administrative Agent will make such Revolving Facility Revolving Facility Loans available to the applicable Borrower by promptly crediting the amounts so received, in like funds, to an account designated by the of such Borrower as specified in the applicable Revolving Facility Borrowing Request; provided that ABR Revolving Loans Facility Borrowings and Swing Line Borrowings made to finance the reimbursement in respect of an LC Disbursement as provided in Section 2.06(e) Letters of Credit and Swing Line Revolving Facility Loans shall be remitted by the Administrative Agent to the Issuing Bankapplicable L/C Issuer or the Swing Line Revolving Facility Lender, as applicable. (b) Unless the Administrative Agent shall have received notice from a Revolving Facility Lender prior to the proposed date of any Borrowing that such Revolving Facility Lender will not make available to the Administrative Agent such Revolving Facility Lender’s share of such Borrowing, the Administrative Agent may assume that such Revolving Facility Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 2.06 and may, in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.a

Funding of Borrowings. (a) Each Lender shall will make available each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of in immediately available funds by 12:00 noon, New York City time, 2:00 p.m. to the account of the Administrative Agent most recently designated by it for such purpose by notice to at the LendersPayment Office; provided, it being understood that the Swingline Loans shall will be made as provided set forth in Section 2.052.4. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so receivedthat it receives, in like fundsfunds by the close of business on such proposed date, to an account maintained by the Borrower with the Administrative Agent or at the Borrower’s option, by effecting a wire transfer of such amounts to an account designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing BankAgent. (b) Unless the Administrative Agent shall have received notice from a been notified by any Lender prior to 1:00 p.m. on the proposed date of any a Borrowing in which such Lender is to participate that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s share of such Borrowing, the Administrative Agent may assume that such Lender Xxxxxx has made such share amount available to the Administrative Agent on such date in accordance with this Section 2.07 date, and maythe Administrative Agent, in reliance upon on such assumption, may make available to the Borrower on such date a corresponding amount. In If such event, if a Lender has corresponding amount is not in fact made its share of the applicable Borrowing available to the Administrative Agent by such Lender on the date of such Borrowing, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender together with interest at the Federal Funds Rate until the second Business Day after such demand and thereafter at the Base Rate. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, then the applicable Lender Administrative Agent shall promptly notify the Borrower, and the Borrower severally agree to shall immediately pay such corresponding amount to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, at the rate specified for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. If such Lender pays such amount to the Administrative Agent, then such amount shall constitute such Lender’s Loan included Nothing in such Borrowing. Any payment by the Borrower this subsection shall be without deemed to relieve any Lender from its obligation to fund its Pro Rata Share of any Borrowing hereunder or to prejudice to any claim rights which the Borrower may have against any Lender as a result of any default by such Lender that hereunder. (c) All Revolving Borrowings shall have failed be made by the Lenders on the basis of their respective Pro Rata Shares. No Lender shall be responsible for any default by any other Lender in its obligations hereunder, and each Lender shall be obligated to make such payment to the Administrative Agent.its Loans provided to

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon2:00 p.m., New York City Houston time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood ; provided that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account of the Borrower maintained with the Administrative Agent in Houston and designated by the Borrower in the applicable Borrowing Request; provided that ABR CBFR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bank. (b) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such BorrowingBorrowing (without any obligation to pay any break funding payment under Section 2.16 in connection with such payment). 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 If the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make pays such payment amount to the Administrative Agent., it shall not relieve the defaulting Lender of its legal responsibility for its default. Section 2.08

Funding of Borrowings. (a) Each Lender shall will make available each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of in immediately available funds by 12:00 noon, New York City time, 11:00 a.m. to the account of the Administrative Agent most recently designated by it for such purpose by notice to at the Lenders, it being understood Payment Office; provided that the Swingline Loans shall will be made as provided set forth in Section 2.052.4. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so receivedthat it receives, in like fundsfunds by the close of business on such proposed date, to an account maintained by the Borrower with the Administrative Agent or, at the Borrower’s option, by effecting a wire transfer of such amounts to an account designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing BankAgent. (b) Unless the Administrative Agent shall have received notice from a been notified by any Lender prior to 5:00 p.m. one (1) Business Day prior to the proposed date of any a Borrowing in which such Lender is to participate that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share amount available to the Administrative Agent on such date in accordance with this Section 2.07 date, and maythe Administrative Agent, in reliance upon on such assumption, may make available to the Borrower on such date a corresponding amount. In If such event, if a Lender has corresponding amount is not in fact made its share of the applicable Borrowing available to the Administrative Agent by such Lender on the date of such Borrowing, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender together with interest (x) at the Federal Funds Rate until the second Business Day after such demand and (y) at the Base Rate at all times thereafter. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, then the applicable Lender Administrative Agent shall promptly notify the Borrower, and the Borrower severally agree to shall immediately pay such corresponding amount to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, at the rate specified for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. If such Lender pays such amount to the Administrative Agent, then such amount shall constitute such Lender’s Loan included Nothing in such Borrowing. Any payment by the Borrower this subsection shall be without deemed to relieve any Lender from its obligation to fund its Pro Rata Share of any Borrowing hereunder or to prejudice to any claim rights which the Borrower may have against any Lender as a result of any default by such Lender that hereunder. (c) All Revolving Borrowings shall have failed be made by the Revolving Lenders on the basis of their respective Pro Rata Shares of the Revolving Commitments. No Lender shall be responsible for any default by any other Lender in its obligations hereunder, and each Lender shall be obligated to make such payment its Loans provided to be made by it hereunder, regardless of the Administrative Agentfailure of any other Lender to make its Loans hereunder. Section 2.7.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, (or, in the case of ABR Revolving Loans in respect of which notice of such Borrowing shall have been received after 10:00 a.m., New York City Time, on the date of such requested Borrowing, 3:00 p.m.) New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the LendersLenders in an amount equal to such Lender’s Applicable Percentage. Except in respect of the provisions of this Agreement covering the reimbursement of Letters of Credit, it being understood that Swingline Loans shall be made as provided in Section 2.05. The the Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, the aforesaid account of the Administrative Agent to an account designated by of the Borrower in the applicable Borrowing RequestBorrower; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bank. (b) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s share of such Borrowing, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective NYFRB Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such BorrowingABR Loans. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative AgentSECTION 2.08.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds in the applicable currency by (i) in the case of Revolving Loans, 12:00 noonp.m., New York City timeLocal Time (or, in the case of ABR Revolving Loans, such later time as shall be two hours after the delivery by or on behalf of the applicable Borrower of a Borrowing Request therefor in accordance with Section 2.03), and (ii) in the case of Delayed Draw Term Loans, 10:00 a.m., Local Time (or, in the case of ABR Delayed Draw Term Loans, such later time as shall be two hours after the delivery by the Company of a Borrowing Request therefor in accordance with Section 2.03), in each case, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood ; provided that Swingline Loans shall be made as provided in Section 2.052.21. The Administrative Agent will make such Revolving Loans available to the applicable Borrower by promptly crediting remitting the amounts so received, in like funds, to an the account designated by the Borrower in the 57 [[5866265v.11]] applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e2.20(f) shall be remitted by the Administrative Agent to the applicable Issuing BankBank specified in the applicable Borrowing Request. (b) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s share of such Borrowing, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon on such assumption, make available to the applicable Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the such Borrower severally agree agree, without duplication, 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 such Borrower 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, (A) if denominated in US Dollars, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation and (B) if denominated in an Alternative Currency, the greater of the applicable Alternative Currency Overnight Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, or (ii) in the case of the a payment to be made by such Borrower, (A) if denominated in US Dollars, the interest rate applicable to ABR Loans of the applicable Class and (B) if denominated in an Alternative Currency, the interest rate applicable to the subject Loan pursuant hereto. If such BorrowingBorrower 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 such Borrower the amount of such interest paid by such Borrower 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 such payment by the such Borrower shall be without prejudice to any claim the such Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent. SECTION 2.05.

Funding of Borrowings. (i) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account of the Borrower maintained with the Administrative Agent in New York City and designated by the Borrower in the applicable Borrowing Request or Competitive Bid Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e2.05(e) shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate borne by the applicable to such Borrowing. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds in the applicable currency by (i) in the case of Revolving Loans, 12:00 noonp.m., New York City timeLocal Time (or, in the case of ABR Revolving Loans, such later time as shall be two hours after the delivery by or on behalf of the applicable Borrower of a Borrowing Request therefor in accordance with Section 2.03), and (ii) in the case of Term Loans, 10:00 a.m., Local Time (or, in the case of ABR Term Loans, such later time as shall be two hours after the delivery by the Company of a Borrowing Request therefor in accordance with Section 2.03), in each case, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood ; provided that Swingline Loans shall be made as provided in Section 2.052.21. The Administrative Agent will make such Revolving Loans available to the applicable Borrower by promptly crediting remitting the amounts so received, in like funds, to an the account designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e2.20(f) shall be remitted by the Administrative Agent to the applicable Issuing BankBank specified in the applicable Borrowing Request. (b) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s share of such Borrowing, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon on such assumption, make available to the applicable Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the such Borrower severally agree agree, without duplication, 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 such Borrower 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, (A) if denominated in US Dollars, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation and (B) if denominated in an Alternative Currency, the greater of the applicable Alternative Currency Overnight Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, or (ii) in the case of the a payment to be made by such Borrower, (A) if denominated in US Dollars, the interest rate applicable to ABR Loans of the applicable Class and (B) if denominated in an Alternative Currency, the interest rate applicable to the subject Loan pursuant hereto. If such BorrowingBorrower 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 such Borrower the amount of such interest paid by such Borrower 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 such payment by the such Borrower shall be without prejudice to any claim the such Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.. [[3851767]]

Funding of Borrowings. (a) Each Lender shall will make available each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of in immediately available funds by 12:00 noon, New York City time, 11:00 a.m. to the account of the Administrative Agent most recently designated by it for such purpose by notice to at the Lenders, it being understood that Swingline Loans shall be made as provided in Section 2.05Payment Office. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so receivedthat it receives, in like fundsfunds by the close of business on such proposed date, to an account maintained by the Borrower with the Administrative Agent or, at the Borrower’s option, by effecting a wire transfer of such amounts to an account designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing BankAgent. (b) Unless the Administrative Agent shall have received notice from a been notified by any Lender prior to 5:00 p.m. one (1) Business Day prior to the proposed date of any a Borrowing in which such Lender is to participate that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share amount available to the Administrative Agent on such date in accordance with this Section 2.07 date, and maythe Administrative Agent, in reliance upon on such assumption, may make available to the Borrower on such date a corresponding amount. In If such event, if a Lender has corresponding amount is not in fact made its share of the applicable Borrowing available to the Administrative Agent by such Lender on the date of such Borrowing, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender together with interest (x) at the Federal Funds Rate until the second Business Day after such demand and (y) at the Base Rate at all times thereafter. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, then the applicable Lender Administrative Agent shall promptly notify the Borrower, and the Borrower severally agree to shall immediately pay such corresponding amount to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, at the rate specified for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. If such Lender pays such amount to the Administrative Agent, then such amount shall constitute such Lender’s Loan included Nothing in such Borrowing. Any payment by the Borrower this subsection shall be without deemed to relieve any Lender from its obligation to fund its Pro Rata DB1/ 110470318.9 59 Share of any Borrowing hereunder or to prejudice to any claim rights which the Borrower may have against any Lender as a result of any default by such Lender that hereunder. (c) All Revolving Borrowings shall have failed be made by the Lenders on the basis of their respective Pro Rata Shares. No Lender shall be responsible for any default by any other Lender in its obligations hereunder, and each Lender shall be obligated to make such payment its Loans provided to be made by it hereunder, regardless of the Administrative Agentfailure of any other Lender to make its Loans hereunder. Section 2.7.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it such Lender hereunder on the proposed date thereof solely by wire transfer of immediately available funds by 12:00 noon3:00 p.m1:00 p.m., New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood Lenders in an amount equal to such Lender’s Applicable Percentage; provided that Term Loans shall be made as provided in Sections 2.01(b) and 2.02(b) and Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts funds so received, in like funds, to an account designated by the Borrower received in the applicable Borrowing Requestaforesaid account of the Administrative Agent to the Funding Account(s); provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bank. (b) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s share of such Borrowing, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such BorrowingABR Revolving Loans. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative AgentSECTION 2.08.

