Common use of Requests for Borrowing Clause in Contracts

Requests for Borrowing. In order to request a Borrowing, the Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before a proposed Borrowing, and (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent of a written Borrowing Request and shall specify the following information: (i) whether the Borrowing then being requested is to be a Borrowing of Initial Term Loans or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this Agreement.

Requests for Borrowing. In order to request a Borrowing, the The Borrower shall notify give the Administrative Agent irrevocable prior written notice substantially in the form of Exhibit B (a “Notice of Borrowing”) not later than 11:00 a.m. (i) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loan, of its intention to borrow, specifying (A) the date of such request by telephone borrowing, which shall be a Business Day, (aB) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in an aggregate principal amount of $500,000 or a whole multiple of $100,000 in excess thereof, (C) whether such Loan is to be a Revolving Credit Loan or Swingline Loan, (D) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before a proposed BorrowingRevolving Credit Loan whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (bE) in the case of a LIBOR Rate Loan, the duration of the Interest Period applicable thereto; provided that if the Borrower wishes to request LIBOR Rate Loans having an ABR BorrowingInterest Period of twelve months in duration, such notice must be received by the Administrative Agent not later than 11:00 a.m.a.m. four (4) Business Days prior to the requested date of such borrowing, New York City time, one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to whereupon the Administrative Agent shall give prompt notice to the Revolving Credit Lenders of a written Borrowing Request such request and shall specify the following information: (i) determine whether the Borrowing requested Interest Period is acceptable to all of them. If the Borrower fails to specify a type of Loan in a Notice of Borrowing, then being requested is to the applicable Loans shall be made as Base Rate Loans. If the Borrower requests a Borrowing of Initial Term LIBOR Rate Loans or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such noticeNotice of Borrowing, then the requested Borrowing shall be but fails to specify an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such noticePeriod, then the Borrower shall it will be deemed to have selected specified an Interest Period of one month’s duration. A Notice of Borrowing received after 11:00 a.m. shall be deemed received on the next Business Day. The Administrative Agent shall promptly advise notify the applicable Revolving Credit Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and each Notice of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this Agreement.

Requests for Borrowing. In order to request a Borrowing, the The Borrower shall notify give the Administrative Agent irrevocable prior written notice substantially in the form of Exhibit B (a “Notice of Borrowing”) not later than 11:00 a.m. (i) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loan (provided that the Borrower may request, no later than two (2) Business Days prior to the Closing Date, that the Lenders make Revolving Credit Loans that are LIBOR Rate Loans on the Closing Date if the Borrower has delivered to the Administrative Agent a letter in form and substance reasonably satisfactory to the Administrative Agent indemnifying the Lenders in the manner set forth in Section 5.9 of this Agreement), of its intention to borrow, specifying (A) the date of such request by telephone borrowing, which shall be a Business Day, (aB) the amount of such borrowing, which shall be, (x) other than with respect to Swingline Loans, in an aggregate principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof and (y) with respect to Swingline Loans in an aggregate principal amount of $500,000 or a whole multiple of $100,000 in excess thereof, (C) whether such Loan is to be a Revolving Credit Loan or Swingline Loan, (D) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before a proposed BorrowingRevolving Credit Loan whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (bE) in the case of a LIBOR Rate Loan, the duration of the Interest Period applicable thereto; provided that if the Borrower wishes to request LIBOR Rate Loans having an ABR BorrowingInterest Period of nine or twelve months (or any period less than one month) in duration, such notice must be received by the Administrative Agent not later than 11:00 a.m.a.m. three (3) Business Days prior to the requested date of such borrowing, New York City time, one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to whereupon the Administrative Agent shall give prompt notice to the Revolving Credit Lenders of a written Borrowing Request such request and shall specify the following information: (i) determine whether the Borrowing requested Interest Period is acceptable to all of them. If the Borrower fails to specify a type of Loan in a Notice of Borrowing, then being requested is to the applicable Loans shall be made as Base Rate Loans. If the Borrower requests a Borrowing of Initial Term LIBOR Rate Loans or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such noticeNotice of Borrowing, then the requested Borrowing shall be but fails to specify an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such noticePeriod, then the Borrower shall it will be deemed to have selected specified an Interest Period of one month’s duration. A Notice of Borrowing received after 11:00 a.m. shall be deemed received on the next Business Day. The Administrative Agent shall promptly advise notify the applicable Revolving Credit Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and each Notice of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this Agreement.

Requests for Borrowing. In order From time to request a Borrowingtime during the period from the date hereof to and including the Facility Termination Date, the Borrower shall notify may present to the Administrative Agent Lender written information describing a particular Asset Pool (i) with respect to which the Borrower intends to submit an offer to purchase and (ii) requesting that the Lender make a Loan to the Borrower of up to the Maximum Monthly Amount to finance up to sixty three and four hundred fifteen thousandths percent (63.415%) of the Total Cost of such request by telephone (a) Asset Pool or such other amount as the Lender shall have indicated it would consider financing in any prior discussions with the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before a proposed Borrowing, and (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before a proposed BorrowingBorrower related to such Asset Pool. Each such telephonic request for a Loan hereunder shall be in substantially the form of Exhibit A hereto (each a “Borrowing Request”), and shall state the Loan Series in which such Loan is to be included and shall be accompanied by the relevant bid package (including the proposed Purchase Agreement to be entered into if the Borrower is the successful bidder for such Asset Pool), all relevant written or electronic information acquired by and all material oral information actually known to the Borrower regarding the Accounts comprising such Asset Pool, the proposed Servicing Fee for collection of such Accounts, projections of the Borrower’s anticipated recoveries, cash flows and net returns to be obtained upon collection of all Assets in the Asset Pool, solely for purposes of determining the Target Rate (as defined in the Operating Agreement), a designated internal rate of return, and such other information as the Lender may reasonably request. The Lender shall accept or reject a Borrowing Request within five (5) Business Days after receipt thereof from the Borrower. The Lender’s failure to respond to a Borrowing Request within five (5) Business Days (or within such extended period as may be required in the event additional information or documentation is requested by the Lender) shall be deemed a rejection of the Borrowing Request by the Lender. Notwithstanding anything in the foregoing to the contrary, the Lender’s decision to accept or reject a Borrowing Request shall be irrevocablein the Lender’s sole and absolute discretion and the Lender may decline any Borrowing Request for any reason (or no reason), without notification, justification or explanation, and shall be confirmed promptly by hand delivery, e-mail without regard to whether or fax to not the Administrative Agent Lender has given any prior indication of a written Borrowing Request and shall specify the following information: (i) whether the Borrowing then being requested is to be a Borrowing of Initial Term Loans interest or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period oral approval with respect to any Eurodollar Borrowing is the specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this AgreementAsset Pool.

