Common use of Procedure for Borrowing Clause in Contracts

Procedure for Borrowing. (a) To request a Revolving Borrowing or a Term B-1 Loan Borrowing on any Business Day, the Borrower shall notify the Administrative Agent of such request (x) in the case of ABR Loans, by telephone (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time on the requested Borrowing Date) or (y) in the case of Eurocurrency Loans, in writing (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time not less than (A) three Business Days prior to the requested Borrowing Date for Dollar Borrowing requests and (B) four Business Days prior to the requested Borrowing Date for Alternative Currency Revolving Borrowing requests). Any borrowing request shall be irrevocable (but may be conditioned on the occurrence of any event if the borrowing request includes a description of such event; provided that the relevant Lenders shall still be entitled to the benefits of Section 2.13) and any telephonic borrowing request shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the amount, currency and Type of Borrowing to be borrowed and the requested Borrowing Date. Upon receipt of such notice, the Administrative Agent shall promptly notify each relevant Lender thereof. For the avoidance of doubt, subject to Section 2.11, each Borrowing shall be comprised entirely of ABR Loans or Eurocurrency Loans as the Borrower may request in accordance herewith and all Revolving Loans made in Alternative Currencies shall be Eurocurrency Loans.

Procedure for Borrowing. (a) To request a Revolving Borrowing or a Term B-1 Loan Borrowing The Company may borrow Loans under the Commitments during the Commitment Period on any Business Day, provided that the Borrower Company shall notify give the Administrative Agent of such request (x) in the case of ABR Loans, by telephone irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 noon3:00 P.M., New York City time on the requested Borrowing Date) or time, (y) in the case of Eurocurrency Loans, in writing (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time not less than (Aa) three (3) Business Days prior to the requested Borrowing Date for Dollar Borrowing requests and Date, if all or any part of the requested Loans are to be initially Eurodollar Loans or (Bb) four one (1) Business Days Day prior to the requested Borrowing Date for Alternative Currency Revolving Borrowing requestsDate, otherwise). Any borrowing request shall be irrevocable , specifying (but may be conditioned on i) the occurrence of any event if the borrowing request includes a description of such event; provided that the relevant Lenders shall still be entitled to the benefits of Section 2.13) and any telephonic borrowing request shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the amount, currency and Type of Borrowing amount to be borrowed and borrowed, (ii) the requested Borrowing Date, (iii) whether the borrowing is to be of Eurodollar Loans, Fed Rate Loans or a combination thereof and (iv) if the borrowing is to be entirely or partly of Eurodollar Loans, the amount of such Type of Loan and the length of the initial Interest Periods therefor. Each borrowing of Loans pursuant to the Commitments shall be in an aggregate principal amount equal to the lesser of (i) $5,000,000 or a whole multiple thereof, and (ii) the Available Commitments. Upon receipt of any such notice, the Administrative Agent shall promptly notify each relevant Lender Bank thereof. For Each Bank will make available to the avoidance Company at the office of doubtthe Administrative Agent specified in Section 12.2, subject prior to Section 2.1112:00 noon (New York City time) on the requested Borrowing Date, each Borrowing shall or as soon as practicable thereafter, an amount in immediately available funds equal to the amount of the Loan to be comprised entirely of ABR Loans or Eurocurrency Loans as the Borrower may request in accordance herewith and all Revolving Loans made in Alternative Currencies shall be Eurocurrency Loansby such Bank.

Procedure for Borrowing. (a) To request The initial Borrowing under Section 2.1(a) and each subsequent Borrowing occurring on a Revolving Borrowing or a Term B-1 Loan Borrowing date other than an Advance Date specified on any Business DaySchedule III shall be made after irrevocable notice, the Borrower shall notify the Administrative Agent of such request (x) in the case of ABR Loans, by telephone (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time given not later than 11:00 a.m. on the requested Borrowing Date) or (y) in the case of Eurocurrency Loans, in writing (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time not less than (A) three third Business Days Day prior to the requested date of any Borrowing Date for Dollar by the Borrower to the Administrative Agent. Such irrevocable notice of Borrowing requests and (“Notice of Borrowing”) shall be by telephone, confirmed immediately in writing, or facsimile, in substantially the form of Exhibit B hereto, specifying therein (i) the requested date of such Borrowing, (ii) the requested aggregate amount of such Borrowing (which shall be in the amount of either (A) the aggregate Available Commitments or, if less, (B) four Business Days prior to U.S.$10,000,000 or any whole multiple of U.S.$1,000,000 in excess thereof), (iii) the requested use of proceeds in connection with such Borrowing Date and (iv) the Interest Period for Alternative Currency Revolving Borrowing requests). Any borrowing request shall be irrevocable (but may be conditioned on the occurrence of any event if the borrowing request includes a description of such event; provided that the relevant Lenders shall still be entitled to the benefits of Section 2.13) and any telephonic borrowing request shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the amount, currency and Type of Borrowing to be borrowed and the requested Borrowing DateBorrowing. Upon receipt of such noticeNotice of Borrowing, the Administrative Agent shall promptly notify each relevant Lender thereofthe Applicable Lenders thereof by facsimile. For Not later than 11:00 a.m. on the avoidance date of doubt, subject to Section 2.11such Borrowing, each Applicable Lender shall make available to the Administrative Agent at its office specified in Schedule 8.2 its applicable portion of such Borrowing shall be comprised entirely of ABR Loans or Eurocurrency Loans as the Borrower may request (determined ratably in accordance herewith with the respective Available Commitments of the Applicable Lenders) in immediately available funds. Promptly upon the Administrative Agent’s receipt of such funds and all Revolving Loans made the fulfillment or written waiver of the applicable conditions set forth in Alternative Currencies shall be Eurocurrency LoansArticle 4, the Administrative Agent will make such funds available directly to the Borrower.