Funding of Borrowings. Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof Disbursement Date by wire transfer of immediately available funds by 12:00 noon1:00 p.m., New York City time, to the account of held by the Administrative Agent for such purpose most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting on the same day the amounts so received, in like funds, to an account number 00000000 that the Borrower maintains with Citibank, NA. NY (ABA No. 000000000 Ref: CEMEX) in New York City or any other account with such bank or any other financial institution designated by the Borrower in the applicable Notice of Borrowing Request; provided that ABR Revolving Loans made to finance (the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bank“Funding Account”). Unless the Administrative Agent shall have received notice from a Lender Lender, prior to the proposed date time of any Borrowing Borrowing, that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may may, but shall not be required to, assume that such Lender has made such share available on such date in accordance with this Section 2.07 2.01(c) and maymay in its sole discretion, but shall not be required to, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a If any Lender has either does not in fact made make its share of the applicable Borrowing available to the Administrative AgentAgent or delays in doing so past 4:00 p.m., New York City time, on the Disbursement Date, and such default or delay continues unremedied for five Business Days following the Disbursement Date (such Lender hereinafter referred to as a “Defaulting Lender”), then the applicable Administrative Agent shall immediately notify the Borrower of such default. If the Administrative Agent has, in its sole discretion, made available to the Borrower an amount corresponding to such Defaulting Lender’s share of the Borrowing, then the Defaulting Lender and the Borrower jointly and severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon, for on each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.at:

Funding of Borrowings. Each (a) Except as otherwise agreed by the Lead Borrower and the Administrative Agent, each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City time, 1:00 p.m. to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans shall be made as provided Lenders in Section 2.05an amount equal to such Xxxxxx’s respective Applicable Percentage. The Administrative Agent will make such Revolving Loans available to the Lead Borrower by promptly crediting the amounts so received, in like funds, to an account designated the Funding Account or as otherwise directed by the Borrower in the applicable Borrowing RequestLead Borrower; provided that ABR Revolving Loans made to finance the reimbursement of an any LC Disbursement as provided in Section 2.06(e2.05(e) shall be remitted by the Administrative Agent to the applicable Issuing Bank. (b) Unless the Administrative Agent shall have has received notice from a any Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the Lead Borrower a corresponding amount. In such event, if a any Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Lead Borrower severally agree to pay to the Administrative Agent forthwith on demand (without duplication) such corresponding amount with interest thereon, for each day from and including the date such amount is made available to the Lead Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Overnight Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Lead Borrower, the interest rate applicable to Loans comprising such BorrowingBorrowing at such time. If such Lender pays such amount to the Administrative Agent, then such amount shall constitute such Lender’s Loan included in such BorrowingBorrowing and the Lead Borrower’s obligation to repay the Administrative Agent such corresponding amount pursuant to this Section 2.07(b) shall cease. Any payment by If the Lead Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make pays such payment amount to the Administrative Agent., the amount so paid shall constitute a repayment of such Borrowing by such amount. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment or to prejudice any rights which the Administrative Agent or the Lead Borrower or any other Loan Party may have against any Lender as a result of any default by such Lender hereunder. Section 2.08

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City time, to the account Applicable Account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account of the Borrower designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e2.05(f) shall be remitted by the Administrative Agent to the applicable Issuing Bank or, to the extent that Revolving Lenders have made payments pursuant to Section 2.05(f) to reimburse such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. (b) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon on such assumptionassumption and in its sole discretion, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree agrees to pay to the Administrative Agent forthwith an amount equal to such share on demand such corresponding amount with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. If such Lender pays does not pay such corresponding amount forthwith upon demand of the Administrative Agent therefor, the Administrative Agent shall promptly notify the Borrower, and the Borrower agrees to pay such corresponding amount to the Administrative Agent, then Agent forthwith on demand. The Administrative Agent shall also be entitled to recover from such amount shall constitute such Lender’s Loan included in such Borrowing. Any payment by Lender or the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make interest on such payment to the Administrative Agent.corresponding amount, for each day

Funding of Borrowings. Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon(x) in the case of Loans denominated in Dollars, 2:00 p.m., New York City timetime and (y) in the case of Loans denominated in Alternative Currencies, 12:00 noon, Local Time, in the city of the Administrative Agent’s applicable payment office for such Alternative Currency, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood Lenders in an amount equal to such Lender’s Loan to be made on such date; provided that Swingline Loans shall be made as provided in Section 2.052.04. The Except in respect of the provisions of this Agreement covering the reimbursement of Letters of Credit, the Administrative Agent will make such Revolving Loans available to the applicable Borrower by promptly crediting the amounts funds so received, received in like fundsthe aforesaid account of the Administrative Agent, to an account designated by the Borrower Agent in the applicable Borrowing Request (i) in the case of Loans denominated in Dollars, in New York City, (ii) in the case of Loans denominated in Euro or Sterling, in London, and (iii) in the case of Loans denominated in Canadian Dollars, in Toronto, Canada, and in each case designated by the Borrower Agent in the applicable Borrowing Request; , provided that ABR (x) Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e2.05(e) shall be remitted by the Administrative Agent to the applicable Issuing Bank or, to the extent that Applicable Participants have made payments pursuant to Section 2.05(e) to reimburse such Issuing Bank, then to such Applicable Participants and the applicable Issuing Bank as their interests may appear and (y) proceeds of Tranche A Term Loans made pursuant to the Tranche A Term Commitments shall be made available to the Parent Entity on the Closing Date. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the applicable Borrower 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 applicable Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, (x) if such Borrowing is denominated in Dollars, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation compensation, and (y) if such Borrowing is denominated in an Alternative Currency, the rate reasonably determined by the Administrative Agent to be the cost to it of funding such amount, or (ii) in the case of the BorrowerBorrowers, the interest rate applicable to (i) in the case of Loans denominated in Dollars, ABR Loans and (ii) in the case of Loans denominated in Alternative Currencies, such BorrowingLoan. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 11:00 a.m. (or, in the case of Base Rate Loans made pursuant to Section 2.03(b), 12:00 noon), New York City Denver, Colorado time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood Lenders in an amount equal to such Lender’s Applicable Percentage; provided that Term Loans shall be made as provided in Sections 2.01(b) and 2.02(b) and Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower Representative promptly by promptly crediting the amounts so received, in like funds, to an account designated by the Borrower in the applicable Borrowing RequestFunding Account(s); provided that ABR Base Rate Revolving Loans made to finance the reimbursement of (i) an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing BankBank and (ii) a Protective Advance shall be retained by the Administrative Agent. (b) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower Borrowers 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 applicable Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.65

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City timeLocal Time, to the account of the Administrative Applicable Agent most recently designated by it for such purpose by notice to the Lenders, it being understood ; provided that Swingline Loans shall be made as provided in Section 2.05. The Administrative Applicable Agent will make such Revolving Loans available to the applicable Borrower by promptly crediting the amounts so received, in like funds, to an account of the applicable Borrower that has been identified by the U.S. Borrower to the Applicable Agent (i) in such location determined by the Administrative Agent, in the case of Loans denominated in Dollars, or (ii) in London, in the case of Loans denominated in a Foreign Currency and designated by the applicable Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans and Swingline Dollar Loans made to finance the reimbursement of an a LC Disbursement and reimbursements as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the applicable Issuing Bank. (b) Unless the Administrative Applicable Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Applicable Agent such Lender’s share of such Borrowing, the Administrative Applicable Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Applicable Agent, then the applicable Lender and the applicable Borrower severally agree to pay to the Administrative Applicable Agent forthwith on demand (without duplication) such corresponding amount with interest thereon, for each day from and including the date such amount is made available to the applicable Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.-44-

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it such Lender hereunder on the proposed date thereof solely by wire transfer of immediately available funds by 12:00 noon1:00 p.m., New York City Chicago time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the LendersLenders in an amount equal to such Lender’s Applicable Percentage; provided that, it being understood that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower Representative by promptly crediting the amounts funds so received, in like funds, to an account designated by the Borrower received in the applicable Borrowing Requestaforesaid account of the Administrative Agent to the Funding Account; provided that ABR Revolving Loans made to finance the reimbursement of (i) an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing BankBank and (ii) a Protective Advance or an Overadvance shall be retained by the Administrative Agent. (b) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the relevant Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the such Borrower 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 such Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective NYFRB Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the such Borrower, the interest rate applicable to such BorrowingABR Loans. 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 , provided, that any interest received from a Borrower by the Borrower Administrative Agent during the period beginning when Administrative Agent funded the Borrowing until such Lender pays such amount shall be without prejudice to any claim solely for the Borrower may have against a Lender that shall have failed to make such payment to account of the Administrative Agent. SECTION 2.08.

Funding of Borrowings. Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof Disbursement Date by wire transfer of immediately available funds by 12:00 noon1:00 p.m., New York City time, to the account of held by the Administrative Agent for such purpose most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting on the same day the amounts so received, in like funds, to an the account designated by the Borrower in the applicable Notice of Borrowing Request; provided that ABR Revolving Loans made to finance (the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bank"Funding Account"). Unless the Administrative Agent shall have received notice from a Lender Lender, prior to the proposed date time of any Borrowing Borrowing, that such Lender will not make available to the Administrative Agent such Lender’s 's share of such Borrowing, the Administrative Agent may may, but shall not be required to, assume that such Lender has made such share available on such date in accordance with this Section 2.07 2.01(c) and maymay in its sole discretion, but shall not be required to, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a If any Lender has either does not in fact made make its share of the applicable Borrowing available to the Administrative AgentAgent or delays in doing so past 4:00 p.m., New York City time, on the Disbursement Date (such Lender (until it makes such share available) hereinafter referred to as a "Defaulting Lender"), then the applicable Administrative Agent shall immediately notify the Borrower of such default. If the Administrative Agent has, in its sole discretion, made available to the Borrower an amount corresponding to such Defaulting Lender's share of the Borrowing, then the Defaulting Lender and the Borrower jointly and severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon, for on each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.at:

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it such Lender hereunder on the proposed date thereof solely by wire transfer of immediately available funds by 12:00 noon2:00 p.m., New York City Chicago time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans shall be made as provided Lenders in Section 2.05an amount equal to such Lender’s Applicable Percentage. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts advancing funds so received, in like funds, to an account designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent received to the Issuing BankFunding Account. (b) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such BorrowingABR Loans. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative AgentSECTION 2.08.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof solely by wire transfer of immediately available funds by 12:00 noon, New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood ; provided that Swingline Loans shall be made as provided in Section 2.052.04. The Except in respect of the provisions of this Agreement covering the reimbursement of Letters of Credit, the Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account of the Borrower maintained with the Administrative Agent in New York City and designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e2.05(e) shall be remitted by the Administrative Agent to the relevant Issuing Bank. (b) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective NYFRB Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such BorrowingABR Loans. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.36