Requests for Borrowing. In order to request a Borrowing, the The Borrower shall notify give the Administrative Agent of such request irrevocable prior written notice (or telephonic notice confirmed by telephone written notice) in the form attached hereto as EXHIBIT B (aa "NOTICE OF BORROWING") not later than 11:00 a.m. (New York time) at least three Business Days before each New Facility Loan (except in the case of a Eurodollar Borrowingthe New Facility Loans, not later than 11:00 a.m.if any, to be made by the Tranche A New York City timeFacility Lender pursuant to Section 3.2(c) below), three Business Days before of a proposed Borrowingborrowing specifying (A) the date of such borrowing, and (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request which shall be irrevocablea Business Day, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent of a written Borrowing Request and shall specify the following information: (i) whether the Borrowing then being requested is to be a Borrowing of Initial Term Loans or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (ivB) the amount of such Borrowing; borrowing which shall be in an aggregate principal amount of $1,000,000 or a whole multiple of $250,000 in excess thereof, and (vC) if such Borrowing is to be a Eurodollar Borrowing, the duration of the Interest Period with applicable thereto. Each Notice of Borrowing delivered by the Borrower under this Section 3.2(a) in respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing of New Facility Loans under the Tranche B New Facility Commitment shall comply with the requirements set forth in Section 2.02. If no election as be accompanied by a signed counterpart of a joint letter of instruction to the Type Depositary to request the Depositary to transfer proceeds from the Escrow Account in an amount equal to (x) the amount of New Facility Loans requested in by Notice of Borrowing is specified in any such notice, then to be made under the requested Borrowing shall be an ABR BorrowingTranche B New Facility Commitment multiplied by (y) the ratio of the Tranche A New Facility Commitment divided by the Tranche B New Facility Commitments. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower Notices received after 11:00 a.m. (New York time) shall be deemed to have selected an Interest Period of one month’s durationreceived on the next Business Day. The Administrative Agent shall promptly advise notify the applicable New Facility Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and each Notice of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this Agreement.

Requests for Borrowing. In order to (i) Each request a Borrowing, for borrowings hereunder shall be made by notice in the form attached hereto as EXHIBIT C from the Borrower shall notify to the Administrative Agent (the "Notice of such request by telephone (a) in the case of a Eurodollar Borrowing"), given not later than 11:00 a.m., New York City time, a.m. (A) on the Business Day on which the proposed borrowing is requested to be made for Revolving Loans that will be Base Rate Loans and (B) three Business Days before a proposed Borrowingprior to the date of the requested borrowing of Revolving Loans that will be LIBOR Loans; PROVIDED, and (b) in HOWEVER, that no LIBOR Loans shall be available to the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Borrower until the third Business Day before a proposed Borrowingafter the Closing Date. Each such telephonic Notice of Borrowing Request shall be irrevocablegiven by either telecopy, and shall be confirmed promptly by hand delivery, e-mail telex or fax to the Administrative Agent of a written Borrowing Request and shall specify the following information: cable setting forth (i) whether the Borrowing then being requested is to be a Borrowing of Initial Term Loans or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii1) the number and location requested date of the account to which funds are to be disbursed; such borrowing, (iv2) the aggregate amount of such Borrowing; requested borrowing, (3) whether such Revolving Loans will be Base Rate Loans or LIBOR Loans, and if appropriate, the applicable Interest Period and (v4) certification by the Borrower that it has complied in all respects with ARTICLE V, all of which shall be specified in such manner as is necessary to comply with all limitations on Revolving Loans outstanding hereunder. Each Notice of Borrowing shall be irrevocable by and binding on the Borrower. Each Loan shall be in a minimum principal amount of $500,000 and integral multiples of $250,000 in excess thereof (or the remaining amount of the Revolving Committed Amount, if such less); PROVIDED that no more than 5 LIBOR Loans shall be outstanding hereunder at any one time. Revolving Loans may be repaid and reborrowed in accordance with the provisions hereof. The Agent shall give to each Lender prompt notice (but in no event later than 1:30 P.M. on the date of the Agent's receipt of notice from the Borrower) of each Notice of Borrowing by telecopy, telex or cable (other than any Notice of Borrowing which will be funded by the Agent in accordance with subsection (d)(ii) below). No later than 3:00 P.M. on the date on which a borrowing is requested to be a Eurodollar made pursuant to the applicable Notice of Borrowing, each Lender will make available to the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with Agent at the requirements address of the Agent set forth in Section 2.0213.1, in immediately available funds, its Revolving Commitment Percentage of such borrowing requested to be made. If no election as Unless the Agent shall have been notified by any Lender prior to the Type date of Borrowing is specified in any borrowing that such notice, then Lender does not intend to make available to the requested Borrowing shall be an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s its portion of the requested Borrowing. For the avoidance of doubtborrowing to be made on such date, the notice Agent may assume that such Lender will make such amount available to the Agent on such date of borrowing and the Agent may, in reliance upon such assumption, make available the amount of the initial Borrowings on borrowing to be provided by such Lender. Upon fulfillment of the Closing Date may be conditional on conditions set forth in ARTICLE V for such borrowing, the effectiveness Agent will make such funds available to the Borrower at the account specified by the Borrower in such Notice of this AgreementBorrowing.

