Common use of Procedure for Borrowing Clause in Contracts

Procedure for Borrowing. Subject to Section 4, the Borrower may borrow under the Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 11:00 A.M., New York City time, three Working Days prior to the requested Borrowing Date for a Eurodollar Loan, and 11:00 a.m. on the requested Borrowing Date for an ABR Loan), specifying (i) the aggregate amount to be borrowed and the aggregate amount outstanding after giving effect to such borrowing, (ii) the Type of each Loan requested, (iii) the requested Borrowing Date and (iv) with respect to any Eurodollar Loan, the lengths of the initial Interest Periods therefor. The aggregate amount of each borrowing by the Borrower under the Commitments on any Borrowing Date shall be in an amount equal to (i) as to each ABR Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount). Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 4:00 P.M., New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower on such Borrowing Date by the Administrative Agent transferring by wire to the custodian of and for the account of the Borrower the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Borrowing. Subject to Section 4, the (a) A Borrower may borrow under the Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, provided that the Borrower (or a Registrant on its behalf) shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 11:00 A.M., 1:00 P.M. New York City time, three Working Days prior to the requested Borrowing Date for a Eurodollar Loan, and 11:00 a.m. time on the requested Borrowing Date for an ABR Loanin accordance with Section 9.2), specifying (i) the aggregate amount to be borrowed borrowed, and the aggregate amount outstanding after giving effect to such borrowing, (ii) the Type of each Loan requested, (iii) the requested Borrowing Date and (iv) with respect Date. Subject to any Eurodollar LoanSection 2.15, the lengths of the initial Interest Periods therefor. The aggregate amount of each borrowing by the a Borrower under the Commitments on any Borrowing Date shall be in an amount equal to (i) as to each ABR Loan, $1,000,000 100,000 or a whole multiple of $500,000 100,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000100,000, such lesser amount). Upon receipt of any such notice from the Borrowera Borrower (or a Registrant on its behalf), the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the such Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 4:00 P.M., New York City time, on the Borrowing Date requested by the such Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the such Borrower on such Borrowing Date by the Administrative Agent Agent’s transferring by wire to the custodian of and for the account of the such Borrower the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent; provided that if, on the Borrowing Date of any Revolving Credit Loans of a Borrower, any Swing Line Loans to such Borrower shall be outstanding, the proceeds of such Revolving Credit Loans to such Borrower shall first be applied to pay in full such Swing Line Loans, with any remaining proceeds to be made available to such Borrower as provided above.

Procedure for Borrowing. Subject to Section 4, the (a) A Borrower may borrow under the Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, provided that the Borrower (or a Trust on its behalf) shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 11:00 A.M., 1:00 P.M. New York City time, three Working Days prior to the requested Borrowing Date for a Eurodollar Loan, and 11:00 a.m. time on the requested Borrowing Date for an ABR Loanin accordance with Section 9.2), specifying (i) the aggregate amount to be borrowed borrowed, and the aggregate amount outstanding after giving effect to such borrowing, (ii) the Type of each Loan requested, (iii) the requested Borrowing Date and (iv) with respect Date. Subject to any Eurodollar LoanSection 2.15, the lengths of the initial Interest Periods therefor. The aggregate amount of each borrowing by the a Borrower under the Commitments on any Borrowing Date shall be in an amount equal to (i) as to each ABR Loan, $1,000,000 300,000 or a whole multiple of $500,000 100,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000300,000, such lesser amount). Upon receipt of any such notice from the Borrowera Borrower (or a Trust on its behalf), the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the such Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 4:00 P.M., New York City time, on the Borrowing Date requested by the such Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the such Borrower on such Borrowing Date by the Administrative Agent transferring by wire to the custodian of and for the account of the such Borrower the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. Anything to the contrary in this Agreement notwithstanding, each of the Administrative Agent and each Lender may rely solely upon a telephonic request which the Administrative Agent, reasonably believes is made on behalf of a Borrower in making Revolving Credit Loans hereunder. Each such telephonic request for a Revolving Credit Loan shall constitute a representation and warranty by the applicable Borrower as of the date thereof that the conditions contained in Section 4.2 have been satisfied with respect to such Borrower. Such telephonic request shall be confirmed promptly in writing, by facsimile or other mutually acceptable electronic transmission medium, which written confirmation must be received by the Administrative Agent on the proposed Borrowing Date in form and substance satisfactory to the Administrative Agent. Each Borrower agrees to indemnify and hold harmless the Administrative Agent and each Lender for any reasonable action taken, including, without limitation, the making of Revolving Credit Loans to such Borrower hereunder, or loss or expense incurred, by the Administrative Agent or such Lender in good faith reliance upon such telephonic request for a Revolving Credit Loan; provided that such Borrower shall not be liable for any such action, loss or expense to the extent the same shall result solely from the gross negligence or willful misconduct of the Administrative Agent.

Procedure for Borrowing. Subject to Section 4, the (a) A Borrower may borrow under the Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, provided that the Borrower (or a Fund on its behalf) shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 11:00 A.M., 2:30 P.M. New York City time, three Working Days prior to the requested Borrowing Date for a Eurodollar Loan, and 11:00 a.m. time on the requested Borrowing Date for an ABR Loanin accordance with Section 9.2), specifying (i) the aggregate amount to be borrowed borrowed, and the aggregate amount outstanding after giving effect to such borrowing, (ii) the Type of each Loan requested, (iii) the requested Borrowing Date and (iv) with respect Date. Subject to any Eurodollar LoanSection 2.15, the lengths of the initial Interest Periods therefor. The aggregate amount of each borrowing by the a Borrower under the Commitments on any Borrowing Date shall be in an amount equal to (i) as to each ABR Loan, $1,000,000 5,000,000 or a whole multiple of $500,000 1,000,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,0005,000,000, such lesser amount). Upon receipt of any such notice from the Borrowera Borrower (or a Fund on its behalf), the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the such Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 4:00 P.M., New York City time, on the Borrowing Date requested by the such Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the such Borrower on such Borrowing Date by the Administrative Agent transferring by wire to the custodian of and for the account of the such Borrower the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent; provided that if, on the Borrowing Date of any Revolving Credit Loans of a Borrower, any Swing Line Loans to such Borrower shall be outstanding, the proceeds of such Revolving Credit Loans to such Borrower shall first be applied to pay in full such Swing Line Loans, with any remaining proceeds to be made available to such Borrower as provided above. Anything to the contrary in this Agreement notwithstanding, each of the Administrative Agent, each Lender and the Swing Line Lender may rely solely upon a telephonic request which the Administrative Agent or the Swing Line Lender, as the case may be, reasonably believes is made on behalf of a Borrower in making Revolving Credit Loans or Swing Line Loans hereunder. Each such telephonic request for a Revolving Credit Loan or Swing Line Loan shall constitute a representation and warranty by the applicable Borrower as of the date thereof that the conditions contained in Section 4.2 have been satisfied with respect to such Borrower. Such telephonic request shall be confirmed promptly in writing, by facsimile or other mutually acceptable electronic transmission medium, which written confirmation must be received by the Administrative Agent or Swing Line Lender, as the case may be, on the proposed Borrowing Date in form and substance satisfactory to the Administrative Agent or Swing Line Lender, as the case may be. Each Borrower agrees to indemnify and hold harmless the Administrative Agent, each Lender and the Swing Line Lender for any reasonable action taken, including, without limitation, the making of Revolving Credit Loans or Swing Line Loans to such Borrower hereunder, or loss or expense incurred, by the Administrative Agent, such Lender or the Swing Line Lender in good faith reliance upon such telephonic request for a Revolving Credit Loan or Swing Line Loan; provided that such Borrower shall not be liable for any such action, loss or expense to the extent the same shall result solely from the gross negligence or willful misconduct of the Administrative Agent or the Swing Line Lender.

Procedure for Borrowing. (a) Subject to Section 4the terms and conditions hereof, the Borrower may borrow under the Commitments during the Commitment Period on any Working Business Day; provided that, with respect to Eurodollar Loansany borrowing, or any Business Day, with respect to ABR Loans, provided that the Borrower shall give the Administrative Agent irrevocable notice substantially in the form of Exhibit J (which notice must be received by the Administrative Agent prior to 11:00 A.M., New York City time, 12:00 noon (i) three Working Business Days prior to the requested Borrowing Date if all or any part of the Loans are to be Eurodollar Loans and (ii) on the Borrowing Date if the borrowing is to be solely of Alternate Base Rate Loans) and specifying (a) the amount of the borrowing, (b) whether such Loans are initially to be Eurodollar Loans or Alternate Base Rate Loans or a combination thereof, (c) if the borrowing is to be entirely or partly Eurodollar Loans, the length of the Interest Period for such Eurodollar Loans and (d) whether the Loan is a Eurodollar Term Loan or Revolving Credit Loan. If no election as to the Type of Borrowing is specified in any such notice, and 11:00 a.m. on then the requested Borrowing Date for shall be an ABR Loan), specifying (i) the aggregate amount to be borrowed and the aggregate amount outstanding after giving effect to such borrowing, (ii) the Type of each Loan requested, (iii) the requested Borrowing Date and (iv) Borrowing. If no Interest Period with respect to any Eurodollar LoanBorrowing is specified in any such notice, the lengths of the initial Interest Periods therefor. The aggregate amount of each borrowing by then the Borrower under the Commitments on any Borrowing Date shall be in deemed to have selected an amount equal to (i) as to each ABR Loan, $1,000,000 or a whole multiple Interest Period of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount)one month’s duration. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each affected Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 4:00 P.M.Not later than 2:00 p.m., New York City time, on the Borrowing Date requested by the Borrower specified in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower on such Borrowing Date by the Administrative Agent transferring by wire to the custodian of and for the account of the Borrower the aggregate of the amounts made notice, each affected Lender shall make available to the Administrative Agent at the office of the Administrative Agent specified in subsection 11.2 (or at such other location as the Administrative Agent may direct) an amount in immediately available funds equal to the amount of the Loan to be made by such Lender. Loan proceeds received by the Administrative Agent hereunder shall promptly be made available to Borrower in immediately available funds to be delivered by wire transfer to the account(s) designated by Borrower in the applicable borrowing notice, with the aggregate amount actually received by the Administrative Agent from the Lenders and in like funds as received by the Administrative Agent.