Procedure for Borrowing. The Borrower shall give the Administrative Agent irrevocable notice, which notice must be executed by a Responsible Officer of the Borrower and received by the Administrative Agent prior to (a) To request a Revolving Borrowing 11:00 A.M., New York City time, two Business Days prior to the anticipated Closing Date, in the case of Eurodollar Loans, or a Term B-1 Loan Borrowing (b) 11:00 A.M. New York City time, on any Business Daythe Closing Date, the Borrower shall notify the Administrative Agent of such request (x) in the case of ABR Loans, by telephone (which notice must be received by requesting that the Administrative Agent prior to 12:00 noon, New York City time Lenders make the Loans on the requested Borrowing Closing Date. Such notice shall specify (i) or the amount to be borrowed, (yii) in the case Closing Date, (iii) whether the borrowing is to be of Eurocurrency Eurodollar Loans, in writing ABR Loans, or a combination thereof, (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time not less than (Aiv) three Business Days prior to the requested Borrowing Date for Dollar Borrowing requests and (B) four Business Days prior to the requested Borrowing Date for Alternative Currency Revolving Borrowing requests). Any borrowing request shall be irrevocable (but may be conditioned on the occurrence of any event if the borrowing request includes a description of such event; provided that the relevant Lenders shall still be entitled to the benefits of Section 2.13) and any telephonic borrowing request shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the amount, currency and Type of Borrowing is to be borrowed entirely or partly of Eurodollar Loans, the respective lengths of the initial Interest Periods therefor and (v) the requested Borrowing Dateaccount into which such borrowing is to be deposited. Upon receipt of such noticenotice from the Borrower, the Administrative Agent shall promptly notify each relevant Lender thereof. For Not later than 1:00 P.M., New York City time, on the avoidance Closing Date each Lender shall make the amount of doubt, subject its pro rata share of each borrowing available to Section 2.11, each Borrowing shall be comprised entirely the Administrative Agent for the account of ABR Loans or Eurocurrency Loans as the Borrower may request at the office of the Administrative Agent specified in accordance herewith and all Revolving Section 9.2 in immediately available funds equal to the Loan or Loans to be made by such Lender. The Administrative Agent shall send by wire transfer of immediate available funds the aggregate of the amounts made available to the Administrative Agent by the Lenders to the account designated by the Borrower in Alternative Currencies shall be Eurocurrency Loanssuch notice to the Administrative Agent.

Procedure for Borrowing. (a) To request a Revolving Borrowing or a Term B-1 Loan Borrowing The Company may borrow Loans under the Commitments during the Commitment Period on any Business Day, provided that the Borrower Company shall notify give the Administrative Agent of such request (x) in the case of ABR Loans, by telephone irrevocable notice (which notice must be received by the Administrative Agent Agent, (a) prior to 12:00 noon1:00 P.M., New York City time on the requested Borrowing Date) or (y) in the case of Eurocurrency Loans, in writing (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time not less than (A) three Business Days prior to the requested Borrowing Date for Dollar Borrowing requests and Date, if all or any part of the requested Loans are to be initially Eurodollar Loans or (Bb) four Business Days prior to 11:00 A.M., New York City time on or prior to the requested Borrowing Date for Alternative Currency Revolving Borrowing requests). Any borrowing request shall be irrevocable (but may be conditioned on Date, if all of the occurrence of any event if the borrowing request includes a description of such event; provided that the relevant Lenders shall still be entitled to the benefits of Section 2.13) and any telephonic borrowing request shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the amount, currency and Type of Borrowing requested Loans are to be borrowed and initially Base Rate Loans), specifying (i) the amount to be borrowed, (ii) the requested Borrowing Date, (iii) whether the borrowing is to be of Eurodollar Loans, Base Rate Loans or a combination thereof and (iv) if the borrowing is to be entirely or partly of Eurodollar Loans, the amount of such Type of Loan and the length of the initial Interest Periods therefor. Each borrowing of Loans pursuant to the Commitments shall be in an aggregate principal amount equal to the lesser of (i) $5,000,000 or a whole multiple thereof, and (ii) the Available Commitments. Upon receipt of any such notice, the Administrative Agent shall promptly notify each relevant Lender Bank thereof. For Each Bank will make available to the avoidance Company at the office of doubtthe Administrative Agent specified in Section 12.2, subject prior to Section 2.1112:00 noon (New York City time) on the requested Borrowing Date, each Borrowing shall or as soon as practicable thereafter, an amount in immediately available funds equal to the amount of the Loan to be comprised entirely of ABR Loans or Eurocurrency Loans as the Borrower may request in accordance herewith and all Revolving Loans made in Alternative Currencies shall be Eurocurrency Loansby such Bank.

Procedure for Borrowing. (a) To request Each Borrowing under Section 2.1(a) and each subsequent Borrowing occurring on a Revolving Borrowing or a Term B-1 Loan Borrowing date other than an Advance Date specified on any Business DaySchedule III shall be made after irrevocable notice, the Borrower shall notify the Administrative Agent of such request (x) in the case of ABR Loans, by telephone (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time given not later than 11:00 a.m. on the requested Borrowing Date) or (y) in the case of Eurocurrency Loans, in writing (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time not less than (A) three third Business Days Day prior to the requested date of any Borrowing Date for Dollar by the Borrower to the Administrative Agent. Such irrevocable notice of Borrowing requests and (“Notice of Borrowing”) shall be by telephone, confirmed immediately in writing, or facsimile, in substantially the form of Exhibit B hereto, specifying therein (i) the requested date of such Borrowing, (ii) the requested aggregate amount of such Borrowing (which shall be in the amount of either (A) the aggregate Available Commitments or, if less, (B) four Business Days prior to U.S.$10,000,000 or any whole multiple of U.S.$1,000,000 in excess thereof), (iii) the requested use of proceeds in connection with such Borrowing Date and (iv) the Interest Period for Alternative Currency Revolving Borrowing requests). Any borrowing request shall be irrevocable (but may be conditioned on the occurrence of any event if the borrowing request includes a description of such event; provided that the relevant Lenders shall still be entitled to the benefits of Section 2.13) and any telephonic borrowing request shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the amount, currency and Type of Borrowing to be borrowed and the requested Borrowing DateBorrowing. Upon receipt of such noticeNotice of Borrowing, the Administrative Agent shall promptly notify each relevant Lender thereofthe Applicable Lenders thereof by facsimile. For Not later than 11:00 a.m. on the avoidance date of doubt, subject to Section 2.11such Borrowing, each Applicable Lender shall make available to the Administrative Agent at its office specified in Schedule 8.2 its applicable portion of such Borrowing shall be comprised entirely of ABR Loans or Eurocurrency Loans as the Borrower may request (determined ratably in accordance herewith with the respective Available Commitments of the Applicable Lenders) in immediately available funds. Promptly upon the Administrative Agent’s receipt of such funds and all Revolving Loans made the fulfillment or written waiver of the applicable conditions set forth in Alternative Currencies shall be Eurocurrency LoansArticle 4, the Administrative Agent will make such funds available directly to the Borrower.