Requests for Borrowing. In order to request a Borrowing, the The Borrower shall notify give the Administrative Agent irrevocable prior written notice substantially in the form of Exhibit B (a “Notice of Borrowing”) not later than 9:00 a.m. (i) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loan, of its intention to borrow, specifying (A) the date of such request by telephone borrowing, which shall be a Business Day, (aB) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in an aggregate principal amount of $500,000 or a whole multiple of $100,000 in excess thereof (or, in each case, the remaining amount of the Revolving Credit Commitment), (C) whether such Loan is to be a Revolving Credit Loan or Swingline Loan, (D) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before a proposed BorrowingRevolving Credit Loan whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (bE) in the case of an ABR a LIBOR Rate Loan, the duration of the Interest Period applicable thereto. If the Borrower fails to specify a type of Loan in a Notice of Borrowing, not later than 11:00 a.m., New York City time, one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request then the applicable Loans shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to made as Base Rate Loans. If the Administrative Agent of a written Borrowing Request and shall specify the following information: (i) whether the Borrowing then being requested is to be Borrower requests a Borrowing of Initial Term LIBOR Rate Loans or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such noticeNotice of Borrowing, then the requested Borrowing shall be but fails to specify an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such noticePeriod, then the Borrower shall it will be deemed to have selected specified an Interest Period of one month’s duration. A Notice of Borrowing received after 9:00 a.m. shall be deemed received on the next Business Day. The Administrative Agent shall promptly advise notify the applicable Revolving Credit Lenders of any notice given each Notice of Borrowing. Confidential Portions of this Exhibit marked as [***] have been omitted pursuant to this Section 2.03 (a request for confidential treatment and have been filed separately with the contents thereof), Securities and of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this AgreementExchange Commission.

Requests for Borrowing. In order From time to request a Borrowingtime during the period from the date hereof to and including the Facility Termination Date, the Borrower shall notify may present to the Administrative Agent Lender written information describing a particular Asset Pool (i) with respect to which the Borrower intends to submit an offer to purchase and (ii) requesting that the Lender make a Loan to the Borrower of up to the Maximum Monthly Amount to finance up to seventy five and sixty-one hundredths percent (75.61%) of the Total Cost of such request by telephone (a) Asset Pool or such other amount as the Lender shall have indicated it would consider financing in any prior discussions with the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before a proposed Borrowing, and (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before a proposed BorrowingBorrower related to such Asset Pool. Each such telephonic request for a Loan hereunder shall be in substantially the form of Exhibit A hereto (each a “Borrowing Request”), and shall state the Loan Series in which such Loan is to be included and shall be accompanied by the relevant bid package (including the proposed Purchase Agreement to be entered into if the Borrower is the successful bidder for such Asset Pool), all relevant written or electronic information acquired by and all material oral information actually known to the Borrower regarding the Accounts comprising such Asset Pool, the proposed Servicing Fee for collection of such Accounts, projections of the Borrower’s anticipated recoveries, cash flows and net returns to be obtained upon collection of all Assets in the Asset Pool, and such other information as the Lender may reasonably request. The Lender shall accept or reject a Borrowing Request within five (5) Business Days after receipt thereof from the Borrower. The Lender’s failure to respond to a Borrowing Request within five (5) Business Days (or within such extended period as may be required in the event additional information or documentation is requested by the Lender) shall be deemed a rejection of the Borrowing Request by the Lender. Notwithstanding anything in the foregoing to the contrary, the Lender’s decision to accept or reject a Borrowing Request shall be irrevocablein the Lender’s sole and absolute discretion and the Lender may decline any Borrowing Request for any reason (or no reason), without notification, justification or explanation, and shall be confirmed promptly by hand delivery, e-mail without regard to whether or fax to not the Administrative Agent Lender has given any prior indication of a written Borrowing Request and shall specify the following information: (i) whether the Borrowing then being requested is to be a Borrowing of Initial Term Loans interest or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period oral approval with respect to any Eurodollar Borrowing is the specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this AgreementAsset Pool.

Requests for Borrowing. In order to request a BorrowingFollowing the Effective Date, the Borrower shall notify give the Administrative Agent Lenders a notice of such request by telephone each Loan (aother than any Interest Loan) substantially in the case form of Exhibit A (a Eurodollar Borrowing"BORROWING NOTICE"), duly executed by the Chief Executive Officer or Chief Financial Officer of ATTL, not later than 11:00 a.m.the fifth Business Day prior to the borrowing date of such Loan of its intention to borrow, New York City timespecifying (I) the principal amount of such Loan in Dollars, three which shall be in an aggregate amount of $2,000,000 or an integral multiple of $1,000,000 in excess thereof (not to exceed, together with any outstanding Loans other than Interest Loans, the Aggregate Commitment), (II) the borrowing date of such Loan, which shall be a Business Days before Day, (III) the name of any Borrowing Subsidiary proposed to be a proposed Borrowingborrower and (IV) the bank account or accounts of the Borrower (or Borrowing Subsidiary) to which the Loan is to be disbursed, and certifying, as of the date of the Borrowing Notice and as of the borrowing date, that (W) the Borrower and the Borrowing Subsidiaries have performed and complied with all the respective terms and conditions of this Agreement applicable to them, (X) the representations and warranties contained in Section 9 are and will be true and correct; (Y) there exists and will exist no condition or event which constitutes or which, after notice or passage of time or both, would constitute an Event of Default, and (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent of a written Borrowing Request and shall specify the following information: (i) whether the Borrowing then being requested is to be a Borrowing of Initial Term Loans or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (ivZ) the amount of such Borrowing; and (v) if such the Loan specified in the Borrowing Notice is to be a Eurodollar Borrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply consistent with the requirements set forth in Section 2.02most recently delivered Budget. If no election as to the Type of Any Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower Notice received after 12:00 noon (New York time) shall be deemed to have selected an Interest Period of one month’s durationreceived on the next Business Day. The Administrative Agent shall promptly advise If the applicable Lenders of any notice given Borrower requests in a Borrowing Notice pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s that all or a portion of an amount of the Loan specified therein be made available to one or more Borrowing Subsidiaries, Borrower must deliver the Borrowing Notice to the Lenders not later than (I) 20 Business Days prior to the requested Borrowing. For borrowing date if any relevant Borrowing Subsidiary is domiciled in Colombia or Brazil; or (II) 10 Business Days prior to the avoidance of doubtrequested borrowing date if any relevant Borrowing Subsidiary is domiciled in Peru, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this AgreementArgentina or Chile.