Procedure for Borrowing. Subject to Section 4, the Borrower may borrow under the Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, provided that the The Borrower shall give the Administrative Agent irrevocable notice (which notice substantially in the form of Exhibit M hereto must be received by the Administrative Agent prior to 11:00 A.M., New York City time, (a) three Working Business Days prior to the requested Borrowing Date for a Eurodollar Loandate of the borrowing, and 11:00 a.m. on in the case of Term Benchmark Loans, or (b) one Business Day prior to the requested Borrowing Date for an date of the borrowing, in the case of ABR LoanLoans), specifying (i) the aggregate amount and Type of Loans to be borrowed and the aggregate amount outstanding after giving effect to such borrowingborrowed, (ii) the Type of each Loan requested, requested borrowing date and (iii) in the requested Borrowing Date and (iv) with respect to any Eurodollar Loancase of Term Benchmark Loans, the lengths respective length of the initial Interest Periods Period therefor. The aggregate amount of each borrowing by the Borrower under the Commitments on any Borrowing Date shall be in an amount equal to (i) as to each ABR Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount). Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each the borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 Funding Office prior to 4:00 2:00 P.M., New York City time, on the Borrowing Date proposed borrowing date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower on such Borrowing Date by the Administrative Agent transferring by wire to the custodian of and for crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. Each Lender at its option may make any Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan by designating such branch or Affiliate as its lending office; provided that any exercise of such option shall not affect the obligation of the Borrower to repay such Loan in accordance with the terms of this Agreement.

Procedure for Borrowing. Subject to Section 4, the The Borrower may borrow under the Revolving Credit Commitments during the Revolving Credit Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, provided PROVIDED that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 11:00 10:00 A.M., New York City time, (a) three Working Business Days prior to the requested Borrowing Date for a Date, if all or any part of the requested Revolving Credit Loans are to be initially Eurodollar LoanLoans, and 11:00 a.m. on or (b) one Business Day prior to the requested Borrowing Date for an Date, if all of the requested Revolving Credit Loans are to be initially ABR LoanLoans), specifying (i) the aggregate amount to be borrowed and the aggregate amount outstanding after giving effect to such borrowingborrowed, (ii) the Type of each Loan requestedrequested Borrowing Date, (iii) whether the requested Borrowing Date borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof and (iv) with respect if the borrowing is to any be entirely or partly of Eurodollar LoanLoans, the respective amounts of each such Type of Revolving Credit Loan and the respective lengths of the initial Interest Periods thereforfor such Eurodollar Loans. The aggregate amount of each Revolving Credit Loans made on the Closing Date shall initially be ABR Loans. Each borrowing by the Borrower under the Revolving Credit Commitments on any Borrowing Date shall be in an amount equal to (i) as to each ABR Loan, $1,000,000 or a whole multiple of $500,000 100,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount)thereof. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Revolving Credit Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 subsection 11.2 prior to 4:00 P.M.12:00 Noon, New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower on such Borrowing Date by the Administrative Agent transferring by wire to the custodian of and for crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Revolving Credit Lenders and in like funds as received by the Administrative Agent. The failure of any Revolving Credit Lender to make the Revolving Credit Loan to be made by it as part of any borrowing shall not relieve any other Revolving Credit Lender of its obligation to make available its share of such borrowing.

Procedure for Borrowing. Subject to Section 4, the (a) A Borrower may borrow under the ----------------------- Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, provided that the -------- Borrower (or a Fund on its behalf) shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 11:00 A.M., 1:00 P.M. New York City time, three Working Days prior to the requested Borrowing Date for a Eurodollar Loan, and 11:00 a.m. time on the requested Borrowing Date for an ABR Loanin accordance with Section 9.2 hereof), specifying (i) the aggregate amount to be borrowed and the aggregate amount outstanding after giving effect to such borrowingborrowed, (ii) the Type of each Loan requestedrequested Borrowing Date, and (iii) instructions to apply a specific amount of the requested Borrowing Date and proceeds of such borrowing to repay the Swing Line Lender in an amount equal to the Swing Line Loans to such Borrower then outstanding (ivas contemplated by Section 2.2(b) with respect below). Subject to any Eurodollar LoanSection 2.15 hereof, the lengths of the initial Interest Periods therefor. The aggregate amount of each borrowing all borrowings by the Borrower under the Commitments Borrowers then borrowing on any Borrowing Date shall be in an amount equal to (i) as to each ABR Loan, $1,000,000 3,000,000 or a whole multiple of $500,000 1,000,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,0003,000,000, such lesser amount). Upon receipt of any such notice from the Borrowera Borrower (or a Fund on its behalf), the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the such Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 4:00 3:00 P.M., New York City time, on the Borrowing Date requested by the such Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the such Borrower on such Borrowing Date by the Administrative Agent transferring by wire to the custodian of and for the account of the such Borrower the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Borrowing. Subject to Section 4, the A Borrower may borrow under the Commitments ----------------------- during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, provided that the Borrower -------- shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 11:00 A.M.12:00 Noon, New York City time, three Working Days prior to the requested Borrowing Date for a Eurodollar Loan, and 11:00 a.m. time on the requested Borrowing Date for an ABR LoanDate), specifying (i) the aggregate amount to be borrowed borrowed, and the aggregate amount outstanding after giving effect to such borrowing, (ii) the Type of each Loan requested, (iii) the requested Borrowing Date and (iv) with respect to any Eurodollar Loan, the lengths of the initial Interest Periods thereforDate. The aggregate amount of each borrowing by the a Borrower under the Commitments on any Borrowing Date shall be in an amount equal to (i) as to each ABR Loan, $1,000,000 2,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount). Upon receipt of any such notice from the a Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the such Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 4:00 3:00 P.M., New York City time, on the Borrowing Date requested by the such Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the such Borrower on such Borrowing Date by the Administrative Agent transferring by wire to the custodian of and for the account of the such Borrower the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent; provided that if, on the Borrowing Date of -------- any Revolving Credit Loans of a Borrower, any Swing Line Loans to such Borrower shall be outstanding, the proceeds of such Revolving Credit Loans to such Borrower shall first be applied to pay in full such Swing Line Loans, with any remaining proceeds to be made available to such Borrower as provided above.

Procedure for Borrowing. Subject to Section 4, the The Borrower may borrow under the Aggregate Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 11:00 A.M.a.m., New York City time, (a) three Working Business Days prior to the requested Borrowing Date for a Date, if all or any part of the requested Loans initially are to be Eurodollar Loan, and 11:00 a.m. Loans or (b) on the requested Borrowing Date for an ABR LoanDate, otherwise), specifying (i) the aggregate amount to be borrowed and the aggregate amount outstanding after giving effect to such borrowingborrowed, (ii) the Type of each Loan requestedrequested Borrowing Date, (iii) whether the requested Borrowing Date borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof and (iv) with respect if the borrowing is to any be entirely or partly of Eurodollar LoanLoans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Periods therefor. The aggregate amount of each Each borrowing by the Borrower under the Aggregate Commitments on any Borrowing Date shall be in an amount equal to (i) as to each ABR Loan, $1,000,000 or a whole multiple of $500,000 consistent with the requirements set forth in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount)subsection 4.4. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 subsection 11.2 prior to 4:00 P.M.12:00 (noon), New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower on such Borrowing Date no later than 2:00 p.m. New York City time by the Administrative Agent transferring by wire to the custodian of and for crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Borrowing. Subject to Section 4, the The Borrower may borrow under the Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, ; provided that the Borrower shall give the Administrative Agent irrevocable notice written notice, in substantially the form of Exhibit I hereto (which notice must be received by the Administrative Agent prior to 11:00 A.M.a.m., New York City time, (a) three Working Business Days prior to the requested Borrowing Date for a Date, if all or any part of the requested Revolving Loans are to be initially Eurodollar Loan, and 11:00 a.m. Loans or (b) on the requested Borrowing Date for an Date, if all of the requested Loans are to be initially ABR LoanLoans), in each case specifying (i) the aggregate amount to be borrowed and the aggregate amount outstanding after giving effect to such borrowingborrowed, (ii) the Type of each Loan requestedrequested Borrowing Date, (iii) whether the requested Borrowing Date borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof and (iv) with respect if the borrowing is to any be entirely or partly of Eurodollar LoanLoans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Periods thereforfor such Eurodollar Loans. The aggregate amount Each borrowing of each borrowing by the Borrower under the Commitments on any Borrowing Date ABR Loans shall be in an amount equal to (i) as to each ABR Loan, $1,000,000 or a whole multiple of $500,000 100,000 in excess thereof (orthereof, if the then Available Commitments are less than and each borrowing of Eurodollar Loans shall be in an amount equal to $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 5,000,000 or a whole multiple of $500,000 1,000,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount)thereof. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 Agent’s Office prior to 4:00 P.M.1:00 p.m., New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower on such Borrowing Date by the Administrative Agent transferring by wire to the custodian of and for crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. The failure of any Lender to make a Revolving Loan to be made by it as part of any borrowing shall not relieve any other Lender of its obligation to make available its share of such borrowing.