Procedure for Borrowing. (a) To request a Revolving Borrowing or a Term B-1 Loan Borrowing on any Business Day, the The Borrower shall notify give the Administrative Agent of such request (x) irrevocable notice, substantially in the case form of ABR LoansExhibit B, by telephone (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time on time, (i) one Business Day prior to the requested Borrowing anticipated Closing Date) or (y) , in the case of Eurocurrency ABR Loans, in writing and (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time not less than (Aii) three two Business Days prior to the requested Borrowing Date for Dollar Borrowing requests and (BClosing Date, in the case of Eurodollar Loans) four Business Days prior to requesting that the requested Borrowing Date for Alternative Currency Revolving Borrowing requests). Any borrowing request shall be irrevocable (but may be conditioned Term Lenders make the Term Loans on the occurrence of any event if Closing Date and specifying (a) the borrowing request includes a description of such event; provided that the relevant Lenders shall still be entitled to the benefits of Section 2.13) and any telephonic borrowing request shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the amount, currency and Type of Borrowing amount to be borrowed and (b) instructions for remittance of the requested Borrowing DateTerm Loans to be borrowed. Upon receipt of such notice, notice the Administrative Agent shall promptly notify each relevant Term Lender thereof. For Not later than 12:00 Noon, New York City time, on the avoidance of doubt, subject Closing Date each such Term Lender shall make available to Section 2.11, each Borrowing shall the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Term Loan to be comprised entirely of ABR Loans or Eurocurrency Loans as made by such Lender. Such borrowing will then be made available to the Borrower may request by the Administrative Agent crediting such account as is designated in accordance herewith writing to the Administrative Agent by the Borrower, with the aggregate of the amounts made available to the Administrative Agent by the Term Lenders and all Revolving Loans made in Alternative Currencies shall be Eurocurrency Loanslike funds as received by the Administrative Agent.

Procedure for Borrowing. (a) To request a Revolving Borrowing or a Term B-1 Loan Borrowing The Company may borrow Loans under the Commitments during the Commitment Period on any Business Day, provided that the Borrower Company shall notify give the Administrative Agent of such request (x) in the case of ABR Loans, by telephone irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 noon1:00 P.M., New York City time on the requested Borrowing Date) or time, (y) in the case of Eurocurrency Loans, in writing (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time not less than (Aa) three Business Days prior to the requested Borrowing Date for Dollar Borrowing requests and Date, if all or any part of the requested Loans are to be initially Eurodollar Loans or (Bb) four one Business Days Day prior to the requested Borrowing Date for Alternative Currency Revolving Borrowing requestsDate, otherwise). Any borrowing request shall be irrevocable , specifying (but may be conditioned on i) the occurrence of any event if the borrowing request includes a description of such event; provided that the relevant Lenders shall still be entitled to the benefits of Section 2.13) and any telephonic borrowing request shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the amount, currency and Type of Borrowing amount to be borrowed and borrowed, (ii) the requested Borrowing Date, (iii) whether the borrowing is to be of Eurodollar Loans, Base Rate Loans or a combination thereof and (iv) if the borrowing is to be entirely or partly of Eurodollar Loans, the amount of such Type of Loan and the length of the initial Interest Periods therefor. Each borrowing of Loans pursuant to the Commitments shall be in an aggregate principal amount equal to the lesser of (i) $5,000,000 or a whole multiple thereof, and (ii) the Available Commitments. Upon receipt of any such notice, the Administrative Agent shall promptly notify each relevant Lender Bank thereof. For Each Bank will make available to the avoidance Company at the office of doubtthe Administrative Agent specified in Section 12.2, subject prior to Section 2.1112:00 noon (New York City time) on the requested Borrowing Date, each Borrowing shall or as soon as practicable thereafter, an amount in immediately available funds equal to the amount of the Loan to be comprised entirely of ABR Loans or Eurocurrency Loans as the Borrower may request in accordance herewith and all Revolving Loans made in Alternative Currencies shall be Eurocurrency Loansby such Bank.

Procedure for Borrowing. (a) To request a Revolving Borrowing or a Term B-1 Loan Borrowing The Company may borrow Loans under the Commitments during the Commitment Period on any Business Day, provided that the Borrower Company shall notify give the Administrative Agent of such request (x) in the case of ABR Loans, by telephone irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 noon1:00 P.M., New York City time on the requested Borrowing Date) or time, (y) in the case of Eurocurrency Loans, in writing (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time not less than (Aa) three (3) Business Days prior to the requested Borrowing Date for Dollar Borrowing requests and Date, if all or any part of the requested Loans are to be initially Eurodollar Loans or (Bb) four one (1) Business Days Day prior to the requested Borrowing Date for Alternative Currency Revolving Borrowing requestsDate, otherwise). Any borrowing request shall be irrevocable , specifying (but may be conditioned on i) the occurrence of any event if the borrowing request includes a description of such event; provided that the relevant Lenders shall still be entitled to the benefits of Section 2.13) and any telephonic borrowing request shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the amount, currency and Type of Borrowing amount to be borrowed and borrowed, (ii) the requested Borrowing Date, (iii) whether the borrowing is to be of Eurodollar Loans, Fed Rate Loans or a combination thereof and (iv) if the borrowing is to be entirely or partly of Eurodollar Loans, the amount of such Type of Loan and the length of the initial Interest Periods therefor. Each borrowing of Loans pursuant to the Commitments shall be in an aggregate principal amount equal to the lesser of (i) $5,000,000 or a whole multiple thereof, and (ii) the Available Commitments. Upon receipt of any such notice, the Administrative Agent shall promptly notify each relevant Lender Bank thereof. For Each Bank will make available to the avoidance Company at the office of doubtthe Administrative Agent specified in Section 12.2, subject prior to Section 2.1112:00 noon (New York City time) on the requested Borrowing Date, each Borrowing shall or as soon as practicable thereafter, an amount in immediately available funds equal to the amount of the Loan to be comprised entirely of ABR Loans or Eurocurrency Loans as the Borrower may request in accordance herewith and all Revolving Loans made in Alternative Currencies shall be Eurocurrency Loansby such Bank.