Funding of Borrowings. SECTION 2.06 Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by by(a) wire transfer of immediately available funds in dollars by 12:00 noon2:00 p.m., New York City time, to the account Applicable Account of the Administrative Agent most most-recently designated by it for such purpose by notice to the Lenders, it being understood ; provided that Swingline Loans shall be made as provided in Section 2.052.04. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account of the Borrower designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e2.05(f) shall be remitted by the Administrative Agent to the applicable Issuing Bank or, to the extent that Revolving Lenders have made payments pursuant to Section 2.05(f) to reimburse such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed proposed(b) date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s Xxxxxx's share of such Borrowing, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon on such assumptionassumption and in its sole discretion, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree Xxxxxx agrees to pay to the Administrative Agent forthwith an amount equal to such share on demand of the Administrative Agent. If such Lender does not pay such corresponding amount with forthwith upon demand of the Administrative Agent therefor, the Administrative Agent shall promptly notify the Borrower, and the Borrower agrees to pay such corresponding amount to the Administrative Agent forthwith on demand. The Administrative Agent shall also be entitled to recover from such Lender or the Borrower interest thereonon such corresponding amount, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation compensation, or (ii) in the case of the Borrower, the interest rate applicable to such BorrowingBorrowing in accordance with Section 2.13. If such Lender pays such amount to the Administrative Agent, then such amount shall constitute such Lender’s Loan included in such Borrowing. Any The obligations of the Lenders hereunder to make Term Loans and Revolving Loans, to fund(c) participations in Letters of Credit and Swingline Loans and to make payments pursuant to Section 9.03(d) are several and not joint. The failure of any Lender to make any Loan, to fund any such participation or to make any payment by the Borrower under Section 9.03(d) on any date required hereunder shall not relieve any other Lender of its corresponding obligation to do so on such date, and, other than as expressly provided herein with respect to a Defaulting Lender, no Lender shall be without prejudice responsible for the failure of any other Lender to any claim the Borrower may have against a Lender that shall have failed so make its Loan, to purchase its participation or to make such its payment to the Administrative Agentunder Section 9.03(d).

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account of the Borrower maintained with the Administrative Agent in New York City and designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e. (b) shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s 's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount amount, with interest thereon, thereon for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such BorrowingABR Loans. If such Lender pays such amount to the Administrative Agent, then such amount shall constitute such Lender’s 's Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding of Borrowings. Each Lender shall will make available each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of in immediately available funds by 12:00 noon, New York City time, 11:00 a.m. to the account of the Administrative Agent most recently designated by it for such purpose by notice to at the LendersPayment Office; provided, it being understood that the Swingline Loans shall will be made as provided set forth in Section 2.052.6. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so receivedthat it receives, in like fundsfunds by the close of business on such proposed date, to an account maintained by the Borrower with the Administrative Agent or at the Borrower’s option, by effecting a wire transfer of such amounts to an account designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing BankAgent. Unless the Administrative Agent shall have received notice from a been notified by any Lender prior to 5:00 p.m. one (1) Business Day prior to the proposed date of any a Borrowing in which such Lender is participating that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s share of such Borrowing, the Administrative Agent may assume that such Lender Xxxxxx has made such share amount available to the Administrative Agent on such date in accordance with this Section 2.07 date, and maythe Administrative Agent, in reliance upon on such assumption, may make available to the Borrower on such date a corresponding amount. In If such event, if a Lender has corresponding amount is not in fact made its share of the applicable Borrowing available to the Administrative Agent by such Lender on the date of such Borrowing, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender together with interest at the Federal Funds Rate for up to two (2) days and thereafter at the Base Rate. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, then the applicable Lender Administrative Agent shall promptly notify the Borrower, and the Borrower severally agree to shall immediately pay such corresponding amount to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, at the rate specified for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. If such Lender pays such amount to the Administrative Agent, then such amount shall constitute such Lender’s Loan included Nothing in such Borrowing. Any payment by the Borrower this Section 2.7(b) shall be without deemed to relieve any Lender from its obligation to fund its Pro Rata Share of any Borrowing hereunder or to prejudice to any claim rights which the Borrower may have against any Lender as a result of any default by such Lender that hereunder. All Borrowings shall have failed be made by the Lenders on the basis of their respective Pro Rata Shares. No Lender shall be responsible for any default by any other Lender in its obligations hereunder, and each Lender shall be obligated to make such payment its Loans provided to be made by it hereunder, regardless of the Administrative Agentfailure of any other Lender to make its Loans hereunder.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City timeLocal Time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood ; provided that Swingline Loans shall be made as provided in Section 2.052.04. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account of the Borrower and designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement denominated in dollars as provided in Section 2.06(e2.05(e) shall be remitted by the Administrative Agent to the applicable Issuing Bank or, to the extent that Revolving Lenders have made payments pursuant to Section 2.05(e) to reimburse such Issuing Bank, then to such Revolving Lenders and such Issuing Bank as their interests may appear. (b) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumptionassumption and in its sole discretion, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, (A) in the case of Loans denominated in dollars, the greater of the Federal Funds Effective NYFRB Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation and (B) in the case of Loans denominated in a Permitted Foreign Currency, the rate determined by the Administrative Agent to be the cost to it of funding such amount (which determination will be conclusive absent manifest error) or (ii) in the case of the Borrower, the interest rate applicable to (A) in the case of Loans denominated in dollars, ABR Loans of the applicable Class and (B) in the case of Loans denominated in a Permitted Foreign Currency, the interest rate applicable to the subject Loan pursuant to Section 2.13. If the Borrower and such BorrowingLender 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 such amount to the Administrative Agent, then such amount shall constitute such Lender’s Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative AgentSECTION 2.07.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon2:00 p.m., New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood ; provided that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will promptly make the proceeds of each such Revolving Loans Loan available to the Borrower by promptly crediting the amounts so received, relevant Borrowers in like funds, to an funds at the account of such Borrowers designated by the Administrative Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall a Protective Advance may be remitted retained by the Administrative Agent to the Issuing BankAgent. (b) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Section 2.07 2.07(a) and may, in reliance upon such assumption, make available to the Borrower Borrowers a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agentis a Defaulting Lender, then the applicable Lender and the Borrower Borrowers 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 Borrower Borrowers to but excluding the date of payment to the Administrative Agent, at (i) in the case of such any Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the BorrowerBorrowers, the interest rate applicable to such BorrowingABR Loans. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.SECTION 2.08

Funding of Borrowings. Each Lender shall will make available each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of in immediately available funds by 12:00 noon, New York City time, 1:00 p.m. to the account of the Administrative Agent most recently designated by it for such purpose by notice to at the LendersPayment Office; provided, it being understood that the Swingline Loans shall will be made as provided set forth in Section 2.05‎Section 2.4. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so receivedthat it receives, in like fundsfunds by the close of business on such proposed date, to an account maintained by the Borrower with the Administrative Agent or at the Borrower's option, by effecting a wire transfer of such amounts to an account designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent. All Borrowings shall be funded by the Lenders on the basis of their respective Pro Rata Shares. Each Lender shall be obligated to make its Loans provided to be made by it hereunder, then regardless of the applicable failure of any other Lender to make its Loans hereunder. No Lender shall be responsible for any default by any other Lender in its obligations hereunder; provided, that the failure of any Lender to fund the Term Loan in accordance with the terms and conditions hereof, shall not relieve SunTrust Bank of its obligations to fund the Borrower severally agree to pay to Term Loan in accordance with the Administrative Agent forthwith on demand terms and conditions of the Commitment Letter; provided, however, that no such corresponding amount with interest thereonfunding by SunTrust Bank of the Term Loan will constitute a waiver or release of any claim the Borrower, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) SunTrust Bank, in the case of such its capacity as a Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. If such any other 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 Borrower shall be without prejudice to any claim the Borrower may have against such Defaulting Lender, or cause such Defaulting Lender to be a Lender that shall have failed to make such payment to the Administrative AgentNon-Defaulting Lender.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon2:00 p.m., New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the LendersLenders in an amount equal to such Lender’s Applicable Percentage; provided that Term Loans shall be made as provided in Sections 2.01(b) and 2.01(c), it being understood as applicable; provided further that Swingline Loans shall be made as provided in Section 2.05. The Except in respect of the provisions of this Agreement covering the reimbursement of Letters of Credit, the Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an a general deposit account of the Borrower as designated by the Borrower in the applicable Borrowing RequestAccount Designation Letter; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the applicable Issuing Bank. (b) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date time of any Borrowing (or in the case of an ABR Borrowing, prior to 2:00 p.m., New York City time, on the date of such Borrowing) that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.34

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account of the Borrower maintained with the Administrative Agent in New York City and designated by the Borrower in the applicable Borrowing Request or Competitive Bid Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e. (b) shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s 's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such BorrowingABR Loans. If such Lender pays such amount to the Administrative Agent, then such amount shall constitute such Lender’s 's Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.2.6

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower Company by promptly crediting the amounts so receivedwire transfer of immediately available funds not later than 1:00 p.m., in like fundsNew York City time, to an the account of the Company designated by the Borrower it in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e. (b) shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing (or prior to 1:00 p.m., New York City time, on the date of such Borrowing in the case of ABR Borrowings) that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower Company a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower Company to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the BorrowerCompany, the interest rate applicable to such BorrowingABR Loans. 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 Borrowing and the Borrower Company’s obligations to repay the Administrative Agent in accordance with the previous sentence shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment cease to the Administrative Agentextent such Lender has paid such amounts. SECTION 2.20.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noonp.m., New York City Chicago time, to the account of the Administrative applicable Agent most recently designated by it for such purpose by notice to the Lendersapplicable Lenders in an amount equal to such Lender’s Applicable Percentage; provided that, it being understood that Swingline Loans shall be made as provided in Section 2.05. The Administrative applicable Agent or the Ex-Im Revolving Lender, as applicable, will make such Revolving Loans available to the applicable Borrower Representative by promptly crediting the amounts so received, in like funds, to an account designated by the Borrower in the applicable Borrowing RequestFunding Account(s); provided that ABR CBFR Revolving Loans, CP Revolving Loans and USBR Revolving Loans made to finance the reimbursement of (i) an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative applicable Agent or the Ex-Im Revolving Lender, as applicable, to the applicable Issuing BankBank and (ii) a Protective Advance or an Overadvance shall be retained by the applicable Agent. (b) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative applicable Agent such Lender’s share of such Borrowing, the Administrative Agent Agents may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative applicable Agent, then the applicable such Lender and the applicable Borrower severally agree to pay to the Administrative such 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.is

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon10:00 a.m., New York City time, to the account Applicable Account of the Administrative Agent most most-recently designated by it for such purpose by notice to the Lenders (or such earlier time on the Effective Date as may be agreed among the relevant Lenders, it being understood Holdings, the Borrower and the Administrative Agent for the purpose of consummating the Transactions); provided that Swingline Loans shall be made as provided in Section 2.052.04. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting wiring the amounts so received, in like funds, to an account of the Borrower designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an a LC Disbursement as provided in Section 2.06(e2.05(e) shall be remitted by the Administrative Agent to the applicable Issuing Bank or, to the extent that Revolving Lenders have made payments pursuant to Section 2.05(e) to reimburse such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear; provided, further, that, for the avoidance of doubt, on and after the Amendment No. 5 Effective Date, all Borrowings of Revolving Loans hereunder shall be made by each Revolving Lender in accordance with such Revolving Lender’s Applicable Percentage of the Total Revolving Commitment, and Borrowings of Revolving Loans shall be allocated pro rata between the Class A Revolving Facility and the Class B Revolving Facility in proportion to the respective Revolving Commitments under each such Revolving Credit Facility. (b) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s share of such Borrowing, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon on such assumptionassumption and in its sole discretion, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.the