Requests for Borrowing. In order to request a Borrowing, the The Borrower shall notify give the Administrative Agent irrevocable prior written notice substantially in the form attached hereto as Exhibit B (a “Notice of Borrowing”) not later than 11:00 a.m. Local Time (i) on the same Business Day as each Base Rate Loan and each Swingline Loan, (ii) at least three (3) Business Days before each LIBOR Rate Loan under the Dollar Tranche or if in respect of Delayed Draw Term Loans or Incremental Term Loans, and (iii) at least four (4) Business Days before each Loan under the Designated Currency Tranche, of its intention to borrow, specifying (A) the date of such request by telephone borrowing, which shall be a Business Day, (aB) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $1,000,000 or a whole multiple of $100,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal Dollar Amount of $2,500,000 or a whole multiple of $100,000 in excess thereof and (z) with respect to Swingline Loans in an aggregate principal amount of $100,000 or a whole multiple of $100,000 in excess thereof, (C) whether such Loan is to be a Dollar Tranche Revolving Credit Loan, a Designated Currency Tranche Revolving Credit Loan, a Delayed Draw Term Loan, or a Swingline Loan, (D) in the case of a Eurodollar BorrowingDollar Tranche Revolving Credit Loan or a Delayed Draw Term Loan, not later than 11:00 a.m.whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, New York City time, three Business Days before a proposed Borrowing, and (bE) in the case of an ABR Borrowinga LIBOR Rate Loan, not later than 11:00 a.m., New York City time, one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent duration of a written Borrowing Request and shall specify the following information: (i) whether the Borrowing then being requested is to be a Borrowing of Initial Term Loans or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect applicable thereto; provided, howeverand (F) in the case of a Designated Currency Tranche Revolving Credit Loan, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing the Agreed Currency thereof. The Base Rate shall comply with not be available under the requirements set forth in Section 2.02Designated Currency Tranche. If no election as to the Type A Notice of Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower received after 11:00 a.m. Local Time shall be deemed to have selected an Interest Period of one month’s durationreceived on the next Business Day. The Administrative Agent shall promptly advise notify the applicable appropriate Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and each Notice of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this Agreement.

Requests for Borrowing. In order From time to request a Borrowingtime during the period from the date hereof to and including the Funding Termination Date, the Borrower shall notify may present to the Administrative Agent Lender written information describing a particular Asset Pool (i) with respect to which the Borrower intends to submit an offer to purchase and (ii) requesting that the Lender make a Loan to the Borrower to finance up to forty percent (40%) of the Total Cost of such Asset Pool; provided, however, that the Lender may, in its sole and absolute discretion, agree to increase such percentage on a transaction-by-transaction basis. Each such request for a Loan hereunder shall be in substantially the form of Exhibit A hereto (each a “Borrowing Request”), and shall be accompanied by telephone the relevant bid package (aincluding, if available, the proposed Purchase Agreement (or Forward Flow Purchase Agreement, if applicable and available) to be entered into if the Borrower is the successful bidder for such Asset Pool (or in the case of a Eurodollar BorrowingPurchase Agreement assigned by the Parent or a Purchase Affiliate, not later than 11:00 a.m.as applicable, New York City timein connection with Section 2.1(g), three the Purchase Agreement so assigned), all relevant information known to the Borrower regarding the Accounts comprising such Asset Pool, the proposed Servicing Fee for collection of such Accounts, projections of the Borrower’s anticipated recoveries, cash flows and net returns to be obtained upon collection of such Accounts and such other information as the Lender may reasonably request. The Lender shall accept or reject a Borrowing Request within five (5) Business Days before (the “Response Period”), after receipt thereof from the Borrower. The Lender’s failure to accept a proposed Borrowing, and (b) Borrowing Request within the Response Period shall be deemed a rejection of the Borrowing Request by the Lender. Notwithstanding anything in the case of an ABR Borrowingforegoing to the contrary, not later than 11:00 a.m., New York City time, one Business Day before the Lender’s decision to accept or reject a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocablein the Lender’s sole and absolute discretion and the Lender may decline any Borrowing Request for any reason (or no reason), without notification, justification or explanation, and shall be confirmed promptly by hand delivery, e-mail without regard to whether or fax to not the Administrative Agent Lender has given any prior indication of a written Borrowing Request and shall specify the following information: (i) whether the Borrowing then being requested is to be a Borrowing of Initial Term Loans interest or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period oral approval with respect to any Eurodollar Borrowing is the specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this AgreementAsset Pool.

Requests for Borrowing. In order to request a Borrowing, the The Borrower shall notify give the Administrative Agent irrevocable prior written notice in the form attached hereto as Exhibit B (a "Notice of Borrowing"), not later than 11:00 a.m. (Charlotte time) (i) at least one (1) Business Day before the Revolving Credit Loans are to be advanced in the event that the Revolving Credit Loans will initially be made as Base Rate Loans, (ii) at least two (2) Business Days before the Revolving Credit Loans are to be advanced in the event that the Revolving Credit Loans will initially be made as CD Rate Loans, and (iii) at least three (3) Business Days before the Revolving Credit Loans are to be advanced in the event that the Revolving Credit Loans will initially be made as LIBOR Rate Loans, of its intention to borrow, specifying (A) the date of such request by telephone borrowing, which shall be a Business Day, (aB) the amount of such borrowing, which shall be (x) with respect to Base Rate Loans in an aggregate principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof, and (y) with respect to Fixed Rate Loans in an aggregate principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof, (C) whether the Revolving Credit Loans are initially to be Base Rate Loans, CD Rate Loans or LIBOR Rate Loans, and (D) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before a proposed Borrowing, and (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent of a written Borrowing Request and shall specify the following information: (i) whether the Borrowing then being requested is to be a Borrowing of Initial Term CD Rate Loans or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) LIBOR Rate Loans, the number and location duration of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the initial Interest Period with respect applicable thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower Notices received after 11:00 a.m. (Charlotte time) shall be deemed to have selected an Interest Period of one month’s durationreceived on the next Business Day. The Administrative Agent shall promptly advise notify the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and its receipt of each Lender’s portion Notice of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings The Borrower acknowledges and agrees that no Revolving Credit Loans shall be permitted to bear interest based on the CD Rate or the LIBOR Rate until three (3) Business Days after the Closing Date may be conditional on the effectiveness of this AgreementDate.