Procedure for Borrowing. (a) To request a Revolving Borrowing or a Term B-1 Loan Borrowing The Borrower may borrow under the Commitments during the Commitment Period on any Business Day, provided that the Borrower shall notify the Administrative Agent of such request (x) in the case of ABR Loans, by telephone give each Lender irrevocable telephonic notice (which notice must be received by the Administrative Agent each Lender prior to 12:00 noonP.M. Noon, New York City time on the requested Borrowing Date) or (y) in the case of Eurocurrency Loans, in writing (which notice and must be received by the Administrative Agent prior to 12:00 noonpromptly confirmed in writing), New York City time not less than (Aa) three Business Days prior to the requested Borrowing Date for Dollar Borrowing requests and (B) four Business Days prior to Date, if all or any part of the requested Borrowing Date for Alternative Currency Revolving Borrowing requests). Any borrowing request shall be irrevocable (but may be conditioned on the occurrence of any event if the borrowing request includes a description of such event; provided that the relevant Lenders shall still be entitled to the benefits of Section 2.13) and any telephonic borrowing request shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the amount, currency and Type of Borrowing Loans are to be borrowed and initially Eurodollar Loans or (b) on such Business Day, otherwise, specifying (i) the amount to be borrowed, (ii) the requested Borrowing Date. Upon receipt , (iii) whether the borrowing is to be of such noticeEurodollar Loans, the Administrative Agent shall promptly notify each relevant Lender thereof. For the avoidance of doubt, subject to Section 2.11, each Borrowing shall be comprised entirely of ABR Loans or Eurocurrency Loans as a combination thereof and (iv) if the borrowing is to be entirely or partly of Eurodollar Loans, the amount of each such Eurodollar Loan and the respective lengths of the initial Interest Periods therefor. Each borrowing from each Lender under the Commitments shall be in an amount equal to $500,000 or a whole multiple thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Borrower may request in accordance herewith and all Revolving Loans made in Alternative Currencies shall be Eurocurrency Loansby crediting the account of the Borrower maintained by the Borrower with such Lender.

Procedure for Borrowing. (a) To request As a Revolving Borrowing or a Term B-1 Loan Borrowing on any Business Daycondition precedent to borrowing hereunder, the Borrower shall notify give the Administrative Agent of such request (x) an irrevocable notice substantially in the case form of ABR Loans, by telephone Exhibit B-1 on or prior to the Funding Date (which notice must be received by the Administrative Agent prior to 12:00 noon10:00 a.m., New York City time on the Funding Date), specifying (1) that a Loan is requested, (2) the aggregate amount to be borrowed, (3) the requested Borrowing Funding Date, (4) or (y) in whether the case borrowing is to be of Eurocurrency Eurodollar Loans, in writing Alternate Base Rate Loans or a combination thereof, (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time not less than (A5) three Business Days prior to the requested Borrowing Date for Dollar Borrowing requests and (B) four Business Days prior to the requested Borrowing Date for Alternative Currency Revolving Borrowing requests). Any borrowing request shall be irrevocable (but may be conditioned on the occurrence of any event if the borrowing request includes a description is to be entirely or partly of Eurodollar Loans, the amounts of such event; provided that Eurodollar Loans and the relevant Lenders shall still be entitled lengths of the initial Interest Periods therefor and (6) the number and the location of the account to which the benefits of Section 2.13) and any telephonic borrowing request shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the amount, currency and Type of Borrowing proceeds are to be borrowed and disbursed (consistent with the requested Borrowing Dateprovisions of hereof). Upon receipt of any such noticenotice from the Borrower, the Administrative Agent shall promptly notify each relevant Lender thereof. For Each Lender will make the avoidance amount of doubtits 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 11:00 a.m., subject New York City time, on the date requested by the Borrower in funds immediately available to Section 2.11the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent in the manner specified by the Borrower in such Notice of Borrowing in the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. If the Borrower fails to indicate the initial Interest Periods in such notice, each Borrowing the Interest Period shall be comprised entirely of ABR Loans or Eurocurrency Loans as the Borrower may request in accordance herewith and all Revolving Loans made in Alternative Currencies shall be Eurocurrency Loansone month.

Procedure for Borrowing. (a) To request a Revolving Borrowing or a Term B-1 Loan Borrowing on any Business Day, the Borrower shall notify deliver to the Administrative Agent of such request (x) in the case of ABR Loans, by telephone a fully executed Funding Notice (which notice shall be irrevocable and must be received by the Administrative Agent prior to 12:00 noon11:00 A.M., New York City time on the requested Borrowing Date) or time, (y) in the case of Eurocurrency Loans, in writing (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time not less than (Aa) three (3) Business Days prior to the requested Borrowing Date for Dollar Date, in the case of Eurodollar Loans (or such shorter period as may be acceptable to the Administrative Agent), or (b) the requested Borrowing requests Date, in the case of ABR Loans), specifying (i) the amount and Type of Loans to be borrowed, (Bii) four Business Days prior to the requested Borrowing Date for Alternative Currency Revolving Borrowing requests). Any borrowing request shall be irrevocable and (but may be conditioned on iii) in the occurrence case of any event if Eurodollar Loans, the borrowing request includes a description respective amounts of each such event; provided that the relevant Lenders shall still be entitled to the benefits of Section 2.13) and any telephonic borrowing request shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the amount, currency and Type of Borrowing to be borrowed Loan and the requested Borrowing Daterespective lengths of the initial Interest Period therefor. Upon receipt of any such noticenotice from Borrower, the Administrative Agent shall promptly notify each relevant Lender thereof. For Each Lender will make the avoidance amount of doubtits pro rata share available to the Administrative Agent for the account of Borrower at the Funding Office prior to 1:00 P.M., subject New York City time, on the Closing Date in funds immediately available to Section 2.11the Administrative Agent. Upon satisfaction or waiver of the conditions precedent specified herein, each Borrowing shall such borrowing will then be comprised entirely made available to Borrower by the Administrative Agent crediting the account of ABR Loans or Eurocurrency Loans 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 Borrower may request in accordance herewith and all Revolving Loans made in Alternative Currencies shall be Eurocurrency LoansAdministrative Agent.

Procedure for Borrowing. (a) To request Term Loans may only be borrowed in a Revolving Borrowing or a Term B-1 Loan Borrowing single drawing on any Business Day, the Borrower Closing Date. The Company shall notify give the Administrative Agent of such request (x) in the case of ABR Loans, by telephone irrevocable written notice (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time on the requested Borrowing Date) or time, (y) in the case of Eurocurrency Loans, in writing (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time not less than (Ai) three Business Days prior to the requested Borrowing Closing Date for Dollar Borrowing requests if all or any part of the Term Loans are to be Eurodollar Loans and (ii) one Business Day prior to the Closing Date if the borrowing is to be solely of Alternate Base Rate Loans) and specifying (A) the amount of the borrowing, (B) four Business Days prior whether such Term Loans are initially to the requested Borrowing Date for Alternative Currency Revolving Borrowing requests). Any borrowing request shall be irrevocable Eurodollar Loans or Alternate Base Rate Loans or a combination thereof and (but may be conditioned on the occurrence of any event C) if the borrowing request includes a description of such event; provided that the relevant Lenders shall still be entitled to the benefits of Section 2.13) and any telephonic borrowing request shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the amount, currency and Type of Borrowing is to be borrowed and entirely or partly Eurodollar Loans, the requested Borrowing Datelength of the Interest Period for such Eurodollar Loans. Upon receipt of such notice, notice the Administrative Agent shall promptly notify each relevant Lender thereofLender. For Not later than 12:00 noon, New York City time, on the avoidance of doubt, subject to Section 2.11Closing Date, each Borrowing Lender shall be comprised entirely make available to the Administrative Agent at the office of ABR Loans the Administrative Agent specified in subsection 12.2 (or Eurocurrency Loans at such other location as the Borrower Administrative Agent may request direct) an amount in accordance herewith immediately available funds equal to the amount of the Term Loan to be made by such Lender. Term Loan proceeds received by the Administrative Agent hereunder shall promptly be made available to the Company by wire transfer, intra bank transfer or bank credit to the account of the Company specified in such notice, with the aggregate amount actually received by the Administrative Agent from the Lenders and all Revolving Loans made in Alternative Currencies shall be Eurocurrency Loanslike funds as received by the Administrative Agent.