Procedure for Borrowing. Subject to Section 4, the Borrower may borrow under the Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, provided that the The Borrower shall give the Administrative Agent irrevocable notice notice, in substantially the form attached hereto as Exhibit S, specifying the amount of the Initial Term Loans to be borrowed, whether the borrowing is to be of Eurocurrency Loans or ABR Loans or a combination thereof and if the borrowing is to be of more than one Type of Loan, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Periods therefor (if applicable) and the proposed Borrowing Date (which notice must be have been received by the Administrative Agent prior to 11:00 A.M.by (i) 12:00 P.M., New York City time, at least three Working Business Days (or such shorter period as may be agreed by the Administrative Agent in its reasonable discretion) prior to the requested Borrowing Date for a Eurodollar LoanEurocurrency Loans or (ii) 12:00 P.M., and 11:00 a.m. on New York City time, at least one Business Day (or such later time as may be agreed by the Administrative Agent in its reasonable discretion) prior to the requested Borrowing Date for an ABR Loan), specifying (i) the aggregate amount to be borrowed and the aggregate amount outstanding after giving effect to such borrowing, (ii) the Type of each Loan requested, (iii) the requested Borrowing Date and (iv) with respect to any Eurodollar Loan, the lengths of the initial Interest Periods therefor. The aggregate amount of each borrowing by the Borrower under the Commitments on any Borrowing Date shall be in an amount equal to (i) as to each ABR Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amountLoans). Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each applicable Lender thereof. Each Lender having an Initial Term Loan Commitment will make the amount of its pro rata share of the Initial Term Loans to be borrowed (subject to its Initial Term Loan Commitment) available, in each borrowing available to the Administrative Agent case for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 subsection 10.2 prior to 4:00 2:00 P.M., New York City timetime (or, on if the Borrowing Date requested time period for the Borrower’s delivery of notice was extended, such later time as agreed to by the Borrower and the Administrative Agent in its reasonable discretion, but in no event less than one hour following notice) on the Closing Date in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower The Administrative Agent shall on such Borrowing Date by the Administrative Agent transferring date credit by wire to the custodian of and for the account of transfer as directed by the Borrower the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Borrowing. Subject to Section 45.3, the Borrower may borrow under the Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 11:00 A.M.12:00 Noon, New York City time, (a) three Working Business Days prior to the requested Borrowing Date for a Date, in the case of Eurodollar LoanLoans, and 11:00 a.m. on or (b) one Business Day prior to the requested Borrowing Date for an Date, in the case of ABR LoanLoans), specifying (i) the aggregate amount and Type of Loans to be borrowed and the aggregate amount outstanding after giving effect to such borrowingborrowed, (ii) the Type of each Loan requested, (iii) the requested Borrowing Date and (iviii) with respect to any in the case of Eurodollar LoanLoans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Periods Period therefor. The aggregate amount of each Any Loans made on the Closing Date shall initially be ABR Loans. Each borrowing by the Borrower under the Commitments on any Borrowing Date shall be in an amount equal to (ix) as to each in the case of ABR LoanLoans, at least $1,000,000 or a whole multiple and (y) in the case of Eurodollar Loans, at least $500,000 in excess thereof 1,000,000 (or, if the then Available Commitments are less than $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then aggregate Available Commitments are less than $1,000,000, such lesser amount). Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 Funding Office prior to 4:00 P.M.11:00 A.M., New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower on such Borrowing Date by the Administrative Agent transferring by wire to the custodian of and for crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Borrowing. Subject to Section 4, the Borrower may borrow under the Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, provided that the (a) The Parent Borrower shall give the Administrative Agent irrevocable notice specifying the identity of each applicable Borrower (if not the Parent Borrower), the amount of the Initial Term B Loans and Initial Term C Loans to be borrowed on the Closing Date, the Type of Initial Term B Loans and Initial Term C Loans to be borrowed and, if applicable, the length of the initial Interest Period therefor (which notice must be have been received by the Administrative Agent prior to 11:00 A.M.1:00 P.M., New York City time, time (or such later time as may be agreed by the Administrative Agent in its reasonable discretion) at least three Working Business Days prior to the requested Borrowing Date for a Eurodollar LoanClosing Date, and 11:00 a.m. on the requested Borrowing Date for an ABR Loan), specifying (i) the aggregate amount to be borrowed and the aggregate amount outstanding after giving effect to such borrowing, (ii) the Type of each Loan requested, (iii) the requested Borrowing Date and (iv) with respect to any Eurodollar Loan, the lengths of the initial Interest Periods therefor. The aggregate amount of each borrowing by the Borrower under the Commitments on any Borrowing Date shall be in an amount equal to (i) as to each ABR Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amountirrevocable after funding). Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each applicable Lender thereof. Each Lender having an Initial Term B Loan Commitment or an Initial Term C Loan Commitment, as applicable, will make the amount of its pro rata share of the Initial Term B Loan Commitments and Initial Term C Loan Commitments, as applicable, available, in each borrowing available to the Administrative Agent case for the account of the applicable Borrower at the office of the Administrative Agent specified in Section 9.2 11.2 prior to 4:00 12:00 P.M., New York City timetime (or, if the time period for the Parent Borrower’s delivery of notice was extended, such later time as agreed to by the Parent Borrower and the Administrative Agent in its reasonable discretion, but in no event less than one hour following notice) on the Borrowing Closing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower The Administrative Agent shall on such Borrowing Date by the Administrative Agent transferring by wire to the custodian of and for date credit the account of the applicable Borrower on the books of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Borrowing. Subject to Section 4, the Borrower may borrow under the Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, provided that the The Borrower shall give the Administrative Agent irrevocable notice (notice, which notice must be executed by a Responsible Officer of the Borrower and received by the Administrative Agent prior to (a) 11:00 A.M., New York City time, three Working two Business Days prior to the requested Borrowing Date for a Eurodollar Loananticipated Closing Date, and in the case of EurodollarSOFR Loans, or (b) 11:00 a.m. A.M. New York City time, on the requested Borrowing Date for an Closing Date, in the case of ABR Loan)Loans, specifying requesting that the Lenders make the Loans on the Closing Date. Such notice shall specify (i) the aggregate amount to be borrowed and the aggregate amount outstanding after giving effect to such borrowingborrowed, (ii) the Type of each Loan requestedClosing Date, (iii) whether the requested Borrowing Date and borrowing is to be of EurodollarSOFR Loans, ABR Loans, or a combination thereof, (iv) with respect if the borrowing is to any Eurodollar Loanbe entirely or partly of EurodollarSOFR Loans, the respective lengths of the initial Interest Periods therefor. The aggregate amount of each therefor and (v) the account into which such borrowing by the Borrower under the Commitments on any Borrowing Date shall is to be in an amount equal to (i) as to each ABR Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount)deposited. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Not later than 1:00 P.M., New York City time, on the Closing Date each Lender will shall make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 4:00 P.M., New York City time, on the Borrowing Date requested by the Borrower in funds immediately available funds equal to the Administrative Agent. Such borrowing will then Loan or Loans to be made available to the Borrower on by such Borrowing Date by the Lender. The Administrative Agent transferring shall send by wire to the custodian transfer of and for the account of the Borrower immediate available funds the aggregate of the amounts made available to the Administrative Agent by the Lenders and to the account designated by the Borrower in like funds as received by such notice to the Administrative Agent.