Requests for Borrowing. In order to request a Borrowing, the The Administrative Borrower shall notify give the Administrative Agent irrevocable prior written notice substantially in the form of Exhibit B (a “Notice of Borrowing”) not later than 11:00 a.m. (i) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) U.S. Government Securities Business Days before each SOFR Rate Loan (provided that the Administrative Borrower may request, no later than two (2) Business Days prior to the Closing Date, that the Lenders make Revolving Credit Loans that are SOFR Rate Loans on the Closing Date if the Administrative Borrower, on behalf of the Borrowers, has delivered to the Administrative Agent a letter in form and substance reasonably satisfactory to the Administrative Agent indemnifying the Lenders in the manner set forth in Section 5.9 of this Agreement), of its intention to borrow, specifying (A) the date of such request by telephone borrowing, which shall be a Business Day, (aB) the amount of such borrowing, which shall be, (1) other than with respect to Swingline Loans, in an aggregate principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof and (2) with respect to Swingline Loans in an aggregate principal amount of $500,000 or a whole multiple of $100,000 in excess thereof, (C) whether such Loan is to be a Revolving Credit Loan or Swingline Loan, (D) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before a proposed BorrowingRevolving Credit Loan whether the Loans are to be SOFR Rate Loans or Base Rate Loans, and (bE) in the case of an ABR a SOFR Rate Loan, the duration of the Interest Period applicable thereto. If the Administrative Borrower fails to specify a type of Loan in a Notice of Borrowing, not later than 11:00 a.m., New York City time, one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request then the applicable Loans shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to made as Base Rate Loans. If the Administrative Agent of a written Borrowing Request and shall specify the following information: (i) whether the Borrowing then being requested is to be Borrower requests a Borrowing of Initial Term SOFR Rate Loans or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such noticeNotice of Borrowing, then the requested Borrowing shall be but fails to specify an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such noticePeriod, then the Borrower shall it will be deemed to have selected specified an Interest Period of one month’s duration. A Notice of Borrowing received after 11:00 a.m. shall be deemed received on the next Business Day. The Administrative Agent shall promptly advise notify the applicable Revolving Credit Lenders of any notice given pursuant each Notice of Borrowing. All requests for Loans may be delivered through Agent’s electronic platform or portal. All such Loan requests which are not made on-line via Agent’s electronic platform or portal shall be subject to this Section 2.03 (and unless Agent elects otherwise in the contents thereof)exercise of its sole discretion, and ​ ​ such Loans shall not be made until the completion of) Agent’s authentication process (with results reasonably satisfactory to Agent) prior to the funding of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this Agreementany such Loan.

Requests for Borrowing. In order to request a Borrowing, the The Borrower shall notify give the Administrative Agent irrevocable prior written notice substantially in the form of Exhibit B (a “Notice of Borrowing”) not later than 12:00 p.m. (i) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loan (or, in the case of any LIBOR Rate Loans to be borrowed on the Closing Date, such shorter period of time as may be agreed to by the Administrative Agent and the Revolving Credit Lenders), of its intention to borrow, specifying (A) the date of such request by telephone borrowing, which shall be a Business Day, (aB) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in an aggregate principal amount of $500,000 or a whole multiple of $100,000 in excess thereof, (C) whether such Loan is to be a Revolving Credit Loan or Swingline Loan, (D) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before a proposed BorrowingRevolving Credit Loan whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (bE) in the case of an ABR Borrowinga LIBOR Rate Loan, not later than 11:00 a.m., New York City time, one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent duration of a written Borrowing Request and shall specify the following information: (i) whether the Borrowing then being requested is to be a Borrowing of Initial Term Loans or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect applicable thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election the Borrower fails to specify a type of Loan in a Notice of Borrowing, then the applicable Loans shall be made as to Base Rate Loans. If the Type Borrower requests a borrowing of Borrowing is specified LIBOR Rate Loans in any such noticeNotice of Borrowing, then the requested Borrowing shall be but fails to specify an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such noticePeriod, then the Borrower shall it will be deemed to have selected specified an Interest Period of one month’s duration. A Notice of Borrowing received after 12:00 p.m. shall be deemed received on the next Business Day. The Administrative Agent shall promptly advise notify the applicable Revolving Credit Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and each Notice of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this Agreement.

Requests for Borrowing. In order to request a Borrowing, the The Borrower shall notify give the Administrative Agent irrevocable prior written notice substantially in the form of Exhibit B (a “Notice of Borrowing”) not later than 11:00 a.m. (i) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loan, of its intention to borrow, specifying (A) the date of such request by telephone borrowing, which shall be a Business Day, (aB) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans there shall be no minimum amount, (C) whether such Loan is to be a Revolving Credit Loan or Swingline Loan, (D) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before a proposed BorrowingRevolving Credit Loan whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (bE) in the case of a LIBOR Rate Loan, the duration of the Interest Period applicable thereto; provided that if the Borrower wishes to request LIBOR Rate Loans having an ABR BorrowingInterest Period of twelve months in duration, such notice must be received by the Administrative Agent not later than 11:00 a.m.a.m. four (4) Business Days prior to the requested date of such borrowing, New York City time, one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to whereupon the Administrative Agent shall give prompt notice to the Revolving Credit Lenders of a written Borrowing Request such request and shall specify the following information: (i) determine whether the Borrowing requested Interest Period is acceptable to all of them. If the Borrower fails to specify a type of Loan in a Notice of Borrowing, then being requested is to the applicable Loans shall be made as Base Rate Loans. If the Borrower requests a Borrowing of Initial Term LIBOR Rate Loans or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such noticeNotice of Borrowing, then the requested Borrowing shall be but fails to specify an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such noticePeriod, then the Borrower shall it will be deemed to have selected specified an Interest Period of one month’s duration. A Notice of Borrowing received after 11:00 a.m. shall be deemed received on the next Business Day. The Administrative Agent shall promptly advise notify the applicable Revolving Credit Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and each Notice of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this Agreement.