Procedure for Borrowing. (a) To request a Revolving Borrowing or a Term B-1 Loan Borrowing on any Business Day, the The Borrower shall notify give the Administrative Agent of such request (x) in the case of ABR Loans, by telephone irrevocable notice (which notice must be executed by a Responsible Officer of the Borrower and received by the Administrative Agent prior to 12:00 noon(a) 11:00 A.M., New York City time on the requested Borrowing Date) or (y) in the case of Eurocurrency LoansEastern time, in writing (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time not less than (A) three two U.S. Government Securities Business Days prior to the requested Borrowing Date for Dollar Borrowing requests Closing Date, in the case of SOFR Loans and (Bb) four Business Days prior to the requested Borrowing Date for Alternative Currency Revolving Borrowing requests). Any borrowing request shall be irrevocable (but may be conditioned 11:00 A.M., Eastern time, on the occurrence Closing Date, in the case of any event ABR Loans) requesting 18 ‌ ‌ ​ ​ that the Lenders make the Loans on the Closing Date. Such notice shall specify (i) the amount to be borrowed, (ii) the Closing Date, (iii) whether the borrowing is to be of SOFR Loans, ABR Loans or a combination thereof, (iv) if the borrowing request includes a description of such event; provided that the relevant Lenders shall still be entitled to the benefits of Section 2.13) and any telephonic borrowing request shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the amount, currency and Type of Borrowing is to be borrowed entirely or partly of SOFR Loans, the respective lengths of the initial Interest Periods therefor and (v) the requested Borrowing Dateaccount into which such borrowing is to be deposited. Upon receipt of such noticenotice from the Borrower, the Administrative Agent shall promptly notify each relevant Lender thereof. For Not later than 1:00 P.M., Eastern time, on the avoidance Closing Date each Lender shall make the amount of doubt, subject its pro rata share of each borrowing available to Section 2.11, each Borrowing shall be comprised entirely the Administrative Agent for the account of ABR Loans or Eurocurrency Loans as the Borrower may request at the office of the Administrative Agent specified in accordance herewith and all Revolving Section 9.2 in immediately available funds equal to the Loan or Loans to be made by such Lender. The Administrative Agent shall send by wire transfer of immediate available funds the aggregate of the amounts made available to the Administrative Agent by the Lenders to the account designated by the Borrower in Alternative Currencies shall be Eurocurrency Loanssuch notice to the Administrative Agent.

Procedure for Borrowing. Each borrowing of a Loan shall be made upon the applicable Borrower’s irrevocable notice to the Administrative Agent which may be given by (aA) To request telephone, or (B) a Revolving Borrowing or a Term B-1 Loan Borrowing on Notice; provided that any Business Day, the Borrower shall notify telephonic notice must be confirmed immediately by delivery to the Administrative Agent of a Loan Notice. Each such request Loan Notice must be received by the Administrative Agent prior to 11:00 A.M., New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans, or (b) one Business Day prior to the requested Borrowing Date, in the case of ABR Loans, specifying (i) the amount and Type of Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurodollar Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Each borrowing under the Commitments shall be in an amount equal to (x) in the case of ABR Loans, by telephone (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time on the requested Borrowing Date) $1,000,000 or a whole multiple thereof in excess thereof and (y) in the case of Eurocurrency Eurodollar Loans, $5,000,000 or a whole multiple of $1,000,000 in writing (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time not less than (A) three Business Days prior to the requested Borrowing Date for Dollar Borrowing requests and (B) four Business Days prior to the requested Borrowing Date for Alternative Currency Revolving Borrowing requests). Any borrowing request shall be irrevocable (but may be conditioned on the occurrence of any event if the borrowing request includes a description of such event; provided that the relevant Lenders shall still be entitled to the benefits of Section 2.13) and any telephonic borrowing request shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the amount, currency and Type of Borrowing to be borrowed and the requested Borrowing Dateexcess thereof. Upon receipt of any such noticeLoan Notice from a Borrower, the Administrative Agent shall promptly notify each relevant Lender thereof. For Each Lender will make the avoidance amount of doubtits pro rata share of each borrowing available to the Administrative Agent for the account of the applicable Borrower at the Funding Office prior to 12:00 Noon, subject New York City time, on the Borrowing Date requested by such Borrower in funds immediately available to Section 2.11, each Borrowing shall the Administrative Agent. Such borrowing will then be comprised entirely made available to the applicable Borrower by the Administrative Agent crediting the account of ABR Loans or Eurocurrency Loans the applicable 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 Borrower may request in accordance herewith and all Revolving Loans made in Alternative Currencies shall be Eurocurrency LoansAdministrative Agent.