Procedure for Borrowing. Subject to Section 4, the (a) The Borrower may borrow under the Commitments during the Commitment Period on any Working Business Day, provided that, with respect to Eurodollar Loansany borrowing, or any Business Day, with respect to ABR Loans, provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 11:00 A.M.12:00 noon (or, with respect to Swing Line Loans, 3:00 p.m.), New York City time, (i) three Working Business Days prior to the requested Borrowing Date for a if all or any part of the Loans are to be Eurodollar LoanLoans and (ii) one Business Day prior to the requested Borrowing Date (or, in the case of Swing Line Loans and, if the Effective Date occurs on the date this Agreement is executed and 11:00 a.m. delivered, Loans made on the Effective Date, on the requested Borrowing Date for an ABR Loan), Date) if the borrowing is to be solely of Alternate Base Rate Loans) and specifying (iA) the aggregate amount to be borrowed and of the aggregate amount outstanding after giving effect to such borrowing, (iiB) the Type of each Loan requestedwhether such Loans are initially to be Eurodollar Loans or Alternate Base Rate Loans or a combination thereof, (iiiC) if the requested Borrowing Date borrowing is to be entirely or partly Eurodollar Loans, the length of the Interest Period for such Eurodollar Loans and (ivD) with respect to any Eurodollar whether the Loan is a Term Loan, the lengths of the initial Interest Periods therefor. The aggregate amount of each borrowing by the Borrower under the Commitments on any Borrowing Date shall be in an amount equal to (i) as to each ABR a Swing Line Loan or Revolving Credit Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount). Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each affected Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 4:00 P.M.Not later than 12:00 noon, New York City time, on the Borrowing Date requested by the Borrower specified in funds immediately such notice, each affected Lender shall make available to the Administrative Agent. Such borrowing Agent at the office of the Administrative Agent specified in subsection 11.2 (or at such other location as the Administrative Agent may direct) an amount in immediately available funds equal to the amount of the Loan to be made by such Lender (except that proceeds of Swing Line Loans will then be made available to the Borrower on such Borrowing Date in accordance with subsection 3.4(a)). Loan proceeds received by the Administrative Agent transferring by wire hereunder shall promptly be made available to the custodian of and for Borrower by the Administrative Agent's crediting the account of the Borrower Borrower, at the aggregate office of the amounts made available to the Administrative Agent specified in subsection 11.2, with the aggregate amount actually received by the Administrative Agent from the Lenders and in like funds as received by the Administrative Agent.

Procedure for Borrowing. Subject to Section 4, the (a) A Borrower may borrow under the Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, provided that the Borrower (or a Fund on its behalf) shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 11:00 A.M., 1:00 P.M. New York City time, three Working Days prior to the requested Borrowing Date for a Eurodollar Loan, and 11:00 a.m. time on the requested Borrowing Date for an ABR Loanin accordance with Section 9.2 hereof), specifying (i) the aggregate amount to be borrowed and the aggregate amount outstanding after giving effect to such borrowingborrowed, (ii) the Type of each Loan requestedrequested Borrowing Date, and (iii) instructions to apply a specific amount of the requested Borrowing Date and proceeds of such borrowing to repay the Swing Line Lender in an amount equal to the Swing Line Loans to such Borrower then outstanding (ivas contemplated by Section 2.2(b) with respect below). Subject to any Eurodollar LoanSection 2.15 hereof, the lengths of the initial Interest Periods therefor. The aggregate amount of each borrowing all borrowings by the Borrower under the Commitments Borrowers then borrowing on any Borrowing Date shall be in an amount equal to (i) as to each ABR Loan, $1,000,000 3,000,000 or a whole multiple of $500,000 1,000,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,0003,000,000, such lesser amount). Upon receipt of any such notice from the Borrowera Borrower (or a Fund on its behalf), the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the such Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 4:00 3:00 P.M., New York City time, on the Borrowing Date requested by the such Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the such Borrower on such Borrowing Date by the Administrative Agent transferring by wire to the custodian of and for the account of the such Borrower the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Borrowing. Subject (a) Except with respect to Section 4Swing Line Loans, for which borrowing procedures are set forth in subsection 2.10, the Borrower Company may borrow under the Commitments during the Commitment Period on any Working Business Day, provided that, with respect to Eurodollar Loansthe borrowings, or any Business Dayif any, with respect to ABR Loanstake place on the Closing Date, provided that the Borrower Company shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 11:00 10:00 A.M., New York City time, on the Closing Date), and with respect to any subsequent borrowings, the Company shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time, (i) three Working Business Days prior to the requested Borrowing Date for a if all or any part of the Loans are to be Eurodollar Loan, Loans and 11:00 a.m. on (ii) one Business Day prior to the requested Borrowing Date for an if the borrowing is to be solely of ABR Loan), Loans) specifying (iA) the aggregate amount to be borrowed and of the aggregate amount outstanding after giving effect to such borrowing, (iiB) the Type of each Loan requestedwhether such Loans are initially to be Eurodollar Loans or ABR Loans, (iii) the requested Borrowing Date or a combination thereof, and (ivC) with respect if the borrowing is to any be entirely or partly Eurodollar LoanLoans, the lengths length of the initial Interest Periods therefor. The aggregate amount of each borrowing by the Borrower under the Commitments on any Borrowing Date shall be in an amount equal to (i) as to each ABR Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, Period for such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount)Loans. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of Bank (which notice shall in any event be delivered to each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to Bank by 4:00 P.M., New York City time, on such date). Not later than 12:00 Noon, New York City time, on the Borrowing Date requested by the Borrower specified in funds immediately such notice, each Bank shall make available to the Administrative AgentAgent at the office of the Administrative Agent specified in subsection 10.2 (or at such other location as the Administrative Agent may direct) an amount in immediately available funds equal to the amount of the Loan to be made by such Bank. Such borrowing will then Loan proceeds received by the Administrative Agent hereunder shall promptly be made available to the Borrower on such Borrowing Date Company by the Administrative Agent's crediting the account of the Company, at the office of the Administrative Agent specified in subsection 10.2, with the aggregate amount actually received by the Administrative Agent transferring by wire to from the custodian of and for the account of the Borrower the aggregate of the amounts made available to the Administrative Agent by the Lenders Banks and in like funds as received by the Administrative Agent.

Procedure for Borrowing. Subject to Section 4, the (a) A Borrower may borrow under the Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, provided that the Borrower (or a Registrant on its behalf) shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 11:00 A.M., 1:00 P.M. New York City time, three Working Days prior to the requested Borrowing Date for a Eurodollar Loan, and 11:00 a.m. time on the requested Borrowing Date for an ABR Loanin accordance with Section 9.2), specifying (i) the aggregate amount to be borrowed borrowed, and the aggregate amount outstanding after giving effect to such borrowing, (ii) the Type of each Loan requested, (iii) the requested Borrowing Date and (iv) with respect Date. Subject to any Eurodollar LoanSection 2.15, the lengths of the initial Interest Periods therefor. The aggregate amount of each borrowing by the a Borrower under the Commitments on any Borrowing Date shall be in an amount equal to (i) as to each ABR Loan, $1,000,000 100,000 or a whole multiple of $500,000 100,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000100,000, such lesser amount). Upon receipt of any such notice from the Borrowera Borrower (or a Registrant on its behalf), the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the such Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 4:00 P.M., New York City time, on the Borrowing Date requested by the such Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the such Borrower on such Borrowing Date by the Administrative Agent transferring by wire to the custodian of and for the account of the such Borrower the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent; provided that if, on the Borrowing Date of any Revolving Credit Loans of a Borrower, any Swing Line Loans to such Borrower shall be outstanding, the proceeds of such Revolving Credit Loans to such Borrower shall first be applied to pay in full such Swing Line Loans, with any remaining proceeds to be made available to such Borrower as provided above.

Procedure for Borrowing. (a) Subject to Section 4the terms and conditions hereof, the any Borrower or Borrowers may borrow under the Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loansprovided, provided except as set forth in Section 2.2(b), that the -------- such Borrower or Borrowers shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 11:00 A.M.12:00 Noon, New York City time, three Working Business Days prior to the requested Borrowing Date for a Eurodollar Loan, and 11:00 a.m. on the requested Borrowing Date for an ABR Loan)Date, specifying (i) the aggregate amount to be borrowed and the aggregate amount outstanding after giving effect to such borrowing, (ii) the Type of each Loan requested, (iii) the requested Borrowing Date. If any Drawdown Certificate requests that a borrowing be made on the Borrowing Date and (iv) with respect specified therein to finance amounts then due under invoices submitted to any Eurodollar Loan, the lengths of the initial Interest Periods therefor. The aggregate amount of each borrowing Borrower by the Borrower under Vendor pursuant to the Commitments on any Borrowing Date shall be in an amount equal to (i) as to each ABR Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000Supply Contracts, such lesser amount); (ii) as Drawdown Certificate shall identify such invoices and the amounts being paid thereunder pursuant to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount)Borrowing. Upon receipt of any such notice Drawdown Certificate from the Borrowerrelevant Borrower(s), the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account account(s) of the Borrower relevant Borrower(s) at the office of the Administrative Agent specified in Section 9.2 11.2 prior to 4:00 P.M.11:00 A.M., New York City time, on the Borrowing Date requested by the Borrower Borrower(s) in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower Borrower(s) by the Administrative Agent (x) with respect to amounts to be used to pay invoices pursuant to the Supply Contracts, by crediting the account of the Vendor designated in its borrowing notice prior to 2:00 P.M., New York City time, on such Borrowing Date by with the Administrative Agent transferring by wire to the custodian of and for the account lesser of the Borrower the (1) aggregate of the amounts made available to the Administrative Agent by the Lenders and (2) the aggregate amount of such invoices and (y) with respect to proceeds to be used for any other permitted use, by crediting the account(s) of the relevant Borrower(s) designated in like funds as received by the Administrative AgentDrawdown Certificate prior to 1:00 P.M., New York time, on such Borrowing Date. The Borrowers may borrow no more than once in any month.