Requests for Borrowing. In order to request a Borrowing, the The Borrower shall notify give the Administrative Agent irrevocable prior written notice substantially in the form of Exhibit B (a “Notice of Borrowing”) or such other form as may be approved by the Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent) not later than 11:00 a.m. (i) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loan, of its intention to borrow, specifying (A) the date of such request by telephone borrowing, which shall be a Business Day, (aB) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in an aggregate principal amount of $500,000 or a whole multiple of $100,000 in excess thereof, (C) whether such Loan is to be a Revolving Credit Loan or Swingline Loan, in the case of a Revolving Credit Loan whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (E) in the case of a Eurodollar BorrowingLIBOR Rate Loan, the duration of the Interest Period applicable thereto; provided that if the Borrower wishes to request LIBOR Rate Loans having an Interest Period of twelve months in duration, such notice must be received by the Administrative Agent not later than 11:00 a.m., New York City time, three a.m. four (4) Business Days before a proposed Borrowingprior to the requested date of such borrowing, and (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to whereupon the Administrative Agent shall give prompt notice to the Revolving Credit Lenders of a written Borrowing Request such request and shall specify the following information: (i) determine whether the Borrowing requested Interest Period is acceptable to all of them. If the Borrower fails to specify a type of Loan in a Notice of Borrowing, then being requested is to the applicable Loans shall be made as Base Rate Loans. If the Borrower requests a Borrowing of Initial Term LIBOR Rate Loans or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such noticeNotice of Borrowing, then the requested Borrowing shall be but fails to specify an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such noticePeriod, then the Borrower shall it will be deemed to have selected specified an Interest Period of one month’s duration. A Notice of Borrowing received after 11:00 a.m. shall be deemed received on the next Business Day. The Administrative Agent shall promptly advise notify the applicable Revolving Credit Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and each Notice of each Lender’s portion of the requested Borrowing. For Notwithstanding the avoidance foregoing, no such Notice of doubt, Borrowing shall be required in connection with a Borrowing of a Swingline Loan when the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this AgreementAutoborrow Agreement is in effect.

Requests for Borrowing. In order The Borrower shall give the Administrative Agent irrevocable prior written notice in the form attached hereto as Exhibit B (a "Notice of Borrowing") not later than 11:00 a.m. (Charlotte time) (i) on the same Business Day as each Base Rate Loan, LIBOR Market Rate or LIBOR Rate Loan denominated in Dollars, (ii) two (2) Business Days before each Base Rate Loans or LIBOR Market Rate Loan denominated in an Alternative Currency and (iii) at least four (4) Business Days before each LIBOR Rate Loan denominated in an Alternative Currency, of its intention to request borrow, specifying (A) the date of such borrowing, which shall be a BorrowingBusiness Day, (B) whether the Loan shall be denominated in Dollars or an Alternative Currency, (C) whether the Loans are to be LIBOR Market Rate Loans, LIBOR Rate Loans or Base Rate Loans; provided that the Borrower shall notify only be permitted to request Base Rate Loans and LIBOR Market Rate Loans to be denominated in an Alternative Currency if such Alternative Currency is available to the Administrative Agent Lenders at such rate, (D) the amount of such request by telephone borrowing, which shall be in an amount equal to the amount of the Aggregate Commitment or Alternative Currency Commitment, as applicable, then available to the Borrower, or if less, (ax) with respect to Base Rate Loans or LIBOR Market Rate Loans in an aggregate principal amount of $100,000 or a whole multiple of $50,000 in excess thereof and (y) with respect to LIBOR Rate Loans denominated in Dollars, in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof, and (E) in the case of a Eurodollar BorrowingLIBOR Rate Loan, not later than 11:00 a.m., New York City time, three Business Days before a proposed Borrowing, and (b) in the case duration of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent of a written Borrowing Request and shall specify the following information: (i) whether the Borrowing then being requested is to be a Borrowing of Initial Term Loans or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect applicable thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower Notices received after 11:00 a.m. (Charlotte time) shall be deemed to have selected an Interest Period of one month’s durationreceived on the next Business Day. The Administrative Agent shall promptly advise notify the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and each Notice of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this Agreement.

Requests for Borrowing. In order to request a Borrowing, the The Borrower shall notify give the Administrative Agent irrevocable prior written notice substantially in the form of Exhibit B (a “Notice of Borrowing”) not later than 12:00 p.m. (i) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loan, of its intention to borrow, specifying (A) the date of such request by telephone borrowing, which shall be a Business Day, (aB) the amount of such borrowing, which shall be, (x) with respect to Loans (other than Swingline Loans) in an aggregate principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof and (y) with respect to Swingline Loans in an aggregate principal amount of $100,000 or a whole multiple of $100,000 in excess thereof (or, in each case, the remaining amount of the Commitment or the Swingline Commitment, as applicable), (C) whether such Loan is to be a Revolving Credit Loan or Swingline Loan, (D) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before Revolving Credit Loan whether such Revolving Credit Loan is to be a proposed BorrowingLIBOR Rate Loan or a Base Rate Loan, and (bE) in the case of a LIBOR Rate Loan, the duration of the Interest Period applicable thereto; provided that if the Borrower wishes to request LIBOR Rate Loans having an ABR BorrowingInterest Period of twelve months in duration, such notice must be received by the Administrative Agent not later than 11:00 a.m.12:00 p.m. four (4) Business Days prior to the requested date of such borrowing, New York City time, one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to whereupon the Administrative Agent shall give prompt notice to the Lenders of a written Borrowing Request such request and shall specify the following information: (i) determine whether the Borrowing then being requested Interest Period is acceptable to be all of them. If the Borrower fails to specify a Borrowing type of Initial Term Loans or Loan in a Borrowing Notice of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, then the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing applicable Loans shall comply with the requirements set forth in Section 2.02be made as Base Rate Loans. If no election as to the Type Borrower requests a borrowing of Borrowing is specified LIBOR Rate Loans in any such noticeNotice of Borrowing, then the requested Borrowing shall be but fails to specify an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such noticePeriod, then the Borrower shall it will be deemed to have selected specified an Interest Period of one month’s duration. A Notice of Borrowing received after 12:00 p.m. shall be deemed received on the next Business Day. The Administrative Agent shall promptly advise notify the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and each Notice of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this Agreement.

Requests for Borrowing. In order to request a Borrowing, the The Borrower shall notify give the Administrative Agent irrevocable prior written notice (it being understood and agreed that such notice may state that the Borrowing is conditioned upon the effectiveness of other credit facilities, acquisitions, dispositions or other transactions, in which case, such notice may be revoked or modified by Borrower (by notice to Administrative Agent on or prior to the specified borrowing date) if such condition is not satisfied) substantially in the form of Exhibit B (a “Notice of Borrowing”) not later than 12:00 p.m. (i) on the same Business Day as each Base Rate Loan and each Swingline Loan, and (ii) at least three RFR Business Days before each Term SOFR Loan, of its intention to borrow, specifying (A) the date of such request by telephone borrowing, which shall be a Business Day, (aB) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to Term SOFR Loans in an aggregate principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in an aggregate principal amount of $500,000 or a whole multiple of $100,000 in excess thereof, (C) whether such Loan is to be a Revolving Credit Loan or Swingline Loan, (D) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before a proposed BorrowingRevolving Credit Loan whether the Loans are to be Term SOFR Loans or Base Rate Loans, and (bE) in the case of an ABR a Term SOFR Loan, the duration of the Interest Period applicable thereto. If the Borrower fails to specify a type of Loan in a Notice of Borrowing, not later than 11:00 a.m., New York City time, one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request then the applicable Loans shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to made as Base Rate Loans. If the Administrative Agent of a written Borrowing Request and shall specify the following information: (i) whether the Borrowing then being requested is to be Borrower requests a Borrowing of Initial Term SOFR Loans or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such noticeNotice of Borrowing, then the requested Borrowing shall be but fails to specify an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such noticePeriod, then the Borrower shall it will be deemed to have selected specified an Interest Period of one month’s duration. A Notice of Borrowing received after 12:00 p.m. shall be deemed received on the next Business Day or RFR Business Day, as applicable. The Administrative Agent shall promptly advise notify the applicable Revolving Credit Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and each Notice of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this Agreement.