Procedure for Borrowing. (a) To request a Revolving Borrowing or a Term B-1 Loan Borrowing on any Business Day, the The Borrower shall notify give the ------------------------- Administrative Agent of such request (x) irrevocable written notice substantially in the case of ABR Loans, by telephone form attached hereto as Exhibit A-4 (which notice must be received by the Administrative Agent prior to 12:00 noon10:00 a.m., New York City time on the requested Borrowing Datetime) or (y) in the case of Eurocurrency Loans, in writing (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time not less than (Aa) three Business Days prior to the requested Borrowing Closing Date for Dollar Borrowing requests and or the Supplemental Closing Date, as applicable, if all or any part of the Term Loans to be made on such date are to be initially Eurodollar Loans or (Bb) four one Business Days Day prior to the requested Borrowing Closing Date for Alternative Currency Revolving Borrowing requests). Any borrowing request shall be irrevocable (but may be conditioned or the Supplemental Closing Date, as applicable, otherwise requesting that the Lenders make Initial Term Loans on the occurrence of any event Closing Date or Supplemental Term Loans on the Supplemental Closing Date, as applicable, and specifying (i) the Closing Date or the Supplemental Closing Date, as applicable, (ii) the amount to be borrowed, (iii) whether the Term Loans to be made on such date are to be initially Eurodollar Loans, Base Rate Loans or a combination thereof and (iv) if the borrowing request includes a description Term Loans to be made on such date are to be entirely or partly Eurodollar Loans, the respective amounts of each such event; provided that the relevant Lenders shall still be entitled to the benefits of Section 2.13) and any telephonic borrowing request shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the amount, currency and Type of Borrowing to be borrowed Loan and the requested Borrowing Daterespective lengths of the initial Interest Periods therefor. Upon receipt of such notice, notice the Administrative Agent shall promptly notify each relevant Lender thereof. For Not later than 11:00 a.m. on the avoidance of doubtClosing Date or the Supplemental Closing Date, subject to Section 2.11as applicable, each Borrowing Lender shall be comprised entirely make available to the Administrative Agent at its office specified in Section 13.2 the amount of ABR Loans or Eurocurrency Loans as such Lender's pro rata share of such borrowing in immediately available funds. The Administrative Agent shall on such date credit the account of the Borrower may request on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in accordance herewith and all Revolving Loans made in Alternative Currencies shall be Eurocurrency Loanslike funds as received by the Administrative Agent."

Procedure for Borrowing. (a) To request a Revolving Borrowing or a Term B-1 Loan Borrowing on any Business Day, the The Borrower shall notify give the Administrative Agent of such request (x) in the case of ABR Loans, by telephone irrevocable notice (which notice must be executed by a Responsible Officer of the Borrower and received by the Administrative Agent prior to 12:00 noon(a) 11:00 A.M., New York City time on the requested Borrowing Date) or (y) in the case of Eurocurrency LoansEastern time, in writing (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time not less than (A) three two U.S. Government Securities Business Days prior to the requested Borrowing Date for Dollar Borrowing requests Closing Date, in the case of SOFR Loans and (Bb) four 11:00 A.M., Eastern time, one Business Days Day prior to the requested Borrowing Date for Alternative Currency Revolving Borrowing requests). Any borrowing request shall be irrevocable (but may be conditioned Closing Date, in the case of ABR Loans) requesting that the Lenders make the Loans on the occurrence Closing Date. Such notice shall specify (i) the amount to be borrowed, (ii) the Closing Date, (iii) whether the borrowing is to be of any event SOFR Loans, ABR Loans or a combination thereof, (iv) if the borrowing request includes a description of such event; provided that the relevant Lenders shall still be entitled to the benefits of Section 2.13) and any telephonic borrowing request shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the amount, currency and Type of Borrowing is to be borrowed entirely or partly of SOFR Loans, the respective lengths of the initial Interest Periods therefor and (v) the requested Borrowing Dateaccount into which such borrowing is to be deposited. Upon receipt of such noticenotice from the Borrower, the Administrative Agent shall promptly notify each relevant Lender thereof. For Not later than 1:00 P.M., Eastern time, on the avoidance Closing Date each Lender shall make the amount of doubt, subject its pro rata share of each borrowing available to Section 2.11, each Borrowing shall be comprised entirely the Administrative Agent for the account of ABR Loans or Eurocurrency Loans as the Borrower may request at the office of the Administrative Agent specified in accordance herewith and all Revolving Section 9.2 in immediately available funds equal to the Loan or Loans to be made by such Lender. The Administrative Agent shall send by wire transfer of immediate available funds the aggregate of the amounts made available to the Administrative Agent by the Lenders to the account designated by the Borrower in Alternative Currencies shall be Eurocurrency Loanssuch notice to the Administrative Agent.

Procedure for Borrowing. (a) To request a The Company may borrow under the Revolving Borrowing Credit Commitments on any Working Day, if the borrowing is of Eurodollar Loans, or a Term B-1 Loan Borrowing on any Business Day, if the Borrower shall notify the Administrative Agent of such request (x) in the case borrowing is of ABR Loans, by telephone provided that, with respect to any 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 on the requested Borrowing Date) or time, (y) in the case of Eurocurrency Loans, in writing (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time not less than (Ai) three Business Working Days prior to the requested Borrowing Date for Dollar Borrowing requests if all or any part of the Revolving Credit Loans are to be Eurodollar Loans and (Bii) four one Business Days Day prior to the requested Borrowing Date for Alternative Currency Revolving Borrowing requests). Any borrowing request shall be irrevocable (but may be conditioned on the occurrence of any event if the borrowing request includes a description is to be solely of such event; provided that the relevant Lenders shall still be entitled to the benefits of Section 2.13ABR Loans) and any telephonic borrowing request shall be confirmed promptly in writing. Each specifying (A) the amount of the borrowing, (B) whether such telephonic and written borrowing request shall specify the amount, currency and Type of Borrowing Revolving Credit Loans are initially to be borrowed Eurodollar Loans or ABR Loans or a combination thereof and (C) if the requested Borrowing Dateborrowing is to be entirely or partly Eurodollar Loans, the length of the Interest Period for such Eurodollar Loans. Upon receipt of such notice, notice the Administrative Agent shall promptly notify each relevant Lender thereofBank. For Not later than 12:00 noon, New York City time, on the avoidance of doubt, subject to Section 2.11Borrowing Date specified in such notice, each Borrowing Bank shall be comprised entirely make available to the Administrative Agent at the office of ABR Loans the Administrative Agent specified in subsection 10.2 (or Eurocurrency Loans at such other location as the Borrower Administrative Agent may request direct) an amount in accordance herewith immediately available funds equal to the amount of the Revolving Credit Loan(s) to be made by such Bank. Revolving Credit Loan proceeds received by the Administrative Agent hereunder shall promptly be made available to the 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 from the Banks and all Revolving Loans made in Alternative Currencies shall be Eurocurrency Loanslike funds as received by the Administrative Agent.