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 11:00 a.m. (or, in the case of Base Rate Loans made pursuant to Section 2.03(bc), 12:00 noon), New York City Denver, Colorado time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the LendersLenders in an amount equal to such Lender’s Applicable Percentage; provided that the Term Loans shall be made as provided in Sections 2.01(b) and (c) and 2.02(b), it being understood that and Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower Representative promptly by promptly crediting the amounts so received, in like funds, to an account designated by the Borrower in the applicable Borrowing RequestFunding Account(s); provided that ABR Base Rate Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bank. (b) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s share of such Borrowing, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower Borrowers 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 applicable Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate reasonably determined by the Administrative Agent in accordance with banking industry rules on interbank compensation compensation, or (ii) in the case of the BorrowerBorrowers, the interest rate applicable to such BorrowingBase Rate Loans. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.SECTION 2.08

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds in the currency in which the applicable Loan was denominated, (i) in the case of Loans denominated in U.S. Dollars to the Company, by 12:00 noon2:00 p.m., New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the LendersLenders and (ii) in the case of each Loan denominated in an Alternative Currency or to a Foreign Subsidiary Borrower, it being understood by 2:00 p.m., Local Time, in the city of the Administrative Agent’s Applicable Payment Office for such currency and Borrower and at such Applicable Payment Office for such currency and Borrower; provided that Swingline Loans shall be made as provided in Section 2.052.19 hereof. The Administrative Agent will make such Revolving Loans available to the relevant Borrower by promptly crediting wiring the amounts amount so received, in like funds, to the Controlled Disbursement Account, in the case of Loans denominated in U.S. Dollars to the Company or in the case of Canadian Loans to a Canadian Borrower, and JPMEL will make such Loans available to any Foreign Subsidiary Borrower (other than Canadian Loans to a Canadian Borrower) by promptly wiring the amount so received, in like funds to an account of such Foreign Subsidiary Borrower in the relevant jurisdiction and designated by such Foreign Subsidiary Borrower, in the case of Loans denominated in an Alternative Currency to a Foreign Subsidiary Borrower, or any other account of the applicable Borrower maintained with (x) the Administrative Agent in New York City or JPMEL in London or (y) any other Lender reasonably acceptable to the Administrative Agent and designated by the Borrower Company either one Business Day prior to the Effective Date or in the applicable Borrowing Request; provided that ABR Revolving Base Rate Loans made to finance the reimbursement of an LC Disbursement Disbursements as provided in Section 2.06(e2.04(e) hereof shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof Effective Date by wire transfer of immediately available funds by 12:00 noon, New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans shall be made as provided Lenders in Section 2.05an amount equal to such Lender’s Commitment. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account of the Borrower designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing Effective Date that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such BorrowingABR Loans. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative AgentSECTION 2.08.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon10:00 a.m., New York City time, to the account Applicable Account of the Administrative Agent most most-recently designated by it for such purpose by notice to the Lenders (or such earlier time on the Effective Date as may be agreed among the relevant Lenders, it being understood Holdings, the Borrower and the Administrative Agent for the purpose of consummating the Transactions); provided that Swingline Loans shall be made as provided in Section 2.052.04. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting wiring the amounts so received, in like funds, to an account of the Borrower designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an a LC Disbursement as provided in Section 2.06(e2.05(e) shall be remitted by the Administrative Agent to the applicable Issuing Bank or, to the extent that Revolving Lenders have made payments pursuant to Section 2.05(e) to reimburse such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear; provided, further, that, for the avoidance of doubt, on and after the Amendment No. 5 Effective Date, all Borrowings of Revolving Loans hereunder shall be made by each Revolving Lender in accordance with such Revolving Lender’s Applicable Percentage of the Total Revolving Commitment, and Borrowings of Revolving Loans shall be allocated pro rata between the Class A Revolving Facility and the Class B Revolving Facility in proportion to the respective Revolving Commitments under each such Revolving Credit Facility. (b) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon on such assumptionassumption and in its sole discretion, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree agrees to pay to the Administrative Agent forthwith an amount equal to such share on demand such corresponding amount with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. If such Lender pays does not pay such corresponding amount forthwith upon demand of the Administrative Agent therefor, the Administrative Agent shall promptly notify the Borrower, and the Borrower agrees to pay such corresponding amount to the Administrative Agent, then such amount shall constitute such Lender’s Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.99 US-DOCS\115047431.4127573765.6

Funding of Borrowings. Each (a) No later than 10:00 a.m. (Los Angeles time) on the Business Day specified in each Borrowing Request (or (x) in the case of Swingline Loans, no later than the close of business on the date specified pursuant to Section 3.1.1(b) or (y) in the case of Mandatory Borrowings, not later than 9:00 a.m. (Los Angeles time) on the date specified in Section 3.1.1(c)), each Lender shall make available its pro rata share (based on such Lender's Revolving Percentage) of each Revolving Loan Borrowing requested to be made by it hereunder on such date (or, in the proposed date thereof by wire transfer case of Swingline Loans, the Swingline Lender shall make available the full amount thereof) in the manner provided below. All such amounts shall be made available in Dollars and immediately available funds by 12:00 noon, New York City time, to at the account of Payment Office and the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans promptly shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting depositing to the Custodial Account the aggregate of the amounts so received, in like funds, to an account designated by the Borrower made available in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement type of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bankfunds received. Unless the Administrative Agent shall have received notice from a been notified by any Lender prior to the proposed date of any Borrowing that such Lender will does not intend to make available to the Administrative Agent its portion of the Borrowing or Borrowings to be made on such Lender’s share of such Borrowingdate, the Administrative Agent may assume that such Lender has made such share amount available to the Administrative Agent on such date in accordance with this Section 2.07 of Borrowing, and maythe Administrative 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. In If such event, if a Lender has corresponding amount is not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Agent by such Lender and the Administrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount from such Lender (or if such Lender is a Designated CP Conduit, from its Designated CP Conduit Commitment 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, and the Borrower severally agree to shall as soon as practicable pay such corresponding amount to the Administrative Agent. The Administrative Agent forthwith shall also be entitled to recover on demand from such Lender (or the Borrower, as the case may be, if such Lender fails to pay) interest on such corresponding amount with interest thereon, for in respect of each day from and including the date such corresponding amount is was made available by the Administrative Agent to the Borrower to but excluding the date of payment to such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (ix) in the case of if paid by such Lender, the greater of the overnight Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (iiy) in the case of if paid by the Borrower, the interest then applicable rate applicable to such Borrowing. If such Lender pays such amount to of interest, calculated in accordance with Section 3.4, for the Administrative Agent, then such amount shall constitute such Lender’s Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agentrespective Loans.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City timeLocal Time, to the account of 29 the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Term Facility Borrower by promptly crediting the amounts so received, in like funds, to an account designated by of the Term Facility Borrower maintained with the Administrative Agent in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted such location determined by the Administrative Agent to the Issuing BankAgent. (b) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the Term Facility Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Term Facility Borrower severally agree to pay to the Administrative Agent forthwith on demand (without duplication) such corresponding amount with interest thereon, for each day from and including the date such amount is made available to the Term Facility Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective NYFRB Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation compensation, or (ii) in the case of the Term Facility Borrower, the interest rate applicable to ABR Loans, or in the case of each of clauses (i) and (ii) with respect to Borrowings denominated in a Foreign Currency, a rate determined in a customary manner in good faith by the Administrative Agent representing the cost to the Administrative Agent of funding such Borrowing. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.SECTION 2.05

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds in the applicable currency by 12:00 noon, New York City timeLocal Time, to the account of the Administrative Applicable Agent most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans shall be made as provided in Section 2.05. The Administrative Applicable Agent will make such Revolving Loans available to the applicable Borrower by promptly crediting the amounts so received, in like funds, to an account of such Borrower maintained with the Applicable Agent and designated by the such Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the applicable Issuing BankBank specified in the applicable Borrowing Request. (b) Unless the Administrative Applicable Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Applicable Agent such Lender’s share of such Borrowing, the Administrative Applicable Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon on such assumption, make available to the applicable Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Applicable Agent, then the applicable Lender and the applicable Borrower severally agree to pay to the Administrative Applicable 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 such Borrower to but excluding the date of payment to the Administrative Applicable Agent, at (i) in the case of such Lender, (A) if denominated in US Dollars, the greater of the Federal Funds Effective New York Fed Bank Rate and a rate determined by the Administrative Applicable Agent in accordance with banking industry rules on interbank compensation and (B) if denominated in an Alternative Currencyany currency other than US Dollars, a rate determined by the Applicable Agent in accordance with banking industry rules on interbank compensation, or (ii) in the case of the such Borrower, (A) if denominated in US Dollars, the interest rate applicable to such BorrowingABR Loans and (B) if denominated in an Alternative Currencyany currency other than US Dollars, the interest rate applicable to the subject Loan. If such Lender pays such amount to the Administrative Applicable Agent, then such amount shall constitute such Lender’s Loan included in such Borrowing. If such Borrower and such Lender shall pay such interest to the Applicable Agent for the same or an overlapping period, the Applicable Agent shall promptly remit to such Borrower the amount of such interest paid by such Borrower for such period. Any such payment by the any Borrower shall be without prejudice to any claim the such Borrower may have against a Lender that shall have failed to make such payment to the Administrative Applicable Agent.. 56