Procedure for Borrowing. Subject to Section 4, the The Borrower may borrow under the Revolving Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, ; provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 11:00 A.M.12:00 P.M., New York City time, three Working Business Days prior to the requested Borrowing Date for a Date, in the case of Eurodollar Loan, and 11:00 a.m. on the requested Borrowing Date for an ABR LoanLoans or Base Rate Loans), specifying (i) the aggregate amount and Type of Loans to be borrowed and the aggregate amount outstanding after giving effect to such borrowingborrowed, (ii) the Type of each Loan requested, (iii) the requested Borrowing Date and (iviii) with respect to any in the case of Eurodollar LoanLoans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Periods Period therefor. The aggregate amount of each Each borrowing by the Borrower under the Revolving Commitments on any Borrowing Date shall be in an amount equal to (ix) as to each ABR Loanin the case of Base Rate Loans, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount); ) and (iiy) as to each in the case of Eurodollar LoanLoans, $1,000,000 25,000,000 or a whole multiple of $500,000 1,000,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount)thereof. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 Funding Office prior to 4:00 12:00 P.M., New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower on such Borrowing Date by the Administrative Agent transferring by wire to the custodian of and for crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. Notwithstanding anything to the contrary herein, if all of the Lenders are DT Entities, the Borrower may not request, and the Lenders shall have no obligation to provide, borrowings in the form of Base Rate Loans without the prior written consent of the Required Lenders for each such borrowing.

Procedure for Borrowing. Subject to Section 4the terms and conditions hereof, the Borrower may borrow under the Commitments Loans during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, provided that the Borrower shall give deliver to the Administrative Agent an irrevocable notice Borrowing Request (which notice must be received by the Administrative Agent prior to 11:00 A.M., New York City time, three Working Business Days prior to the requested Borrowing Date for a Date, in the case of Eurodollar LoanLoans, and 11:00 a.m. or on the requested Borrowing Date for an Date, in the case of ABR LoanLoans), specifying (i) the aggregate amount and Type of Loans to be borrowed and the aggregate amount outstanding after giving effect to such borrowingborrowed, (ii) the Type of each Loan requested, (iii) the requested Borrowing Date and (iv) with respect to any in the case of Eurodollar LoanLoans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Periods Period therefor. The aggregate amount Each borrowing of each borrowing by the Borrower under the Commitments on any Borrowing Date Loans shall be in an amount equal to (ix) as to each in the case of ABR LoanLoans, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Total Available Commitments are less than $1,000,000, such lesser amount); ) and (iiy) as to each in the case of Eurodollar LoanLoans, $1,000,000 5,000,000 or a whole multiple of $500,000 1,000,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount)thereof. Upon receipt of any such notice Borrowing Request from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 Funding Office prior to 4:00 P.M.12:00 Noon, New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower on such Borrowing Date by the Administrative Agent transferring by wire to the custodian of and for crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Borrowing. Subject to Section 4, the (a) A Borrower may borrow under the Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, provided that the Borrower (or a Registrant on its behalf) shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 11:00 A.M., New York City time, three Working Days prior to the requested Borrowing Date for a Eurodollar Loan, and 11:00 a.m. 1:00 P.X. Xxx Xxxx Xxxx time on the requested Borrowing Date for an ABR Loanin accordance with Section 9.2), specifying (i) the aggregate amount to be borrowed borrowed, and the aggregate amount outstanding after giving effect to such borrowing, (ii) the Type of each Loan requested, (iii) the requested Borrowing Date and (iv) with respect Date. Subject to any Eurodollar LoanSection 2.15, the lengths of the initial Interest Periods therefor. The aggregate amount of each borrowing by the a Borrower under the Commitments on any Borrowing Date shall be in an amount equal to (i) as to each ABR Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 100,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount). Upon receipt of any such notice from the Borrowera Borrower (or a Fund on its behalf), the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the such Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 4:00 P.M., New York City time, on the Borrowing Date requested by the such Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the such Borrower on such Borrowing Date by the Administrative Agent transferring by wire to the custodian of and for the account of the such Borrower the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent; provided that if, on the Borrowing Date of any Revolving Credit Loans of a Borrower, any Swing Line Loans to such Borrower shall be outstanding, the proceeds of such Revolving Credit Loans to such Borrower shall first be applied to pay in full such Swing Line Loans, with any remaining proceeds to be made available to such Borrower as provided above. Anything to the contrary in this Agreement notwithstanding, each of the Administrative Agent, each Lender and the Swing Line Lender may rely solely upon a telephonic request which the Administrative Agent or the Swing Line Lender, as the case may be, reasonably believes is made on behalf of a Borrower in making Revolving Credit Loans or Swing Line Loans hereunder. Each such telephonic request for a Revolving Credit Loan or Swing Line Loan shall constitute a representation and warranty by the applicable Borrower as of the date thereof that the conditions contained in Section 4.2 have been satisfied with respect to such Borrower. Such telephonic request shall be confirmed promptly in writing, by facsimile or other mutually acceptable electronic transmission medium, which written confirmation must be received by the Administrative Agent or Swing Line Lender, as the case may be, on the proposed Borrowing Date in form and substance satisfactory to the Administrative Agent or Swing Line Lender, as the case may be. Each Borrower agrees to indemnify and hold harmless the Administrative Agent, each Lender and the Swing Line Lender for any reasonable action taken, including, without limitation, the making of Revolving Credit Loans or Swing Line Loans to such Borrower hereunder, or loss or expense incurred, by the Administrative Agent, such Lender or the Swing Line Lender in good faith reliance upon such telephonic request for a Revolving Credit Loan or Swing Line Loan; provided that such Borrower shall not be liable for any such action, loss or expense to the extent the same shall result solely from the gross negligence or willful misconduct of the Administrative Agent or the Swing Line Lender.

Procedure for Borrowing. Subject to Section 4, the The Borrower may borrow under the Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, ; provided that the Borrower shall give the Administrative Agent irrevocable notice written notice, in substantially the form of Exhibit I (which notice must be received by the Administrative Agent prior to 11:00 A.M.a.m., New York City time, (a) three Working Business Days prior to the requested Borrowing Date for a Date, if all or any part of the requested Revolving Loans are to be initially Eurodollar Loan, and 11:00 a.m. Loans or (b) on the requested Borrowing Date for an Date, if all of the requested Loans are to be initially ABR LoanLoans), in each case specifying (i) the aggregate amount to be borrowed and the aggregate amount outstanding after giving effect to such borrowingborrowed, (ii) the Type of each Loan requestedrequested Borrowing Date, (iii) whether the requested Borrowing Date borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof and (iv) with respect if the borrowing is to any be entirely or partly of Eurodollar LoanLoans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Periods thereforfor such Eurodollar Loans. The aggregate amount Each borrowing of each borrowing by the Borrower under the Commitments on any Borrowing Date ABR Loans (other than Swingline Loans) shall be in an amount equal to (i) as to each ABR Loan, $1,000,000 or a whole higher integral multiple of $500,000 100,000, and each borrowing of Eurodollar Loans shall be in excess thereof (or, if the then Available Commitments are less than an amount equal to $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 5,000,000 or a whole higher integral multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount). Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 Agent’s Office prior to 4:00 P.M.1:00 p.m., New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower on such Borrowing Date by the Administrative Agent transferring by wire to the custodian of and for crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. The failure of any Lender to make a Revolving Loan to be made by it as part of any borrowing shall not relieve any other Lender of its obligation to make available its share of such borrowing.

Procedure for Borrowing. (a) Subject to Section 4the terms and conditions hereof, the any Borrower or Borrowers may borrow under the Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR LoansPROVIDED, provided except as set forth in Section 2.2(b), that the such Borrower or Borrowers shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 11:00 A.M.12:00 Noon, New York City time, three Working Business Days prior to the requested Borrowing Date for a Eurodollar Loan, and 11:00 a.m. on the requested Borrowing Date for an ABR Loan)Date, specifying (i) the aggregate amount to be borrowed and the aggregate amount outstanding after giving effect to such borrowing, (ii) the Type of each Loan requested, (iii) the requested Borrowing Date. If any Drawdown Certificate requests that a borrowing be made on the Borrowing Date and (iv) with respect specified therein to finance amounts then due under invoices submitted to any Eurodollar Loan, the lengths of the initial Interest Periods therefor. The aggregate amount of each borrowing Borrower by the Borrower under Vendor pursuant to the Commitments on any Borrowing Date shall be in an amount equal to (i) as to each ABR Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000Supply Contract, such lesser amount); (ii) as Drawdown Certificate shall identify such invoices and the amounts being paid thereunder pursuant to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount)Borrowing. Upon receipt of any such notice Drawdown Certificate from the Borrowerrelevant Borrower(s), the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account account(s) of the Borrower relevant Borrower(s) at the office of the Administrative Agent specified in Section 9.2 11.2 prior to 4:00 P.M.12:00 Noon, New York City time, on the Borrowing Date requested by the Borrower Borrower(s) in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower Borrower(s) by the Administrative Agent (x) with respect to amounts to be used to pay invoices pursuant to the Supply Contract, by crediting the account of the Vendor designated in its borrowing notice prior to 1:00 P.M., New York City time, on such Borrowing Date by with the Administrative Agent transferring by wire to the custodian of and for the account lesser of the Borrower the (1) aggregate of the amounts made available to the Administrative Agent by the Lenders and (2) the aggregate amount of such invoices and (y) with respect to proceeds to be used for any other permitted use, by crediting the account(s) of the relevant Borrower(s) designated in like funds as received the Drawdown Certificate prior to 1:00 P.M., New York time, on such Borrowing Date; PROVIDED, HOWEVER, if Lucent or any Affiliate thereof is a Lender and Loans are to be used to pay invoices pursuant to the Supply Contract, then such Lender may make its Loan or Loans by crediting the Administrative Agentamount thereof against the account of the Vendor and such Lender shall be deemed to have made a Loan in the amount of such credit. The Borrowers may borrow no more than once in any month.