Procedure for Borrowing. (a) To request a Revolving Borrowing or a Term B-1 Loan Borrowing on any Business Day, the The Borrower shall notify deliver to the Administrative Agent a Borrowing Request, not later than 11:00 a.m., New York City time, one Business Day before the anticipated Closing Date requesting that the Lenders make the Closing Date Loans on the Closing Date. The Borrowing Request must specify (i) the principal amount of such request the Closing Date Loans to be borrowed, (xii) the requested date of the Borrowing (which shall be a Business Day), (iii) the Type of Closing Date Loans to be borrowed, (iv) in the case of ABR Loansa Eurodollar Borrowing, by telephone (the initial Interest Period to be applicable thereto, which notice must shall be received a period contemplated by the Administrative Agent prior to 12:00 noon, New York City time on definition of the requested Borrowing Date) or (y) in the case of Eurocurrency Loans, in writing (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time not less than (A) three Business Days prior to the requested Borrowing Date for Dollar Borrowing requests term “Interest Period” and (Bv) four Business Days prior the location and number of the Borrower’s account to which funds are to be disbursed, which shall comply with the requested Borrowing Date for Alternative Currency Revolving Borrowing requests). Any borrowing request shall be irrevocable (but may be conditioned on the occurrence of any event if the borrowing request includes a description of such event; provided that the relevant Lenders shall still be entitled to the benefits requirements of Section 2.13) and any telephonic borrowing request shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the amount, currency and Type of Borrowing to be borrowed and the requested Borrowing Date2.8. Upon receipt of such notice, Borrowing Request the Administrative Agent shall promptly notify each relevant Lender thereof. For Not later than 10:00 a.m., New York City time (or, if later, promptly following the avoidance satisfaction of doubtthe conditions precedent to the initial extension of credit hereunder set forth in Section 4.1), subject on the Closing Date each Lender shall make available to Section 2.11, each Borrowing the Administrative Agent an amount in immediately available funds equal to the Closing Date Loans to be made by such Lender. The Administrative Agent shall be comprised entirely of ABR Loans or Eurocurrency Loans as make available to the Borrower may request the aggregate of the amounts made available to the Administrative Agent by the Lenders, in accordance herewith and all Revolving Loans made in Alternative Currencies shall be Eurocurrency Loanslike funds as received by the Administrative Agent.

Procedure for Borrowing. (a) To request a Revolving Borrowing or a Term B-1 Loan Borrowing The Borrower may borrow under the Commitments during the Commitment Period on any Business DayDay in an aggregate principal amount not exceeding the aggregate Available Commitments then in effect, provided that the Borrower shall notify give the Administrative Agent of such request (x) in the case of ABR Loans, by telephone irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 noon10:00 a.m., New York City time on the requested Borrowing Date) or Dallas, Texas time, (y) in the case of Eurocurrency Loans, in writing (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time not less than (Aa) three Business Days prior to the requested Borrowing Date for Dollar Borrowing requests and Date, if all or any part of the Loans are to be initially Eurodollar Loans or (Bb) four one Business Days Day prior to the requested Borrowing Date for Alternative Currency Revolving Borrowing requests). Any borrowing request shall be irrevocable (but may be conditioned on the occurrence of any event if the borrowing request includes a description of such event; provided Date, otherwise) requesting that the relevant Lenders shall still be entitled to make the benefits of Section 2.13Loans on such requested Borrowing Date and specifying (i) and any telephonic borrowing request shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the amount, currency and Type of Borrowing amount to be borrowed and borrowed, (ii) the requested Borrowing Date, (iii) whether the borrowing is to be of Eurodollar Loans or Base Rate Loans or a combination thereof, (iv) if the Loans are to be entirely or partly Eurodollar Loans, the amounts of such Type of Loan and the lengths of the initial Interest Periods therefor, and (v) the certificate required pursuant to Section 4.2(c). Each borrowing under the Commitments shall be in an amount equal to at least $1,000,000, provided that the initial borrowing under the Commitments shall be in an amount not less than $55,000,000. Upon receipt of such notice, notice the Administrative Agent shall promptly notify each relevant Lender thereof. For Each Lender will make the avoidance amount of doubt, subject its pro rata share of each borrowing available to Section 2.11, each Borrowing shall be comprised entirely the Agent for the account of ABR Loans or Eurocurrency Loans as the Borrower may request at the office of the Agent specified in accordance herewith Section 9.2 prior to 11:00 a.m., Dallas, Texas time, on the Borrowing Date requested by the Borrower in funds immediately available to the Agent. Such borrowing will then be made available to the Borrower by the Agent by wire transfer to an account designated by the Borrower in writing with the aggregate of the amounts made available to the Agent by the Lenders and all Revolving Loans made in Alternative Currencies shall be Eurocurrency Loanslike funds as received by the Agent.

Procedure for Borrowing. (a) To request a Revolving Borrowing or a Term B-1 Loan Borrowing The Company may borrow Loans under the Commitments during the Commitment Period on any Business Day, provided that the Borrower Company shall notify give the Administrative Agent of such request (x) in the case of ABR Loans, by telephone Banks irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 noon3:00 P.M., New York City time on the requested Borrowing Date) or time, (y) in the case of Eurocurrency Loans, in writing (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time not less than (Aa) three Business Days prior to the requested Borrowing Date for Dollar Borrowing requests and Date, if all or any part of the requested Loans are to be initially Eurodollar Loans or (Bb) four one Business Days Day prior to the requested Borrowing Date for Alternative Currency Revolving Borrowing requestsDate, otherwise). Any borrowing request shall be irrevocable , specifying (but may be conditioned on i) the occurrence of any event if the borrowing request includes a description of such event; provided that the relevant Lenders shall still be entitled to the benefits of Section 2.13) and any telephonic borrowing request shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the amount, currency and Type of Borrowing amount to be borrowed and borrowed, (ii) the requested Borrowing Date. Upon receipt , (iii) whether the borrowing is to be of Eurodollar Loans, Fed Rate Loans or a combination thereof and (iv) if the borrowing is to be entirely or partly of Eurodollar Loans, the amount of such noticeType of Loan and the length of the initial Interest Periods therefor. Each borrowing of Loans pursuant to the Commitments shall be in an aggregate principal amount equal to the lesser of (i) $5,000,000 or a whole multiple thereof, and (ii) the Available Commitments. Each Bank will make available to the Company at the office of the Administrative Agent shall promptly notify each relevant Lender thereof. For specified in subsection 12.2, prior to 12:00 noon (New York City time) on the avoidance requested Borrowing Date, or as soon as practicable thereafter, an amount in immediately available funds equal to the amount of doubt, subject the Loan to Section 2.11, each Borrowing shall be comprised entirely of ABR Loans or Eurocurrency Loans as the Borrower may request in accordance herewith and all Revolving Loans made in Alternative Currencies shall be Eurocurrency Loansby such Bank.