Funding of Borrowings. Each Lender shall will make available each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of in immediately available funds by 12:00 noon, New York City time, 11:00 a.m. to the account of the Administrative Agent most recently designated by it for such purpose by notice to at the LendersPayment Office; provided, it being understood that the Swingline Loans shall will be made as provided set forth in Section 2.052.5. The Administrative Agent will make such Revolving Loans available to the Borrower or the Co-Borrower, as the case may be, by promptly crediting the amounts so receivedthat it receives, in like fundsfunds by the close of business on such proposed date, to an account maintained by the Borrower or the Co-Borrower, as the case may be, with the Administrative Agent or at the Borrower’s option, by effecting a wire transfer of such amounts to an account designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing BankAgent. Unless the Administrative Agent shall have received notice from a been notified by any Lender prior to 5 p.m. one (1) Business Day prior to the proposed date of any a Borrowing in which such Lender is participating that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share amount available to the Administrative Agent on such date in accordance with this Section 2.07 date, and maythe Administrative Agent, in reliance upon on such assumption, may make available to the Borrower or the Co-Borrower, as the case may be, on such date a corresponding amount. In If such event, if a Lender has corresponding amount is not in fact made its share of the applicable Borrowing available to the Administrative AgentAgent by such Lender on the date of such Borrowing, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand shall be entitled to recover such corresponding amount on demand from such Lender together with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate for up to two (2) days and a thereafter at the rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to specified for such Borrowing. If such Lender pays does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent, then such amount shall constitute such Lender’s Loan included in Agent together with interest at the rate specified for such Borrowing. Any payment by the Borrower Nothing in this subsection shall be without deemed to relieve any Lender from its obligation to fund its Pro Rata Share of any Borrowing hereunder or to prejudice to any claim rights which the Borrower may have against any Lender as a result of any default by such Lender that hereunder. All Revolving Borrowings shall have failed be made by the Lenders on the basis of their respective Pro Rata Shares. No Lender shall be responsible for any default by any other Lender in its obligations hereunder, and each Lender shall be obligated to make such payment its Loans provided to be made by it hereunder, regardless of the Administrative Agentfailure of any other Lender to make its Loans hereunder.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City Toronto time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account of the Borrower and designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving . Prior to a CIBC ABL Reorganization Date, the Borrower shall satisfy Reimbursement Obligations promptly as they arise by way of a request for a Loan and all Loans made hereunder to finance the reimbursement satisfy Reimbursement Obligations: (i) in respect of an LC Disbursement as provided in Section 2.06(e) any Letter of Credit Guarantee shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date Bank in accordance with this Section 2.07 such Letter of Credit Guarantee (unless the Issuing Bank has already been fully reimbursed directly by the Borrower in respect of drawings under the Letter of Credit which is the subject of such Letter of Credit Guarantee), and may, (ii) in reliance upon such assumption, make available respect of any F/X Guarantee shall be remitted by the Agent to the F/X Bank in accordance with such F/X Guarantee (unless the F/X Bank has already been fully reimbursed directly by the Borrower a corresponding amount. In in respect of all such event, if a Lender has not losses in fact made its share respect of the applicable Borrowing available to F/X Contract which is the Administrative Agentsubject of such F/X Guarantee). After a CIBC ABL Reorganization Date, then the applicable Lender and the Borrower severally agree shall satisfy Reimbursement Obligations promptly as they arise by way of a request for a Loan and all Loans made hereunder 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 Borrower to but excluding the date of payment to the Administrative Agent, at satisfy Reimbursement Obligations: (i) in the case respect of such Lender, the greater any Letter of the Federal Funds Effective Rate and a rate determined Credit shall be remitted by the Administrative Agent to the Issuing Bank in accordance with banking industry rules on interbank compensation or such Letter of Credit (unless the Issuing Bank has already been fully reimbursed directly by the Borrower in respect of drawings under the Letter of Credit), and (ii) in respect of any F/X Contract shall be remitted by the case of the Borrower, the interest rate applicable to such Borrowing. If such Lender pays such amount Agent to the Administrative Agent, then F/X Bank in accordance with such amount shall constitute such Lender’s Loan included in such Borrowing. Any payment F/X Contract (unless the F/X Bank has already been fully reimbursed directly by the Borrower shall be without prejudice to any claim in respect of all such losses in respect of the Borrower may have against a Lender that shall have failed to make such payment to the Administrative AgentF/X Contract).

Funding of Borrowings. (a) Each Revolving Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds (i) in the case of Revolving Loans denominated in Dollars to the Company, by 12:00 noon, New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the LendersRevolving Lenders and (ii) in the case of each Revolving Loan denominated in a Foreign Currency or to an Additional Borrower that is a Non-U.S. Subsidiary, it being understood by 12:00 noon, Local Time, in the city of the Administrative Agent’s Eurocurrency Payment Office for such currency and Revolving Borrower and at such Eurocurrency Payment Office for such currency and Revolving Borrower; provided that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the relevant Revolving Borrower by promptly crediting (if to an account maintained with the Administrative Agent) or making available by wire transfer the amounts so received, in like funds, to (x) an account of the Company designated by the Company in the applicable Borrowing Request, in the case of Loans denominated in Dollars to the Company and (y) an account of such Revolving Borrower in the relevant jurisdiction and designated by such Revolving Borrower in the applicable Borrowing Request, in the case of Loans denominated in a Foreign Currency or to an Additional Borrower that is a Non-U.S. Subsidiary; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the relevant Issuing Bank. Unless On the Administrative Agent Restatement Effective Date, all Existing Revolving Loans shall have received notice from a Lender be deemed repaid by the applicable Revolving Borrower and such portion thereof that were ABR Loans shall be reborrowed as ABR Loans by the applicable Revolving Borrower and such portion thereof that were Eurocurrency Loans shall be reborrowed by the applicable Revolving Borrower as Eurocurrency Loans (it being understood that for each tranche of Existing Revolving Loans that were Eurocurrency Loans, the initial Interest Period for such tranche shall be the Interest Period applicable to such tranche immediately prior to the proposed date of Restatement Effective Date) and any Borrowing Revolving Lenders that such Lender will are not make available Existing Revolving Lenders shall advance funds to the Administrative Agent no later than 12:00 Noon, New York City time on the Restatement Effective Date as shall be required to repay the Revolving Loans of the Existing Revolving Lenders such that each Revolving Lender’s share of such Borrowing, outstanding Revolving Borrowings on the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Section 2.07 and may, in reliance upon such assumption, make available Restatement Effective Date is equal to its Applicable Revolving Percentage (after giving effect to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available Restatement Effective Date); provided that no break funding payments pursuant to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. 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 Borrower Section 2.16 shall be without prejudice required to any claim the Borrower may have against a Lender that shall have failed be paid to make Lenders in connection with such payment to the Administrative Agentdeemed repayments.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it such Lender hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon3:00 p.m., New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans shall be made as provided Lenders in Section 2.05an amount equal to such Lender’s Applicable Percentage. The Administrative Agent will make such Revolving Loans available to the applicable Borrower by promptly crediting the amounts so received, in like funds, to an account designated by the Borrower in the applicable Borrowing RequestFunding Account; provided that ABR Revolving Loans made to finance the reimbursement of (i) an LC Disbursement as provided in Section 2.06(e2.06(d) shall be remitted by the Administrative Agent to the applicable Issuing BankBank and (ii) a Protective Advance shall be retained by the Administrative Agent. (b) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower applicable Borrowers 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 applicable Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate reasonably determined by the Administrative Agent in accordance with banking industry rules on interbank compensation to be the cost to it of funding such amount or (ii) in the case of the BorrowerBorrowers, the interest rate applicable to ABR Loans. If such BorrowingLender does not pay such amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent may make a demand therefor upon the applicable Borrower, and the applicable Borrower shall pay such interest at the interest rate applicable to ABR Loans. 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 applicable Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.shall

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders. . Except in respect of the provisions of this Agreement covering the reimbursement of Letters of Credit, it being understood that Swingline Loans shall be made as provided in Section 2.05. The the Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account of the Borrower maintained with the Administrative Agent and designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement a Reimbursement Obligation as provided in Section 2.06(e2.19(c) shall be remitted by the Administrative Agent to the Issuing Bank. (b) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such BorrowingABR Loans. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative AgentSECTION 2.05.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood ; provided that Swingline Loans shall be made as provided in Section 2.052.10. The Subject to Section 5.2, the Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting or otherwise transferring the amounts so received, in like funds, to an account of the Borrower maintained with the Administrative Agent and designated by the Borrower in the applicable Borrowing Request; , provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e2.9(e) shall be remitted by the Administrative Agent to the applicable Issuing Bank. Unless the Administrative Agent shall have received notice from It is understood that each Lender with a Lender B Initial Term Loan Commitment that also has outstanding prior to the proposed date of any Borrowing that Closing Date B Term Loans (as defined in the Existing Credit Agreement) under the Existing Credit Agreement may satisfy its obligation to fund B Initial Term Loans pursuant to this Section 2.4 by executing a Lender Authorization in which such Lender will not make available agrees to terminate the Loan Parties’ (as defined in the Existing Credit Agreement) obligations with respect to such B Term Loans (as defined in the Existing Credit Agreement) (other than obligations which, pursuant to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share terms of the applicable Borrowing available Existing Credit Agreement, expressly survive the repayment thereof). No Lender shall be relieved of an obligation to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater fund B Delayed Draw Term Loans as a result of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agentpreceding sentence.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds in Dollars or the applicable Alternative Currency by 12:00 noon2:00 p.m., New York City timetime in the case of Loans denominated in Dollars or Canadian Dollars, or 10:00 a.m., New York City time in the case of any Borrowing denominated in any Alternative Currency (other than Canadian Dollars) to the account Applicable Account of the Administrative Agent most most-recently designated by it for such purpose by notice to the Lenders, it being understood ; provided that Swingline Loans shall be made as provided in pursuant to Section 2.052.23. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account of the Borrower designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e. (b) shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date (and, with respect to any ABR Loan, time) of any Borrowing that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s share of such Borrowing, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon on such assumptionassumption and in its sole discretion, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree Xxxxxx agrees to pay to the Administrative Agent forthwith an amount equal to such share on demand of the Administrative Agent. If such Lender does not pay such corresponding amount with forthwith upon demand of the Administrative Agent therefor, the Administrative Agent shall promptly notify the Borrower, and the Borrower agrees to pay such corresponding amount to the Administrative Agent forthwith on demand. The Administrative Agent shall also be entitled to recover from such Lender or the Borrower interest thereonon such corresponding amount, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Overnight Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation compensation, the rate reasonably determined by the Administrative Agent to be its cost of funding such amount, or (ii) in the case of the Borrower, the interest rate applicable to such BorrowingBorrowing in accordance with Section 2.11. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.shall