Requests for Borrowing. In order to request a Borrowing, the The Borrower shall notify give the Administrative Agent irrevocable prior written notice in the form attached hereto as Exhibit C (a "Notice of Borrowing"), not later than 11:00 a.m. (Charlotte time) (i) at least one (1) Business Day before the Revolving Credit Loans are to be advanced in the event that the Revolving Credit Loans will initially be made as Base Rate Loans, (ii) at least two (2) Business Days before the Revolving Credit Loans are to be advanced in the event that the Revolving Credit Loans will initially be made as CD Rate Loans, and (iii) at least three (3) Business Days before the Revolving Credit Loans are to be advanced in the event that the Revolving Credit Loans will initially be made as LIBOR Rate Loans, of its intention to borrow, specifying (A) the date of such request by telephone borrowing, which shall be a Business Day, (aB) the amount of such borrowing, which shall be (x) with respect to Base Rate Loans in an aggregate principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof, and (y) with respect to Fixed Rate Loans in an aggregate principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof, (C) whether the Revolving Credit Loans are initially to be Base Rate Loans, CD Rate Loans or LIBOR Rate Loans, and (D) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before a proposed Borrowing, and (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent of a written Borrowing Request and shall specify the following information: (i) whether the Borrowing then being requested is to be a Borrowing of Initial Term CD Rate Loans or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) LIBOR Rate Loans, the number and location duration of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the initial Interest Period with respect applicable thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower Notices received after 11:00 a.m. (Charlotte time) shall be deemed to have selected an Interest Period of one month’s durationreceived on the next Business Day. The Administrative Agent shall promptly advise notify the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and its receipt of each Lender’s portion Notice of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings The Borrower acknowledges and agrees that no Revolving Credit Loans shall be permitted to bear interest based on the CD Rate or the LIBOR Rate until three (3) Business Days after the Closing Date may be conditional on the effectiveness of this AgreementDate.

Requests for Borrowing. In order to request a Borrowing, the The Borrower shall notify give the Administrative Agent irrevocable prior written notice substantially in the form of Exhibit B (a “Notice of Borrowing”) not later than 12:00 p.m. (3:00 p.m. in the case of a Swingline Loan) (i) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loan, of its intention to borrow, specifying (A) the date of such request by telephone borrowing, which shall be a Business Day, (aB) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $1,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $1,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in an aggregate principal amount of $100,000 or a whole multiple of $100,000 in excess thereof, (C) whether such Loan is to be a Revolving Credit Loan or Swingline Loan, (D) in the case of a Eurodollar BorrowingRevolving Credit Loan whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, not later than 11:00 a.m., New York City time, three Business Days before a proposed Borrowing, and (bE) in the case of an ABR a LIBOR Rate Loan, the duration of the Interest Period applicable thereto, (F) in the case of a Swingline Loan, the Swingline Maturity Date and (G) during the Availability Period, the Availability then in effect (without giving effect to the proposed borrowing). If the Borrower fails to specify a type of Loan in a Notice of Borrowing, not later than 11:00 a.m., New York City time, one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request then the applicable Loans shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to made as Base Rate Loans. If the Administrative Agent of a written Borrowing Request and shall specify the following information: (i) whether the Borrowing then being requested is to be Borrower requests a Borrowing of Initial Term LIBOR Rate Loans or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such noticeNotice of Borrowing, then the requested Borrowing shall be but fails to specify an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such noticePeriod, then the Borrower shall it will be deemed to have selected specified an Interest Period of one month’s duration. A Notice of Borrowing received after 12:00 p.m. shall be deemed received on the next Business Day. The Administrative Agent shall promptly advise notify the applicable Revolving Credit Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and each Notice of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this Agreement.

Requests for Borrowing. In order to request a Borrowing, the The Borrower shall notify give the Administrative Agent irrevocable prior written notice substantially in the form of Exhibit B (a “Notice of Borrowing”) or such other form as may be approved by the Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent) not later than 11:00 a.m. (i) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days before each Eurodollar Rate Loan, of its intention to borrow, specifying (A) the date of such request by telephone borrowing, which shall be a Business Day, (aB) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to Eurodollar Rate Loans in an aggregate principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in an aggregate principal amount of $500,000 or a whole multiple of $100,000 in excess thereof, (C) whether such Loan is to be a Revolving Credit Loan or Swingline Loan, in the case of a Revolving Credit Loan whether the Loans are to be Eurodollar Rate Loans or Base Rate Loans, and (D) in the case of a Eurodollar BorrowingRate Loan, the duration of the Interest Period applicable thereto; provided that if the Borrower wishes to request Eurodollar Rate Loans having an Interest Period of twelve months in duration, such notice must be received by the Administrative Agent not later than 11:00 a.m., New York City time, three a.m. four (4) Business Days before a proposed Borrowingprior to the requested date of such borrowing, and (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to whereupon the Administrative Agent shall give prompt notice to the Revolving Credit Lenders of a written Borrowing Request such request and shall specify the following information: (i) determine whether the Borrowing then being requested Interest Period is acceptable to be all of them. If the Borrower fails to specify a Borrowing type of Initial Term Loans or Loan in a Borrowing Notice of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, then the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing applicable Loans shall comply with the requirements set forth in Section 2.02be made as Base Rate Loans. If no election as to the Type Borrower requests a borrowing of Borrowing is specified Eurodollar Rate Loans in any such noticeNotice of Borrowing, then the requested Borrowing shall be but fails to specify an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such noticePeriod, then the Borrower shall it will be deemed to have selected specified an Interest Period of one month’s duration. A Notice of Borrowing received after 11:00 a.m. shall be deemed received on the next Business Day. The Administrative Agent shall promptly advise notify the applicable Revolving Credit Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and each Notice of each Lender’s portion of the requested Borrowing. For Notwithstanding the avoidance foregoing, no such Notice of doubt, Borrowing shall be required in connection with a borrowing of a Swingline Loan when the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this AgreementAutoborrow Agreement is in effect.