Procedure for Borrowing. (a) To Each Borrower may request a Revolving Borrowing or a Term B-1 Loan Borrowing the Lenders to make Loans to such Borrower, in each case on any Business DayDay during the Commitment Period, the Borrower by delivering a Notice of Borrowing with respect to such Loans. Each borrowing of Loans shall notify the Administrative Agent of such request be in an amount equal to (xa) in the case of ABR Loans, by telephone $1,000,000 or a whole multiple thereof (which notice must be received by or, if the Administrative Agent prior to 12:00 noonthen aggregate undrawn amount of the Commitments is less than $1,000,000, New York City time on the requested Borrowing Datesuch lesser amount) or and (yb) in the case of Eurocurrency LIBOR Loans, EURIBOR Loans or CDOR Loans, (i) if in writing (which notice must be received by the Administrative Agent prior to 12:00 noonUS Dollars, New York City time not less than (A) three Business Days prior to the requested Borrowing Date for Dollar Borrowing requests $2,000,000 or increments of $500,000 thereafter and (Bii) four Business Days prior to if in any Available Foreign Currency, an amount in such Available Foreign Currency of which the requested US Dollar Equivalent Amount is at least $2,000,000. A Notice of Borrowing Date for Alternative Currency Revolving Borrowing requests). Any borrowing request shall be irrevocable (but may be state that such notice is conditioned on upon the occurrence of any event if event, in which case such notice may be revoked by the borrowing request includes a description of such event; provided that the relevant Lenders shall still be entitled Borrowers (by notice to the benefits of Section 2.13Administrative Agent on or prior to the specified effective date) and any telephonic borrowing request shall be confirmed promptly in writing. Each if such telephonic and written borrowing request shall specify the amount, currency and Type of Borrowing to be borrowed and the requested Borrowing Datecondition is not satisfied. Upon receipt of any such noticeNotice of Borrowing from a Borrower, the Administrative Agent shall promptly notify each relevant Lender thereof. For Subject to the avoidance of doubt, subject to Section 2.11terms and conditions hereof, each Borrowing shall Lender will make the amount of its pro rata share of each such borrowing available to the Administrative Agent for the account of the applicable Borrower requesting such Loan at the Funding Office, and at or prior to the Funding Time for the Currency of such Loan, in funds immediately available to the Administrative Agent; provided that each Lender has the option of making any portion of each such borrowing available to the Administrative Agent through a branch or affiliate of such Lender. Such borrowing will then be comprised entirely of ABR Loans or Eurocurrency Loans made available to the applicable Borrower requesting such Loan at the Funding Office, in like funds as received by the Borrower may request in accordance herewith and all Revolving Loans made in Alternative Currencies shall be Eurocurrency LoansAdministrative Agent.

Procedure for Borrowing. (a) To request a Revolving Borrowing or a Term B-1 Loan Borrowing The Company may borrow Loans under the Commitments during the Commitment Period on any Business Day, provided that the Borrower Company shall notify give the Administrative Agent of such request (x) in the case of ABR Loans, by telephone irrevocable notice (which notice must be received by the Administrative Agent Agent, (a) prior to 12:00 noon1:00 P.M., New York City time on the requested Borrowing Date) or (y) in the case of Eurocurrency Loans, in writing (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time not less than (A) three U.S. Government Securities Business Days prior to the requested Borrowing Date for Dollar Borrowing requests and Date, if all or any part of the requested Loans are to be initially Term SOFR Loans or (Bb) four Business Days prior to 11:00 A.M., New York City [[DMS:6095583v3:05/23/2023--01:55 PM]] time on or prior to the requested Borrowing Date for Alternative Currency Revolving Borrowing requests). Any borrowing request shall be irrevocable (but may be conditioned on Date, if all of the occurrence of any event if the borrowing request includes a description of such event; provided that the relevant Lenders shall still be entitled to the benefits of Section 2.13) and any telephonic borrowing request shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the amount, currency and Type of Borrowing requested Loans are to be borrowed and initially Base Rate Loans), specifying (i) the amount to be borrowed, (ii) the requested Borrowing Date, (iii) whether the borrowing is to be of Term SOFR Loans, Base Rate Loans or a combination thereof and (iv) if the borrowing is to be entirely or partly of Term SOFR Loans, the amount of such Type of Loan and the length of the initial Interest Periods therefor. Each borrowing of Loans pursuant to the Commitments shall be in an aggregate principal amount equal to the lesser of (i) $5,000,000 or a whole multiple thereof, and (ii) the Available Commitments. Upon receipt of any such notice, the Administrative Agent shall promptly notify each relevant Lender Bank thereof. For Each Bank will make available to the avoidance Company at the office of doubtthe Administrative Agent specified in Section 12.2, subject prior to Section 2.1112:00 noon (New York City time) on the requested Borrowing Date, each Borrowing shall or as soon as practicable thereafter, an amount in immediately available funds equal to the amount of the Loan to be comprised entirely of ABR Loans or Eurocurrency Loans as the Borrower may request in accordance herewith and all Revolving Loans made in Alternative Currencies shall be Eurocurrency Loansby such Bank.

Procedure for Borrowing. (a) To request a Revolving Borrowing or a Term B-1 Loan Borrowing The Borrowers may borrow under the Commitments during the Commitment Period on any Business Day, provided that the Borrower Borrowers shall notify give the Administrative Agent of such request (x) in the case of ABR Loans, by telephone irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 noonNoon, New York City time on the requested Borrowing Date) or time, (y) in the case of Eurocurrency Loans, in writing (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time not less than (Aa) three Business Days prior to the requested Borrowing Date for Dollar Borrowing requests and Date, in the case of Eurodollar Loans, or (Bb) four one Business Days Day prior to the requested Borrowing Date for Alternative Currency Revolving Borrowing requestsDate, in the case of Base Rate Loans). Any borrowing request shall be irrevocable , specifying (but may be conditioned on i) the occurrence of any event if the borrowing request includes a description of such event; provided that the relevant Lenders shall still be entitled to the benefits of Section 2.13) and any telephonic borrowing request shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the amount, currency amount and Type of Borrowing Loans to be borrowed and borrowed, (ii) the requested Borrowing DateDate and (iii) in the case of Eurodollar Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Each borrowing under the Commitments shall be in an amount equal to (x) in the case of Base Rate Loans, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof. Upon receipt of any such noticenotice from the Borrowers, the Administrative Agent shall promptly notify each relevant Lender thereof. For Each Lender will make the avoidance amount of doubtits pro rata share of each borrowing available to the Administrative Agent for the account of the Borrowers at the Funding Office prior to 12:00 Noon, subject New York City time, on the Borrowing Date requested by the Borrowers in funds immediately available to Section 2.11, each Borrowing shall the Administrative Agent. Such borrowing will then be comprised entirely of ABR Loans or Eurocurrency Loans made available to the Borrowers by the Administrative Agent in like funds as received by the Borrower may request in accordance herewith and all Revolving Loans made in Alternative Currencies shall be Eurocurrency LoansAdministrative Agent.