Funding of Borrowings. Each Lender shall will make available each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of in immediately available funds by 12:00 noon, New York City time, 11:00 a.m. to the account of the Administrative Agent most recently designated by it for such purpose by notice to at the Lenders, it being understood Payment Office; provided that the Swingline Loans shall will be made as provided set forth in Section 2.052.4 and Agent Advances will be made as set forth in Section 2.6. The Administrative Agent will make such Revolving Loans available to the Borrower Borrowers by promptly crediting the amounts so receivedthat it receives, in like fundsfunds by the close of business on such proposed date, to an account designated the Master Funding Account or the Controlled Disbursement Account or in accordance with such other written instructions which may be provided by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made Agent to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent from time to time and which are acceptable to the Issuing BankAdministrative Agent. Unless the Administrative Agent shall have received notice from a been notified by any Lender prior to before 5:00 p.m. one Business Day before the proposed date of any a Borrowing in which such Lender is to participate that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share amount available to the Administrative Agent on such date in accordance with this Section 2.07 date, and maythe Administrative Agent, in reliance upon on such assumption, may make available to the Borrower Borrowers on such date a corresponding amount. In If such event, if a Lender has corresponding amount is not in fact made its share of the applicable Borrowing available to the Administrative Agent by such Lender on the date of such Borrowing, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender together with interest (x) at the Federal Funds Rate until the second Business Day after such demand and (y) at the Applicable Rate at all times thereafter. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, then the applicable Lender Administrative Agent shall promptly notify the Borrowers, and the Borrower severally agree to Borrowers shall immediately pay such corresponding amount to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, at the rate specified for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. If such Lender pays such amount to the Administrative Agent, then such amount shall constitute such Lender’s Loan included Nothing in such Borrowing. Any payment by the Borrower this subsection shall be without deemed to relieve any Lender from its obligation to fund its Pro Rata Share of any Borrowing hereunder or to prejudice to any claim the rights which any Borrower may have against any Lender as a result of any default by such Lender that hereunder. All Revolving Borrowings shall have failed be made by the Lenders on the basis of their respective Pro Rata Shares. No Lender shall be responsible for any default by any other Lender in its obligations hereunder, and each Lender shall be obligated to make such payment its Loans provided to be made by it hereunder, regardless of the Administrative Agentfailure of any other Lender to make its Loans hereunder.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date Borrowing Date thereof by wire transfer of immediately available funds by 12:00 noonp.m., New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood ; provided that Swingline Loans shall be made as provided in Section 2.052.15. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account of the Borrower designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Alternate Base Rate Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e2.05(e) shall be remitted by the Administrative Agent to the Issuing Bank. Bank making such LC Disbursement.Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date time of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Section 2.07 2.12(a) and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable each such Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate cost incurred by the Administrative Agent for making such Lender’s share of such Borrowing and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation compensation, or (ii) in the case of the Borrower, the interest rate applicable to such BorrowingAlternate Base Rate Loans. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding of Borrowings. (a) Each Lender shall will make available each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of in immediately available funds by 12:00 noon, New York City time, 11:00 a.m. to the account of the Administrative Agent most recently designated by it for such purpose by notice to at the Lenders, it being understood that Swingline Loans shall be made as provided in Section 2.05Payment Office. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so receivedthat it receives, in like fundsfunds by the close of business on such proposed date, to an account maintained by the Borrower with the Administrative Agent or, at the Borrower’s option, by effecting a wire transfer of such amounts to an account designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing BankAgent. DB1/ 110470318.9 58 (b) Unless the Administrative Agent shall have received notice from a been notified by any Lender prior to 5:00 p.m. one (1) Business Day prior to the proposed date of any a Borrowing in which such Lender is to participate that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share amount available to the Administrative Agent on such date in accordance with this Section 2.07 date, and maythe Administrative Agent, in reliance upon on such assumption, may make available to the Borrower on such date a corresponding amount. In If such event, if a Lender has corresponding amount is not in fact made its share of the applicable Borrowing available to the Administrative Agent by such Lender on the date of such Borrowing, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender together with interest (x) at the Federal Funds Rate until the second Business Day after such demand and (y) at the Base Rate at all times thereafter. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, then the applicable Lender Administrative Agent shall promptly notify the Borrower, and the Borrower severally agree to shall immediately pay such corresponding amount to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, at the rate specified for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. If such Lender pays such amount to the Administrative Agent, then such amount shall constitute such Lender’s Loan included Nothing in such Borrowing. Any payment by the Borrower this subsection shall be without deemed to relieve any Lender from its obligation to fund its Pro Rata Share of any Borrowing hereunder or to prejudice to any claim rights which the Borrower may have against any Lender as a result of any default by such Lender that hereunder. (c) All Revolving Borrowings shall have failed be made by the Lenders on the basis of their respective Pro Rata Shares. No Lender shall be responsible for any default by any other Lender in its obligations hereunder, and each Lender shall be obligated to make such payment its Loans provided to be made by it hereunder, regardless of the Administrative Agentfailure of any other Lender to make its Loans hereunder. Section 2.7.

Funding of Borrowings. Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City Houston, Texas time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood ; provided that Swingline Loans shall be made as provided in Section 2.052.18. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account of the Borrower maintained with the Administrative Agent in Houston, Texas and designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e2.04(e) shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s 's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if If a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such BorrowingABR Loans. If such Lender pays such amount to the Administrative Agent, then such amount shall constitute such Lender’s 's Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it such Lender hereunder on the proposed date thereof solely by wire transfer of immediately available funds by 12:00 noon1:00 p.m., New York City Chicago time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the LendersLenders in an amount equal to such Xxxxxx’s Applicable Percentage; provided that, it being understood that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower Representative by promptly crediting the amounts funds so received, in like funds, to an account designated by the Borrower received in the applicable Borrowing Requestaforesaid account of the Administrative Agent to the Funding Account; provided that ABR Revolving Loans made to finance the reimbursement of (i) an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing BankBank and (ii) a Protective Advance or an Overadvance shall be retained by the Administrative Agent. (b) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s share of such Borrowing, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the relevant Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the such Borrower 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 such Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective NYFRB Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the such Borrower, the interest rate applicable to such BorrowingABR Loans. 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 , provided, that any interest received from a Borrower by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.66

Funding of Borrowings. (II) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof solely by wire transfer of immediately available funds (i) in the case of Loans denominated in dollars, by 12:00 noon, New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the LendersLenders and (ii) in the case of each [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, it being understood that Swingline Loans shall be made as provided MARKED BY BRACKETS AND ASTERISKS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED INFORMATION. Loan denominated in Section 2.05a Foreign Currency, by 12:00 noon, Local Time, in the city of the Administrative Agent’s Applicable Payment Office for such currency and at such Applicable Payment Office for such currency. The Except in respect of the provisions of this Agreement covering the reimbursement of Letters of Credit, the Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts funds so received, in like funds, to (x) an account of the Borrower designated by the Borrower in the applicable Borrowing Request, in the case of Loans denominated in dollars made to the Borrower and (y) an account of the Borrower in the relevant jurisdiction and designated by the Borrower in the applicable Borrowing Request, in the case of Loans denominated in a Foreign Currency; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City timetime in the case of any Loan in Dollars or Canadian Dollars and 2:00 p.m., London, England time in the case of any Loan in an Alternative Currency (other than Canadian Dollars), to the account Applicable Account of the First Lien Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood ; provided that Swingline Loans shall be made as provided in Section 2.052.04. The First Lien Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account of the Borrower designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e2.05(f) shall be remitted by the First Lien Administrative Agent to the applicable Issuing Bank. (b) Unless the First Lien Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing (or, in the case of any ABR Borrowing, prior to the actual date of such ABR Borrowing) that such Lender will not make available to the First Lien Administrative Agent such Lender’s share of such Borrowing, the First Lien Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 2.06 and may, in reliance upon on such assumptionassumption and in its sole discretion, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the First Lien Administrative Agent, then the applicable Lender and the Borrower severally agree agrees to pay to the First Lien Administrative Agent an amount equal to such share on demand of the First Lien Administrative Agent. If such Lender does not pay such corresponding amount forthwith upon demand of the First Lien Administrative Agent therefor, the First Lien Administrative Agent shall promptly notify the Borrower, and the Borrower agrees to pay such corresponding amount to the First Lien Administrative Agent forthwith on demand demand. The First Lien Administrative Agent shall also be entitled to recover from such Lender or the Borrower interest on such corresponding amount with interest thereonamount, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the First Lien Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the First Lien Administrative Agent in accordance with banking industry rules on interbank compensation compensation, or (ii) in the case of the Borrower, the interest rate applicable to such BorrowingBorrowing in accordance with Section 2.13. If such Lender pays such amount to the First Lien Administrative Agent, then such amount shall constitute such Lender’s Loan included in such Borrowing. Any (c) The obligations of the Lenders hereunder to make Loans, to fund participations in Letters of Credit and Swingline Loans and to make payments pursuant to Section 9.03(c) are several and not joint. The failure of any Lender to make any Loan, to fund any such participation or to make any payment by the Borrower under Section 9.03(c) on any date required hereunder shall not relieve any other Lender of its corresponding obligation to do so on such date, and no Lender shall be without prejudice responsible for the failure of any other Lender to any claim the Borrower may have against a Lender that shall have failed so make its Loan, to purchase its participation or to make such its payment to the Administrative Agent.under Section 9.03(c). SECTION 2.07

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City timeLocal Time (or, if later, two hours after the Borrowing Request has been delivered pursuant to Section 2.03) on the Business Day specified in the applicable Borrowing Request, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders; provided that each Lender with a Term A Loan Commitment shall, it being understood that Swingline prior to making any proceeds of its Term A Loans shall be made available to the Administrative Agent as provided in Section 2.05above, apply an amount of proceeds from the Term A Loans funded by such Lender that is equal to the principal amount, if any, of the “Term A Loans” of such Lender under the Original Credit Agreement immediately prior to the Restatement Effective Date (or, if less, the entire amount of the proceeds of such Lender’s Term A Loans to be funded on the Restatement Effective Date) to repay a like principal amount of such Lender’s “Term A Loans” that are Existing Loans on the Restatement Effective Date and shall only remit any positive excess proceeds from such Lender’s Term A Loans to the Administrative Agent as provided above. The Administrative Agent will make such Revolving Loans available to the Borrower Borrowers by promptly crediting the amounts so received, in like funds, to an account of the Borrowers designated by the Borrower Company in the applicable Borrowing Request; provided provided, that (i) ABR Revolving Loans made to finance the reimbursement of an LC a L/C Disbursement and reimbursements as provided in Section 2.06(e2.05(e) shall be remitted by the Administrative Agent to the applicable Issuing Bank. Unless the Administrative Agent shall have Bank and (ii) any proceeds of Term A Loans received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation the Restatement Effective Date shall be applied by the Administrative Agent to prepay the “Term A Loans” or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. If such Lender pays such amount “Term B Loans” that are Existing Loans that are not otherwise repaid pursuant to the Administrative Agent, then such amount shall constitute such Lender’s Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agentpreceding sentence.

Funding of Borrowings. Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.at

Funding of Borrowings. (a) Each Lender shall will make available each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of in immediately available funds by 12:00 noon, New York City time, 11:00 a.m. to the account of the Administrative Agent most recently designated by it for such purpose by notice to at the Lenders, it being understood Payment Office; provided that the Swingline Loans shall will be made as provided set forth in Section 2.052.6. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so receivedthat it receives, in like fundsfunds by the close of business on such proposed date, to an account maintained by the Borrower with the Administrative Agent or at the Borrower's option, by effecting a wire transfer of such amounts to an account designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing BankAgent. (b) Unless the Administrative Agent shall have received notice from a been notified by any Lender prior to 5 p.m. one (1) Business Day prior to the proposed date of any a Borrowing in which such Lender is participating that such Lender will not make available to the Administrative Agent such Lender’s 's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share amount available to the Administrative Agent on such date in accordance with this Section 2.07 date, and maythe Administrative Agent, in reliance upon on such assumption, may make available to the Borrower on such date a corresponding amount. In If such event, if a Lender has corresponding amount is not in fact made its share of the applicable Borrowing available to the Administrative AgentAgent by such Lender on the date of such Borrowing, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand shall be entitled to recover such corresponding amount on demand from such Lender together with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate for up to two (2) days and a thereafter at the rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to specified for such Borrowing. If such Lender pays does not pay such corresponding amount forthwith upon the Administrative Agent's demand therefor, the Administrative Agent shall promptly notify the Borrower, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent, then such amount shall constitute such Lender’s Loan included in Agent together with interest at the rate specified for such Borrowing. Any payment by the Borrower Nothing in this subsection shall be without deemed to relieve any Lender from its obligation to fund its Pro Rata Share of any Borrowing hereunder or to prejudice to any claim rights which the Borrower may have against any Lender as a result of any default by such Lender that hereunder. (c) All Borrowings shall have failed be made by the Lenders on the basis of their respective Pro Rata Shares. No Lender shall be responsible for any default by any other Lender in its obligations hereunder, and each Lender shall be obligated to make such payment its Loans provided to be made by it hereunder, regardless of the Administrative Agent.failure of any other Lender to make its Loans hereunder. Section 2.8