Procedure for Borrowing. Subject to Section 4, the Borrower may borrow under the Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, provided that the The Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to (a) 11:00 A.M.a.m., New York City time, three Working Business Days prior to the requested Borrowing Date for a Date, if all or any part of the requested Loans are to be initially Eurodollar LoanLoans or (b) 11:00 a.m., and 11:00 a.m. New York City time, on the requested Borrowing Date for an if the requested Loans are to be initially ABR Loan)Loans, specifying (i) the aggregate amount to be borrowed and the aggregate amount outstanding after giving effect to such borrowingborrowed, (ii) the Type of each Loan requestedrequested Borrowing Date, (iii) whether the requested Borrowing Date borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof and (iv) with respect if the borrowing is to any be entirely or partly of Eurodollar LoanLoans, the respective amounts of each such Loan and the respective lengths of the initial Interest Periods therefor. The aggregate amount Each borrowing of each borrowing by the Borrower under the Commitments on any Borrowing Date Loans shall be in an a minimum aggregate principal amount equal to (i) as to each ABR Loan, of $1,000,000 50,000,000 or a whole multiple of $500,000 5,000,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount)thereof. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereofof the aggregate amount of such borrowing and of the amount of such Lender’s Loans. Each Lender will make the amount of its pro rata share of each borrowing Loans available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 11.2 prior to 4:00 P.M.2:00 p.m., New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower on such Borrowing Date by the Administrative Agent transferring by wire to the custodian of and for crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Borrowing. Subject to Section 4, the A Borrower may borrow under the Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, provided that the Borrower (or a Fund on its behalf) shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 11:00 A.M., 3:00 P.M. New York City time, three Working Days prior to the requested Borrowing Date for a Eurodollar Loan, and 11:00 a.m. time on the requested Borrowing Date for an ABR Loanin accordance with Section 9.2 hereof), specifying (i) the aggregate amount to be borrowed borrowed, and the aggregate amount outstanding after giving effect to such borrowing, (ii) the Type of each Loan requested, (iii) the requested Borrowing Date and (iv) with respect Date. Subject to any Eurodollar LoanSection 2.15 hereof, the lengths of the initial Interest Periods therefor. The aggregate amount of each borrowing by the a Borrower under the Commitments on any Borrowing Date shall be in an amount equal to (i) as to each ABR Loan, $1,000,000 500,000 or a whole multiple of $500,000 100,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000500,000, such lesser amount); (ii) as , provided that the aggregate amount of all borrowings by the Borrowers then borrowing on any Borrowing Date shall be in an amount equal to each Eurodollar Loan, $1,000,000 5,000,000 or a whole multiple of $500,000 1,000,000 in excess thereof (or, if the then Available Commitments are less than $1,000,0005,000,000, such lesser amount). Upon receipt of any such notice from the Borrowera Borrower (or a Fund on its behalf), the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the such Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 4:00 P.M., New York City time, on the Borrowing Date requested by the such Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the such Borrower on such Borrowing Date by the Administrative Agent transferring by wire to the custodian of and for the account of the such Borrower the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent; provided that if, on the Borrowing Date of any Revolving Credit Loans of a Borrower, any Swing Line Loans to such Borrower shall be outstanding, the proceeds of such Revolving Credit Loans to such Borrower shall first be applied to pay in full such Swing Line Loans, with any remaining proceeds to be made available to such Borrower as provided above. Anything to the contrary in this Agreement notwithstanding, each of the Administrative Agent and the Swing Line Lender may rely solely upon a telephonic request which it reasonably believes is made on behalf of a Borrower in making Revolving Credit Loans or Swing Line Loans hereunder. Each such telephonic request for a Revolving Credit Loan or Swing Line Loan shall constitute a representation and warranty by the applicable Borrower as of the date thereof that the conditions contained in Section 4.2 have been satisfied with respect to such Borrower. Such telephonic request shall be confirmed promptly in writing, by facsimile or other mutually acceptable electronic transmission medium, which written confirmation must be received by the Administrative Agent or Swing Line Lender, as the case may be, on the proposed Borrowing Date in form and substance satisfactory to the Administrative Agent or Swing Line Lender, as the case may be. Each Borrower agrees to indemnify and hold the Administrative Agent and Swing Line Lender harmless for any reasonable action taken, including, without limitation, the making of Revolving Credit Loans or Swing Line Loans to such Borrower hereunder, or loss or expense incurred, by the Administrative Agent or Swing Line Lender in good faith reliance upon such telephonic request for a Revolving Credit Loan or Swing Line Loan; provided that such Borrower shall not be liable for any such action, loss or expense to the extent the same shall result solely from the gross negligence or willful misconduct of the Administrative Agent or the Swing Line Lender.

Procedure for Borrowing. Subject to Section 4, the (a) Borrower may borrow under the Commitments during the Commitment Period on any Working Business Day; provided that, with respect to Eurodollar Loansany borrowing, or any Business Day, with respect to ABR Loans, provided that the Borrower shall give the Administrative Agent irrevocable notice in the form of Exhibit P (which notice must be received by the Administrative Administra- tive Agent prior to 11:00 A.M.(i) 1:00 p.m., New York City time, three Working Business Days prior to the requested Borrowing Date for a if all or any part of the Loans are to be Eurodollar LoanLoans and (ii) 1:00 p.m. (or, with respect to Swing Line Loans, 3:00 p.m.), New York City time, one Business Day prior to the re- quested Borrowing Date (or, in the case of Swing Line Loans and, if the Closing Date occurs on the date this Agreement is executed and 11:00 a.m. delivered, Loans made on the Closing Date, 3:00 p.m. on the requested Borrowing Date for an ABR Loan), specifying Date) if the borrowing is to be solely of Alternate Base Rate Loans and specify- ing (ia) the aggregate amount to be borrowed and of the aggregate amount outstanding after giving effect to such borrowing, (iib) the Type of each Loan requestedwhether such Loans are initially to be Eurodollar Loans or Alternate Base Rate Loans or a combination thereof, (iiic) if the requested Borrowing Date borrowing is to be entirely or partly Eurodollar Loans, the length of the Interest Period for such Eurodollar Loans and (ivd) with respect to any Eurodollar whether the Loan is a Tranche B Term Loan, the lengths of the initial Interest Periods therefor. The aggregate amount of each borrowing by the Borrower under the Commitments on any Borrowing Date shall be in an amount equal to (i) as to each ABR a Swing Line Loan or Revolving Credit Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount). Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each affected Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 4:00 P.M.Not later than 12:00 noon, New York City time, on the Borrowing Date requested by the Borrower specified in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower on such Borrowing Date by the Administrative Agent transferring by wire to the custodian of and for the account of the Borrower the aggregate of the amounts made notice, each affected Lender shall make available to the Administrative Agent at the office of the Administrative Agent specified in subsection 11.2 (or at such other lo- cation as the Administrative Agent may direct) an amount in immediately available funds equal to the amount of the Loan to be made by such Lender (except that proceeds of Swing Line Loans will be made available to Bor- rower in accordance with subsection 3.4(a)). Loan proceeds received by the Lenders Administrative Agent hereunder shall promptly be made available to Borrower by the Administrative Agent's crediting the account of Borrower, at the of- fice of the Administrative Agent specified in subsection 11.2, with the ag- gregate amount actually received by the Administrative Agent from the Lend- ers and in like funds as received by the Administrative Agent. (b) Any borrowing of Eurodollar Loans hereunder shall be in such amounts and be made pursuant to such elections so that, after giving effect thereto, (i) the aggregate principal amount of all Eurodollar Loans having the same Interest Period shall not be less than $1,000,000 or a whole multiple of $100,000 in excess thereof, and (ii) no more than six In- terest Periods shall be in effect at any one time. 4.2.

Procedure for Borrowing. Subject to Section 4, the The Borrower may borrow under the Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, provided that the Borrower shall give deliver to the Administrative Agent an irrevocable notice Requisition (which notice Requisition must be received by the Administrative Agent prior to 11:00 A.M.12:00 Noon, New York City time, three Working Business Days prior to the requested Borrowing Date for a Eurodollar LoanDate, and 11:00 a.m. on unless the borrowing is to be entirely ABR Loans, in which event such Requisition must be received one Business Day prior to the requested Borrowing Date for an ABR LoanDate), specifying (i) the aggregate amount to be borrowed and the aggregate amount outstanding after giving effect to such borrowingborrowed, (ii) the Type of each Loan requestedrequested Borrowing Date, (iii) whether the requested Borrowing Date borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof and (iv) with respect if the borrowing is to any be entirely or partly of Eurodollar LoanLoans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Periods therefor. The aggregate amount of each Each borrowing by the Borrower under the Commitments on any Borrowing Date (other than borrowings of Interest Payment Loans) shall be in an amount equal to (ix) as to each in the case of ABR LoanLoans, at least $1,000,000 500,000 or a whole multiple of $500,000 100,000 in excess thereof (oror if less, if the then Total Available Commitments are less than or the amount representing Property Acquisition Costs for any Property) and (y) in the case of Eurodollar Loans, at least $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 500,000 or a whole multiple of $500,000 100,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount)thereof. Upon receipt of any such notice Requisition from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 4:00 P.M.12:00 Noon, New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower on such Borrowing Date by the Administrative Agent transferring crediting an account designated by wire to the custodian of and for the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. The Borrower may submit no more than three (3) Requisitions in any calendar month in total; each Requisition may be applied as to either Project Costs or Property Acquisition Costs or both but with a maximum of one Project Cost Requisition per month.

Procedure for Borrowing. Subject In order to Section 4effect a borrowing hereunder, the Borrower may borrow under the Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, provided that the Borrower shall give the Administrative Agent irrevocable notice a Notice of Borrowing (which notice must be received by the Administrative Agent prior to 11:00 A.M.1:00 P.M., New York City time, three Working (3) Business Days prior to the requested Borrowing Date for a Eurodollar Loan, and 11:00 a.m. on the requested Borrowing Date for an ABR Loan)Date, specifying (i) the aggregate amount to be borrowed and the aggregate amount outstanding after giving effect to such borrowing, (ii) the Type of each Loan requested, (iii) the requested Borrowing Date and (iv) with respect to any Eurodollar Loan, which must be during the lengths of the initial Interest Periods thereforAvailability Period). The aggregate amount of each Each borrowing by the Borrower under the Commitments on any Borrowing Date shall be in an aggregate amount equal to (i) as to each ABR Loan, $1,000,000 50,000,000 or a whole multiple of $500,000 10,000,000 in excess thereof (or, if or in an amount equal to the then Available Commitments are less than $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount)remaining Commitments. Upon receipt of any such notice Notice of Borrowing from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 Funding Office prior to 4:00 P.M.12:00 Noon, New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available not later than 1:00 P.M., New York City time, to the Borrower on such Borrowing Date by the Administrative Agent transferring by wire to the custodian of and for crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. In no event may the Borrower request more than four borrowings hereunder. Without duplication of the fee set forth in Section 2.6, the Borrower agrees to pay to the Administrative Agent the fees in the amounts and on the dates previously agreed to in the Fee Letter.

Procedure for Borrowing. Subject to Section 4, the Borrower may borrow under the Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, provided that the The Borrower shall give the Administrative Agent irrevocable notice in writing in the form of a Borrowing Notice (which notice must be received by the Administrative Agent prior to 11:00 A.M.2:00 P.M., New York City time, (a) three Working (3) Business Days prior to the requested Borrowing Date for a Eurodollar Loananticipated Closing Date, and 11:00 a.m. in the case of LIBOR Loans, or (b) one (1) Business Day prior to the anticipated Closing Date, in the case of Alternate Base Rate Loans) requesting that the Lenders make the Loans on the requested Closing Date. Such Borrowing Date Notice shall specify whether the Loans shall initially consist of Alternate Base Rate Loans or LIBOR Loans and in the case of LIBOR Loans, the Interest Period or Interest Periods with respect thereto. If no election of an Interest Period is specified in such Borrowing Notice in the case of a Borrowing consisting of LIBOR Loans, such notice shall be deemed to be a request for an ABR Loan), specifying Interest Period of one (i1) the aggregate amount month. If no election is made as to be borrowed and the aggregate amount outstanding after giving effect to such borrowing, (ii) the Type of each Loan requested, (iii) the requested Borrowing Date and (iv) with respect to any Eurodollar Loan, the lengths of the initial Interest Periods therefor. The aggregate amount of each borrowing by the Borrower under the Commitments on any such Borrowing Date Notice shall be in an amount equal deemed to (i) as to each ABR Loan, $1,000,000 or be a whole multiple request for a Borrowing consisting of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount)Alternate Base Rate Loans. Upon receipt of any such notice from the Borrower, Borrowing Notice the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 4:00 Not later than 2:00 P.M., New York City time, on the Borrowing Closing Date requested by the Borrower in funds immediately each Lender shall make available to the Administrative AgentAgent at the Funding Office an amount in immediately available funds equal to its Commitment. Such borrowing will then be made available to the Borrower on such Borrowing Date by the The Administrative Agent transferring by wire to the custodian of and for the account of the Borrower shall disburse the aggregate of the amounts made available to the Administrative Agent by the Lenders by depositing such amount in immediately available funds to the account of the Borrower specified in the Borrowing Notice. Each Lender may, at its option, fulfill its obligation to make LIBOR Loans by causing a foreign branch or Affiliate of such Lender to fund such LIBOR Loans; provided, however, that any exercise of such option shall not affect the obligation of the Borrower to repay Loans in accordance with the terms hereof or increase the costs to the Borrower payable hereunder in respect of LIBOR Loans. Subject to the other provisions of this Section 2.1 and in like funds as received by the Administrative Agentprovisions of Section 2.6, Loans of more than one Type may be outstanding at the same time.

Procedure for Borrowing. Subject to Section 4, the The Borrower may borrow under the Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, ; provided that the Borrower shall give the Administrative Agent an irrevocable notice Notice of Borrowing (which notice must be received by the Administrative Agent prior to 11:00 A.M., New York City time, 10:00 A.M. (a) three Working (3) Business Days prior to the requested Borrowing Date for a Date, in the case of Eurodollar LoanLoans, and 11:00 a.m. on or (b) one (1) Business Day prior to the requested Borrowing Date for an Date, in the case of ABR LoanLoans) (in each case, with originals to follow within three (3) Business Days to the extent required by the Administrative Agent) (provided that any such Notice of Borrowing of ABR Loans to finance payments under Section 3.5(a) may be given not later than 10:00 A.M. on the date of the proposed borrowing), in each such case specifying (i) the aggregate amount and Type of Loans to be borrowed and the aggregate amount outstanding after giving effect to such borrowingborrowed, (ii) the Type of each Loan requestedrequested Borrowing Date, (iii) in the requested Borrowing Date and (iv) with respect to any case of Eurodollar LoanLoans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Periods Period therefor, and (iv) instructions for remittance of the proceeds of the Loans to be borrowed. The aggregate amount of each Each borrowing by the Borrower under the Commitments on any Borrowing Date shall be in an amount minimum amounts equal to (iA) as $100,000 with respect to each ABR Loan, Loans and (B) $1,000,000 or with respect to Eurodollar Loans, or, in each case, a whole multiple of $500,000 100,000 in excess thereof (or, if the then aggregate Available Commitments are less than $1,000,000such required minimum amount, such lesser amount); (ii) as provided that the Swingline Lender may request, on behalf of the Borrower, borrowings under the. Commitments that are ABR Loans in other amounts pursuant to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount)Section 2.7. Upon receipt of any such notice Notice of Borrowing from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each such borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 Funding Office prior to 4:00 P.M., New York City time, 12:00 P.M. on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower on such Borrowing Date by the Administrative Agent transferring by wire crediting such account as is designated in writing to the custodian of and for the account of Administrative Agent by the Borrower with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Borrowing. Subject to Section 4, the The Borrower may borrow under the Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, provided that the Borrower shall give gave the Administrative Agent irrevocable notice (which notice must be received by in writing in the Administrative Agent prior to 11:00 A.M., New York City time, three Working Days prior to form of a Borrowing Notice requesting that the requested Borrowing Date for a Eurodollar Loan, and 11:00 a.m. Initial 2012 Lenders make the Loans on the requested Closing Date. Such Borrowing Date Notice specified whether the Loans initially consisted of Alternate Base Rate Loans or LIBOR Loans and in the case of LIBOR Loans, the Interest Period or Interest Periods with respect thereto. If no election of an Interest Period was specified in such Borrowing Notice in the case of a Borrowing consisting of LIBOR Loans, such notice was deemed to be a request for an ABR Loan), specifying Interest Period of one (i1) the aggregate amount month. If no election was made as to be borrowed and the aggregate amount outstanding after giving effect to such borrowing, (ii) the Type of each Loan requested, (iii) the requested Borrowing Date and (iv) with respect to any Eurodollar Loan, the lengths such Borrowing Notice was deemed to be a request for a Borrowing consisting of the initial Interest Periods therefor. The aggregate amount of each borrowing by the Borrower under the Commitments on any Borrowing Date shall be in an amount equal to (i) as to each ABR Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount)Alternate Base Rate Loans. Upon receipt of any such notice from the Borrower, Borrowing Notice the Administrative Agent shall promptly notify notified each Initial 2012 Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 4:00 Not later than 2:00 P.M., New York City time, on the Borrowing Closing Date requested by the Borrower in funds immediately each Initial 2012 Lender made available to the Administrative AgentAgent at the Funding Office an amount in immediately available funds equal to its Commitment. Such borrowing will then be made available to the Borrower on such Borrowing Date by the The Administrative Agent transferring by wire to the custodian of and for the account of the Borrower disbursed the aggregate of the amounts made available to the Administrative Agent by the Lenders by depositing such amount in immediately available funds to the account of the Borrower specified in the Borrowing Notice. Each Lender may, at its option, fulfill its obligation to make LIBOR Loans by causing a foreign branch or Affiliate of such Lender to fund such LIBOR Loans; provided, however, that any exercise of such option shall not affect the obligation of the Borrower to repay Loans in accordance with the terms hereof or increase the costs to the Borrower payable hereunder in respect of LIBOR Loans. Subject to the other provisions of this Section 2.1 and in like funds as received by the Administrative Agentprovisions of Section 2.6, Loans of more than one Type may be outstanding at the same time.