Funding of Borrowings. Each (a) No later than 10:00 a.m. (Los Angeles time) on the Business Day specified in each Borrowing Request (or (x) in the case of Swingline Loans, no later than the close of business on the date specified pursuant to Section 3.1.1(b) or (y) in the case of Mandatory Borrowings, not later than 10:00 a.m. (Los Angeles time) on the date specified in Section 3.1.1(c)), each Lender shall make available its pro rata share (based on such Lender's Revolving Percentage) of each Revolving Loan Borrowing requested to be made by it hereunder on such date (or, in the proposed date thereof by wire transfer case of Swingline Loans, the Swingline Lender shall make available the full amount thereof) in the manner provided below. All such amounts shall be made available in Dollars and immediately available funds by 12:00 noon, New York City time, to at the account Payment Office and (other than in the case of Mandatory Borrowings) the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans promptly shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting depositing to the Custodial Account the aggregate of the amounts so received, in like funds, to an account designated by the Borrower made available in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement type of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bankfunds received. Unless the Administrative Agent shall have received notice from a been notified by any Lender prior to the proposed date of any Borrowing that such Lender will does not intend to make available to the Administrative Agent its portion of the Borrowing or Borrowings to be made on such Lender’s share of such Borrowingdate, the Administrative Agent may assume that such Lender has made such share amount available to the Administrative Agent on such date in accordance with this Section 2.07 of Borrowing, and maythe Administrative 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. In If such event, if a Lender has corresponding amount is not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Agent by such Lender and the Administrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount from such Lender (or if such Lender is a Designated CP Conduit, from its Designated CP Conduit Commitment 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, and the Borrower severally agree to shall as soon as practicable pay such corresponding amount to the Administrative Agent. The Administrative Agent forthwith shall also be entitled to recover on demand from such Lender (or the Borrower, as the case may be, if such Lender fails to pay) interest on such corresponding amount with interest thereon, for in respect of each day from and including the date such corresponding amount is was made available by the Administrative Agent to the Borrower to but excluding the date of payment to such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (ix) in the case of if paid by such Lender, the greater of the overnight Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (iiy) in the case of if paid by the Borrower, the interest then applicable rate applicable to such Borrowing. If such Lender pays such amount to of interest, calculated in accordance with Section 3.4, for the Administrative Agent, then such amount shall constitute such Lender’s Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agentrespective Loans.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noonp.m., New York City Chicago time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood Lenders in an amount equal to such Lender’s Applicable Percentage of the requested Borrowing; provided that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account of the Borrower designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with clause (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to ABR Loans; provided, that, to the extent the Borrower pays such Borrowinginterest, the Borrower shall not be required to pay any additional interest thereon it would otherwise be required to pay pursuant to Section 2.13. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders; provided, it being understood that Swingline Loans shall be made as provided in Section 2.052.04(a). The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account or accounts designated by the Borrower as specified in the applicable Borrowing Request; provided provided, that ABR Revolving Loans and Swingline Borrowings made to finance the reimbursement of an LC a L/C Disbursement and reimbursements as provided in Section 2.06(e2.05(e) shall be remitted by the Administrative Agent to the applicable Issuing Bank. (b) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with clause (a) of this Section 2.07 2.06 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand (without duplication) such corresponding amount with interest thereon, for each day from and including the date such amount is made available to the Borrower 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 (A) the Federal Funds Effective Rate and (B) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of a payment to be made by the Borrower, the interest rate applicable to ABR Loans at such Borrowingtime. 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 such amount to the Administrative Agent, then such amount shall constitute such Lender’s Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.. (c) The foregoing notwithstanding, the Administrative Agent, in its sole discretion, may from its own funds make a Revolving Facility Loan on behalf of the Lenders (including by means of Swingline Loans to the Borrower). In such event, the applicable Lenders on behalf of whom the Administrative Agent made the Revolving Facility Loan shall reimburse the Administrative Agent for all or any portion of such Revolving Facility Loan made on its behalf upon written notice given to each applicable Lender not later than 2:00 p.m., New York City time, on the Business Day such reimbursement is requested. The entire amount of interest attributable to such Revolving Facility Loan for the period from and including the date on which such Revolving Facility Loan was made on such 93 Doc#: US1:15347125v11

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City timetime in the case of any Loan in Dollars or Canadian Dollars and 2:00 p.m., London, England time in the case of any Loan in an Alternative Currency (other than Canadian Dollars), to the account Applicable Account of the First Lien Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood ; provided that Swingline Loans shall be made as provided in Section 2.052.04. The First Lien Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account of the Borrower designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e2.05(f) shall be remitted by the First Lien Administrative Agent to the applicable Issuing Bank. (b) Unless the First Lien Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing (or, in the case of any ABR Borrowing, prior to the actual date of such ABR Borrowing) that such Lender will not make available to the First Lien Administrative Agent such Lender’s share of such Borrowing, the First Lien Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 2.06 and may, in reliance upon on such assumptionassumption and in its sole discretion, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the First Lien Administrative Agent, then the applicable Lender and the Borrower severally agree agrees to pay to the First Lien Administrative Agent an amount equal to such share on demand of the First Lien Administrative Agent. If such Lender does not pay such corresponding amount forthwith upon demand of the First Lien Administrative Agent therefor, the First Lien Administrative Agent shall promptly notify the Borrower, and the Borrower agrees to pay such corresponding amount to the First Lien Administrative Agent forthwith on demand demand. The First Lien Administrative Agent shall also be entitled to recover from such Lender or the Borrower interest on such corresponding amount with interest thereonamount, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the First Lien Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the First Lien Administrative Agent in accordance with banking industry rules on interbank compensation compensation, or (ii) in the case of the Borrower, the interest rate applicable to such BorrowingBorrowing in accordance with Section 2.13. If such Lender pays such amount to the First Lien Administrative Agent, then such amount shall constitute such Lender’s Loan included in such Borrowing. Any (c) The obligations of the Lenders hereunder to make Term Loans and Revolving Loans, to fund participations in Letters of Credit and Swingline Loans and to make payments pursuant to Section 9.03(c) are several and not joint. The failure of any Lender to make any Loan, to fund any such participation or to make any payment by the Borrower under Section 9.03(c) on any date required hereunder shall not relieve any other Lender of its corresponding obligation to do so on such date, and no Lender shall be without prejudice responsible for the failure of any other Lender to any claim the Borrower may have against a Lender that shall have failed so make its Loan, to purchase its participation or to make such its payment to the Administrative Agent.under Section 9.03(c). SECTION 2.07

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon1:00 p.m., New York City timetime (or, in the case of Tranche 2 Loans to be made on the PNG Acquisition Closing Date, such earlier time on such date as may be specified by the Administrative Agent to the Tranche 2 Lenders, provided that such time shall be not less than two hours after the time the Tranche 2 Lenders shall have been advised by the Administrative Agent of its receipt of a Borrowing Request with respect to Tranche 2 Loans), to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders; provided that (i) to the extent any Tranche 1 Lender would not have been required to make a Tranche 1 Loan but for the parenthetical clause set forth in clause (a) of Section 2.01, it being understood the obligation of such Tranche 1 Lender to actually wire transfer immediately available funds with respect to such Tranche 1 Loan shall be net of any portion of the prepayment of Tranche 1 Loans referred to in such parenthetical clause that would be applied to the Tranche 1 Loans of such Tranche 1 Lender, (ii) the obligation of any Tranche 1 Lender to actually wire transfer immediately available funds with respect to its portion of the True-Up Borrowing shall be subject to the penultimate sentence of Section 2.21(b) and (iii) Swingline Loans shall be made as provided in Section 2.052.04. The Administrative Agent will make such Revolving Loans available to the Borrower Company by promptly crediting remitting the amounts so received, in like funds, to an the account designated by the Borrower Company in the applicable Borrowing Request; provided that Tranche 1 ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e2.05(f) shall be remitted by the Administrative Agent to the applicable Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date Bank specified in accordance with this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative AgentRequest.

Funding of Borrowings. Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof solely by wire transfer of immediately available funds by 12:00 noon, New York City time, noon to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders. Except in respect of the provisions of this Agreement covering the reimbursement of Letters of Credit, it being understood that Swingline Loans shall be made as provided in Section 2.05. The the Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, received in like funds, the aforesaid account of the Administrative Agent to an a deposit account of the Borrower designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of time any Borrowing is required to be made by such Lender in accordance with paragraph (a) of this Section that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate reasonably determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such BorrowingABR Loans. If such Lender pays such amount to the Administrative Agent, then the principal portion of such amount payment shall constitute such Lender’s Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding of Borrowings. (a) Each US$ Lender shall make each Revolving US$ Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the applicable Lenders, it being understood ; provided that Swingline Loans shall be made as provided in Section 2.052.04. The Administrative Agent will make such Revolving US$ Loans available to the applicable US Borrower by promptly crediting wiring the amounts so received, in like funds, to an account designated by the such US Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e2.05(e) shall be remitted by the Administrative Agent to the US Issuing Bank. Unless the Administrative Agent shall have received notice from a US$ Lender prior to the proposed date of any US$ Revolving Borrowing that such Lender will not make available to the Administrative Agent such Lender’s 's share of such US$ Revolving Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the applicable US Borrower a corresponding amount. In such event, if a US$ Lender has not in fact made its share of the applicable US$ Revolving Borrowing available to the Administrative Agent, then the applicable Lender and the applicable US Borrower 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 such US Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such US$ Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the applicable US Borrower, the interest rate applicable to such BorrowingABR Loans. If such US$ Lender pays such amount to the Administrative Agent, then such amount shall constitute such Lender’s 's Loan included in such US$ Revolving Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding of Borrowings. Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower Borrowers by promptly crediting the amounts so received, in like funds, funds to an account of a Borrower maintained with the Administrative Agent in New York City or such other account as is designated by the Borrower Borrowers in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e. (a) shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower Borrowers a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower Borrowers 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 Borrower Borrowers to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the BorrowerBorrowers, the interest rate applicable to such BorrowingABR Loans. If such Lender pays such amount to the Administrative Agent, then such amount shall constitute such Lender’s Loan included in such Borrowing as of the date of such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative AgentSECTION 2.08.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City time (or, in the case of an ABR Borrowing for which notice is provided on the proposed date of borrowing, by 2:00 p.m., New York City time), to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders. Except as otherwise specified in the immediately preceding sentence, it being understood that Swingline Loans shall be made as provided in Section 2.05. The the Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account or accounts designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s share Applicable Percentage of such Borrowing, the Administrative Agent may assume that such Lender has made such share Applicable Percentage available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share Applicable Percentage of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective NYFRB Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such BorrowingABR Loans. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City timetime in the case of any Loan in Dollars or Canadian Dollars and 2:00 p.m., London, England time in the case of any Loan in an Alternative Currency (other than Canadian Dollars), to the account Applicable Account of the First Lien Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood ; provided that Swingline Loans shall be made as provided in Section 2.052.04. The First Lien Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account of the Borrower designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e2.05(f) shall be remitted by the First Lien Administrative Agent to the applicable Issuing Bank. (b) Unless the First Lien Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing (or, in the case of any ABR Borrowing, prior to the actual date of such ABR Borrowing) that such Lender will not make available to the First Lien Administrative Agent such LenderXxxxxx’s share of such Borrowing, the First Lien Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with paragraph (a) of this Section 2.07 2.06 and may, in reliance upon on such assumptionassumption and in its sole discretion, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the First Lien Administrative Agent, then the applicable Lender and the Borrower severally agree Xxxxxx agrees to pay to the First Lien Administrative Agent an amount equal to such share on demand of the First Lien Administrative Agent. If such Lender does not pay such corresponding amount forthwith upon demand of the First Lien Administrative Agent therefor, the First Lien Administrative Agent shall promptly notify the Borrower, and the Borrower agrees to pay such corresponding amount to the First Lien Administrative Agent forthwith on demand demand. The First Lien Administrative Agent shall also be entitled to recover from such Lender or the Borrower interest on such corresponding amount with interest thereonamount, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the First Lien Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the First Lien Administrative Agent in accordance with banking industry rules on interbank compensation compensation, or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.-71-

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it such Lender hereunder on the proposed date thereof solely by wire transfer of immediately available funds by 12:00 noon2:00 p.m., New York City Chicago time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the LendersLenders in an amount equal to such Lender's Applicable Percentage; provided that, it being understood that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower Representative by promptly crediting the amounts funds so received, in like funds, to an account designated by the Borrower received in the applicable Borrowing Requestaforesaid account of the Administrative Agent to the Funding Account(s); provided that ABR CBFR Revolving Loans made to finance the reimbursement of (i) an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing BankBank and (ii) a Protective Advance or an Overadvance shall be retained by the Administrative Agent. (b) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s 's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the applicable Working Capital Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower Working Capital Borrowers each 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 applicable Working Capital Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective NYFRB Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or and (ii) in the case of the BorrowerWorking Capital Borrowers, the interest rate applicable to such BorrowingCBFR Loans. If such Lender pays such amount to the Administrative Agent, then such amount shall constitute such Lender’s 's Loan included in such Borrowing. Any payment , provided, that any interest received from a Working Capital Borrower by the Borrower Administrative Agent during the period beginning when Administrative Agent funded the Borrowing until such Lender pays such amount shall be without prejudice to any claim solely for the Borrower may have against a Lender that shall have failed to make such payment to account of the Administrative Agent.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, (or, in the case of ABR Loans in respect of which notice of such Borrowing shall have been received after 10:00 a.m., New York City Time, on the date of such requested Borrowing, 3:00 p.m.) New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans shall be made as provided Lenders in Section 2.05an amount equal to such Lender’s Applicable Percentage. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, the aforesaid account of the Administrative Agent to an account designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(eBorrower. (b) shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s share of such Borrowing, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such BorrowingABR Loans. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative AgentSECTION 2.08.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds funds, in Dollars or the applicable Designated Foreign Currency, by 12:00 noonnoon (or, in the case of an ABR Loan requested for that same NAI-1539367892v12 day, 2:00 p.m.), New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood ; provided that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower Borrowers by promptly crediting the amounts so received, in like funds, to an the account or accounts designated by the applicable Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s share of such Borrowing, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the applicable Borrower 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 applicable Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the such Borrower, the interest rate applicable to such BorrowingABR Loans. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood ; provided that Swingline Swing Line Loans shall be made by the Swing Line Lender to the Borrower by means of a wire transfer to the account specified in such Borrowing Request or to the applicable Issuing Bank, as provided the case may be, by 3:00 p.m., New York City time, on the requested date of such Swing Line Loan. Except as otherwise specified in Section 2.05. The the immediately preceding sentence, the Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account or accounts designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s share Applicable Percentage of such Borrowing, the Administrative Agent may assume that such Lender has made such share Applicable Percentage available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share Applicable Percentage of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective NYFRB Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such BorrowingABR Loans. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding of Borrowings. Each (a)Each Lender shall (i) make each Revolving Loan to be made by it hereunder on the proposed date thereof thereof, in the case of Loans denominated in U.S. Dollars or Revolving Loans denominated in a Committed Alternative Currency or in a Designated Committed Alternative Currency, by wire transfer of immediately available funds in the applicable currency by 12:00 noon, New York City timeLocal Time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the LendersLenders or (ii) subject to the provisions of Section 2.04, make each Competitive Loan to be made by it being understood hereunder, in the case of Competitive Loans denominated in an Alternative Currency, by making available the Equivalent Amount of such Alternative Currency (in such funds as may then be customary for the settlement of international transactions in the Alternative Currency) by 12:00 noon, local time at the place of payment, to the account of the Administrative Agent at such place as shall have been notified by the Administrative Agent to the Lenders participating in such Borrowing by not less than five Business Days’ notice; provided that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the applicable Borrower by promptly crediting the amounts so received, in like funds, to an account of such Borrower maintained with the Administrative Agent, and designated by the such Borrower in the applicable Borrowing RequestRequest or Competitive Bid Request (or, in the case of a Borrowing made in an Alternative Currency, to an account mutually agreed between such Borrower and the Administrative Agent for funding such Borrowing); provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the applicable Issuing Bank. Unless the Administrative Agent Bank and (ii) ABR Revolving Loans made to refinance outstanding Swingline Loans as provided in Section 2.02(d) shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined be remitted by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. If such Lender pays such amount to the Administrative Agent, then such amount shall constitute such applicable Swingline Lender’s Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon1:00 p.m., New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood ; provided that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account of the Borrower maintained with the Administrative Agent in New York City or Chicago and designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing (or, in the case of an ABR Borrowing, prior to the proposed time of any ABR Borrowing) that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such BorrowingABR Loans. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding of Borrowings. Each Lender shall will make available each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of in immediately available funds by 12:00 noon, New York City time, 1:00 p.m. to the account of the Administrative Agent most recently designated by it for such purpose by notice to at the LendersPayment Office; provided, it being understood that the Swingline Loans shall will be made as provided set forth in Section 2.05‎Section 2.4. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so receivedthat it receives, in like fundsfunds by the close of business on such proposed date, to an account maintained by the Borrower with the Administrative Agent or at the Borrower's option, by effecting a wire transfer of such amounts to an account designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing BankAgent. Unless the Administrative Agent shall have received notice from a been notified by any Lender prior to 1:00 p.m. on the proposed Business Day of the date of any a Borrowing in which such Lender is to participate that such Lender will not make available to the Administrative Agent such Lender’s 's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share amount available to the Administrative Agent on such date in accordance with this Section 2.07 date, and maythe Administrative Agent, in reliance upon on such assumption, may make available to the Borrower on such date a corresponding amount. In If such event, if a Lender has corresponding amount is not in fact made its share of the applicable Borrowing available to the Administrative Agent by such Lender on the date of such Borrowing, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender together with interest at the Federal Funds Rate until the second Business Day after such demand and thereafter at the Base Rate. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent's demand therefor, then the applicable Lender Administrative Agent shall promptly notify the Borrower, and the Borrower severally agree to shall immediately pay such corresponding amount to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, at the rate specified for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such Borrowing. If such Lender pays such amount to the Administrative Agent, then such amount shall constitute such Lender’s Loan included Nothing in such Borrowing. Any payment by the Borrower this subsection shall be without deemed to relieve any Lender from its obligation to fund its Pro Rata Share of any Borrowing hereunder or to prejudice to any claim rights which the Borrower may have against any Lender as a result of any default by such Lender that hereunder. All Borrowings shall have failed be funded by the Lenders on the basis of their respective Pro Rata Shares. No Lender shall be responsible for any default by any other Lender in its obligations hereunder, and each Lender shall be obligated to make such payment its Loans provided to be made by it hereunder, regardless of the Administrative Agentfailure of any other Lender to make its Loans hereunder.

Funding of Borrowings. Each (a) No later than 1:00 p.m. (New York time) on the Business Day specified in each Borrowing Request (or (x) in the case of Swingline Loans, no later than the close of business on the date specified pursuant to Section 3.1.1(b) or (y) in the case of Mandatory Borrowings, not later than 12:00 noon (New York time) on the date specified in Section 3.1.1(c)), each Lender shall make available its pro rata share (based on such Lender's Revolving Percentage) of each Revolving Loan Borrowing requested to be made by it hereunder on such date (or, in the proposed date thereof by wire transfer case of Swingline Loans, the Swingline Lender shall make available the full amount thereof) in the manner provided below. All such amounts shall be made available in Dollars and immediately available funds by 12:00 noon, New York City time, to at the account of Payment Office and the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood that Swingline Loans promptly shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting depositing to the Custodial Account the aggregate of the amounts so received, in like funds, to an account designated by the Borrower made available in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement type of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bankfunds received. Unless the Administrative Agent shall have received notice from a been notified by any Lender prior to the proposed date of any Borrowing that such Lender will does not intend to make available to the Administrative Agent its portion of the Borrowing or Borrowings to be made on such Lender’s share of such Borrowingdate, the Administrative Agent may assume that such Lender has made such share amount available to the Administrative Agent on such date in accordance with this Section 2.07 of Borrowing, and maythe Administrative 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. In If such event, if a Lender has corresponding amount is not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Agent by such Lender and the Administrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount from such Lender (or if such Lender is a Designated CP Conduit, from its Designated CP Conduit Commitment 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, and the Borrower severally agree to shall as soon as practicable pay such corresponding amount to the Administrative Agent. The Administrative Agent forthwith shall also be entitled to recover on demand from such Lender (or the Borrower, as the case may be, if such Lender fails to pay) interest on such corresponding amount with interest thereon, for in respect of each day from and including the date such corresponding amount is was made available by the Administrative Agent to the Borrower to but excluding the date of payment to such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (ix) in the case of if paid by such Lender, the greater of the overnight Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (iiy) in the case of if paid by the Borrower, the interest then applicable rate applicable to such Borrowing. If such Lender pays such amount to of interest, calculated in accordance with Section 3.4, for the Administrative Agent, then such amount shall constitute such Lender’s Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agentrespective Loans.

Funding of Borrowings. (a) Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City timeLocal Time (or, if later, two hours after the Borrowing Request has been delivered pursuant to Section 2.03) on the Business Day specified in the applicable Borrowing Request, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders; provided that each Lender with a Term A-1 Loan Commitment or Deferred Term A Loan Commitment shall, it being understood that Swingline prior to making any proceeds of its Term A-1 Loans shall be made or Deferred Term A Loans, as applicable, available to the Administrative Agent as provided in Section 2.05above, apply an amount of proceeds from the Term A-1 Loans or Deferred Term A Loans, as applicable, funded by such Lender that is equal to the principal amount, if any, of the “Term A Loans” of such Lender under the Original Credit Agreement immediately prior to the Restatement Effective Date (or, if less, the entire amount of the proceeds of such Lender’s Term A-1 Loans or Deferred Term A Loans, as applicable, to be funded on the Restatement Effective Date) to repay a like principal amount of such Lxxxxx’s Existing Loans on the Restatement Effective Date and shall only remit any positive excess proceeds from such Lender’s Term A-1 Loans or Deferred Term A Loans, as applicable to the Administrative Agent as provided above. The Administrative Agent will make such Revolving Loans available to the Borrower Borrowers by promptly crediting the amounts so received, in like funds, to an account of the Borrowers designated by the Borrower Company in the applicable Borrowing Request; provided provided, that (i) ABR Revolving Loans made to finance the reimbursement of an LC a L/C Disbursement and reimbursements as provided in Section 2.06(e2.05(e) shall be remitted by the Administrative Agent to the applicable Issuing Bank. Unless the Administrative Agent shall have Bank and (ii) any proceeds of Term A-1 Loans or Deferred Term A Loans received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case Restatement Effective Date shall be applied by the Administrative Agent to prepay the Existing Loans of the Borrower, Term A-1 Lenders and the interest rate applicable to such Borrowing. If such Lender pays such amount Deferred Term A Lenders that are not otherwise repaid pursuant to the Administrative Agent, then such amount shall constitute such Lender’s Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agentpreceding sentence.

Funding of Borrowings. Each Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, it being understood Lenders in an amount equal to such Lender’s Applicable Percentage; provided that Swingline Loans shall be made as provided in Section 2.05. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in like funds, to an account of the Borrower maintained with the Administrative Agent in New York City or Chicago and designated by the Borrower in the applicable Borrowing Request; provided that ABR Revolving Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(e) shall be remitted by the Administrative Agent to the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing (or in the case of an ABR Borrowing, prior to 12:00 noon, New York City time, on the date of such Borrowing) that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.07 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower 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 Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, the interest rate applicable to such BorrowingABR Loans. 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 Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.