Procedure for Borrowing. Subject to Section 4, the The Borrower may borrow under the Revolving Credit Commitments during the Revolving Credit Commitment Period on any Working Day, with respect if all or any part of the requested Revolving Credit Loans are to be initially Eurodollar Loans, or on any Business Day, with respect to ABR Loansotherwise, provided that the Borrower shall give the Administrative Agent irrevocable notice in writing (which notice must be received by the Administrative Agent prior to 11:00 A.M., New York City time), (a) three Working Days prior to the requested Borrowing Date for a Eurodollar LoanDate, and 11:00 a.m. on if all or any part of the requested Borrowing Date Revolving Credit Loans are to be initially Eurodollar Loans, or (b) on a Business Day for an ABR Loan)Base Rate Loans to made on that day, specifying (i) the aggregate amount to be borrowed and the aggregate amount outstanding after giving effect to such borrowingborrowed, (ii) the Type of each Loan requestedrequested Borrowing Date, (iii) whether the requested Borrowing Date borrowing is to be of Eurodollar Loans, Base Rate Loans or a combination thereof and (iv) with respect if the borrowing is to any be entirely or partly of Eurodollar LoanLoans, the lengths of the initial Interest Periods therefortherefor signed by a Responsible Officer. The aggregate amount Each borrowing of each borrowing by the Borrower Eurodollar Loans under the Commitments on any Borrowing Date shall be in an amount equal to (i) as $5,000,000 or a whole multiple of $250,000 in excess thereof. Each borrowing of Base Rate Loans under the Commitments shall be in an amount equal to each ABR Loan, $1,000,000 or a whole multiple of $500,000 1,000,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount)thereof. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender Bank thereof. Each Lender Bank will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 subsection 12.2 prior to 4:00 1:00 P.M., New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower on such Borrowing Date by the Administrative Agent transferring by wire to the custodian of and for crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders Banks and in like funds as received by the Administrative Agent.

Procedure for Borrowing. Subject to Section 4, the Borrower may borrow under the Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, provided that the The Borrower shall give the Administrative Agent irrevocable notice of the Borrowing by means of the completion and delivery to the Administrative Agent of the Funding Request (which notice Funding Request must be received by the Administrative Agent prior to (a) 11:00 A.M., New York City time, three Working Business Days prior to the requested Borrowing Date for a Eurodollar LoanDate, and 11:00 a.m. on if all or any part of the requested Loans are to be initially Eurodollar Loans or (b) 11:00 A.M., New York City time, one Business Day prior to the Borrowing Date for an ABR LoanDate, otherwise), specifying (i) the aggregate amount to be borrowed and the aggregate amount outstanding after giving effect to such borrowingborrowed, (ii) the Type of each Loan requestedBorrowing Date, (iii) whether the requested Borrowing Date is to be of Eurodollar Loans, ABR Loans or a combination thereof and (iv) with respect if the Borrowing is to any be entirely or partly of Eurodollar LoanLoans, the respective amounts of each such Loan and the respective lengths of the initial Interest Periods therefor. The aggregate amount of each borrowing by the Borrower under the Commitments on any Borrowing Date shall be in an amount equal to (i) as to each ABR Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount). Upon receipt of any such notice the Funding Request from the Borrower, the Administrative Agent shall promptly notify each Lender of the aggregate amount of the Borrowing and of the amount of such Lender’s proportionate share thereof. Each Lender will make the amount of its pro rata proportionate share of each borrowing the Borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 4:00 P.M.8:30 A.M., New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing The Borrowing will then be made available to the Borrower on such Borrowing Date by the Administrative Agent transferring by wire to the custodian of and for the crediting such account of the Borrower as indicated in the Funding Request with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative AgentAgent prior to 9:30 A.M., New York City time, on the Borrowing Date.

Procedure for Borrowing. Subject to Section 4, the (a) A Borrower may borrow under the Commitments during the Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, provided that the Borrower (or a Registrant on its behalf) shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 11:00 A.M., 1:00 P.M. New York City time, three Working Days prior to the requested Borrowing Date for a Eurodollar Loan, and 11:00 a.m. time on the requested Borrowing Date for an ABR Loanin accordance with Section 9.2), specifying (i) the aggregate amount to be borrowed borrowed, and the aggregate amount outstanding after giving effect to such borrowing, (ii) the Type of each Loan requested, (iii) the requested Borrowing Date and (iv) with respect Date. Subject to any Eurodollar LoanSection 2.15, the lengths of the initial Interest Periods therefor. The aggregate amount of each borrowing by the a Borrower under the Commitments on any Borrowing Date shall be in an amount equal to (i) as to each ABR Loan, $1,000,000 100,000 or a whole multiple of $500,000 100,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amount); (ii) as to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000100,000, such lesser amount). Upon receipt of any such notice from the Borrowera Borrower (or a Registrant on its behalf), the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the such Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 4:00 P.M., New York City time, on the Borrowing Date requested by the such Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the such Borrower on such Borrowing Date by the Administrative Agent transferring by wire to the custodian of and for the account of the such Borrower the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent; provided that if, on the Borrowing Date of any Revolving Credit Loans of a Borrower, any Swing Line Loans to such Borrower shall be outstanding, the proceeds of such Revolving Credit Loans to such Borrower shall first be applied to pay in full such Swing Line Loans, with any remaining proceeds to be made available to such Borrower as provided above. Anything to the contrary in this Agreement notwithstanding, each of the Administrative Agent, each Lender and the Swing Line Agent may rely solely upon a telephonic request which the Administrative Agent or the Swing Line Agent, as the case may be, reasonably believes is made on behalf of a Borrower in making Revolving Credit Loans or Swing Line Loans hereunder. Each such telephonic request for a Revolving Credit Loan or Swing Line Loan shall constitute a representation and warranty by the applicable Borrower as of the date thereof that the conditions contained in Section 4.2 have been satisfied with respect to such Borrower. Such telephonic request shall be confirmed promptly in writing, by facsimile or other mutually acceptable electronic transmission medium, which written confirmation must be received by the Administrative Agent or Swing Line Agent, as the case may be, on the proposed Borrowing Date in form and substance satisfactory to the Administrative Agent or Swing Line Agent, as the case may be. Each Borrower agrees to indemnify and hold harmless the Administrative Agent, the Swing Line Agent, each Lender and each Swing Line Lender for any reasonable action taken, including, without limitation, the making of Revolving Credit Loans or Swing Line Loans to such Borrower hereunder, or loss or expense incurred, by the Administrative Agent, the Swing Line Agent, such Lender or such Swing Line Lender in good faith reliance upon such telephonic request for a Revolving Credit Loan or Swing Line Loan; provided that such Borrower shall not be liable for any such indemnification to the Administrative Agent or the Swing Line Agent to the extent the same shall result solely form the gross negligence or willful misconduct of the Administrative Agent or the Swing Line Agent.

Procedure for Borrowing. Subject to Section 4, the The Borrower may borrow under the applicable Revolving Commitments during the applicable Revolving Commitment Period on any Working Day, with respect to Eurodollar Loans, or any Business Day, with respect to ABR Loans, ; provided that the Borrower shall give the Administrative Agent irrevocable written notice (which notice must be received by the Administrative Agent in the case of Revolving Loans up to $40 million, prior to 11:00 A.M.10:00 a.m., New York City time, three Working Days on the proposed Borrowing Date, or in the case of Revolving Loans in excess of $40 million, prior to 1:00 p.m., New York City time, one Business Day prior to the requested proposed Borrowing Date for a Eurodollar Loan, and 11:00 a.m. on the requested Borrowing Date for an ABR LoanDate), specifying (ix) the aggregate amount of Loans to be borrowed and the aggregate amount outstanding after giving effect to such borrowing, (ii) the Type of each Loan requested, (iiiy) the requested Borrowing Date and (iv) with respect to any Eurodollar LoanDate. For the avoidance of doubt, the lengths of SISO Term Loans will be deemed borrowed in a single draw on the initial Interest Periods thereforInterim Order Entry Date. The aggregate amount of each Each borrowing by the Borrower under the Revolving Commitments on any Borrowing Date shall be in an amount equal to (i) as to each ABR Loan, $1,000,000 250,000 or a whole multiple of $500,000 100,000 in excess thereof (or, if the then aggregate Available Revolving Commitments of Revolving Lenders are less than $1,000,000250,000, such lesser amount); (ii) as amount with respect to each Eurodollar Loan, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then Available Commitments are less than $1,000,000, such lesser amountborrowings). Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each applicable Lender thereof. Each applicable Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 Funding Office prior to 4:00 P.M.3:00 p.m., New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower on such Borrowing Date by the Administrative Agent transferring crediting the account designated in writing by wire the Borrower to the custodian of and for the account of the Borrower Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the such Lenders and in like funds as received by the Administrative Agent. For the avoidance of doubt, all requested Loans shall be ABR Loans.