Requests for Borrowing. In order to request a Borrowing, the The Borrower shall notify give the Administrative Agent irrevocable prior written notice substantially in the form of Exhibit B (a “Notice of Borrowing”) not later than 12:00 p.m. (i) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) U.S. Government Securities Business Days before each SOFR Loan, of its intention to borrow, specifying (A) the date of such request by telephone borrowing, which shall be a Business Day, (aB) the amount of such borrowing, which shall be, (x) with respect to Loans (other than Swingline Loans) in an aggregate principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof and (y) with respect to Swingline Loans in an aggregate principal amount of $100,000 or a whole multiple of $100,000 in excess thereof (or, in each case, the remaining amount of the Commitment or the Swingline Commitment, as applicable), (C) whether such Loan is to be a Revolving Credit Loan or Swingline Loan, (D) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before Revolving Credit Loan whether such Revolving Credit Loan is to be a proposed BorrowingSOFR Loan or a Base Rate Loan, and (bE) in the case of an ABR Borrowinga SOFR Loan, not later than 11:00 a.m., New York City time, one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent duration of a written Borrowing Request and shall specify the following information: (i) whether the Borrowing then being requested is to be a Borrowing of Initial Term Loans or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect applicable thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election the Borrower fails to specify a type of Loan in a Notice of Borrowing, then the applicable Loans shall be made as to Base Rate Loans. If the Type Borrower requests a borrowing of Borrowing is specified SOFR Loans in any such noticeNotice of Borrowing, then the requested Borrowing shall be but fails to specify an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such noticePeriod, then the Borrower shall it will be deemed to have selected specified an Interest Period of one month’s duration. A Notice of Borrowing received after 12:00 p.m. shall be deemed received on the next Business Day or U.S. Government Securities Business Day, as applicable. The Administrative Agent shall promptly advise notify the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and each Notice of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this Agreement.(b)

Requests for Borrowing. In order to request a Borrowing, the The Borrower shall notify give the Administrative Agent a Notice of Borrowing for the Initial Term Loans or any Series of Incremental Term Loans not later than 1:00 p.m. (New York time) (i) on the same Business Day as each Base Rate Loan and (ii) at least three Business Days before each LIBOR Rate Loan, of its intention to borrow, specifying (A) the date of such request by telephone borrowing, which shall be a Business Day (aand, in the case of the Initial Term Loans, the Closing Date), (B) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans in an aggregate minimum principal amount of One Million Dollars ($1,000,000) and (y) with respect to LIBOR Rate Loans in an aggregate minimum principal amount of Two Million Five Hundred Thousand Dollars ($2,500,000) (C) whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, (D) in the case of a Eurodollar BorrowingLIBOR Rate Loan, not later than 11:00 a.m., New York City time, three Business Days before a proposed Borrowingthe duration of the Interest Period applicable thereto, and (bE) in the case of an ABR Borrowingthe Initial Term Loans, not later than 11:00 a.m., whether it has elected to borrow such Term Loans prior to the Acquisition Date (a “Pre-Acquisition Funding Election”). A Notice of Borrowing received after 1:00 p.m. (New York City time, one ) shall be deemed received on the next Business Day before a proposed Day. The Administrative Agent shall promptly notify the Lenders of each Notice of Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax Notwithstanding anything to the Administrative Agent contrary, however, if the Borrower fails to deliver a Notice of a written Borrowing Request and shall specify for the following information: (i) whether the Borrowing then being requested is to be a Borrowing of Initial Term Loans or a Borrowing of Incremental Loans and whether such Borrowing is on the day required pursuant to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowingthis Section 4.2(a), the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected have: (1) requested Initial Term Loans in an Interest Period of one month’s duration. The Administrative Agent shall promptly advise aggregate principal amount equal to the applicable Lenders of any notice given pursuant aggregate Initial Term Loan Commitment, (2) elected that the Initial Term Loans are to this Section 2.03 be Base Rate Loans and (and 3) made the contents thereof), and of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this AgreementPre-Acquisition Funding Election.

Requests for Borrowing. In order to request a Borrowing, the The Borrower shall notify give the Administrative Agent irrevocable(a) prior written notice substantially in the form of Exhibit B (a “Notice of Borrowing”) not later than 12:00 p.m. (i) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loan (or, in the case of any LIBOR Rate Loans to be borrowed on the Closing Date, such shorter period of time as may be agreed to by the Administrative Agent and the Lenders), of its intention to borrow, specifying (A) the date of such request by telephone borrowing, which shall be a Business Day, (aB) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in an aggregate principal amount of $500,000 or a whole multiple of $100,000 in excess thereof, (C) whether such Loan is to be a Revolving Credit Loan or Swingline Loan, (D) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before a proposed BorrowingRevolving Credit Loan whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (bE) in the case of an ABR Borrowinga LIBOR Rate Loan, not later than 11:00 a.m., New York City time, one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent duration of a written Borrowing Request and shall specify the following information: (i) whether the Borrowing then being requested is to be a Borrowing of Initial Term Loans or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect applicable thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election the Borrower fails to specify a type of Loan in a Notice of Borrowing, then the applicable Loans shall be made as to Base Rate Loans. If the Type Borrower requests a borrowing of Borrowing is specified LIBOR Rate Loans in any such noticeNotice of Borrowing, then the requested Borrowing shall be but fails to specify an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such noticePeriod, then the Borrower shall it will be deemed to have selected specified an Interest Period of one month’s duration. A Notice of Borrowing received after 12:00 p.m. shall be deemed received on the next Business Day. The Administrative Agent shall promptly advise notify the applicable Revolving Credit Lenders of any notice given each Notice of Borrowing. Disbursement of Revolving Credit and Swingline Loans. Not later than 2:00 p.m. on the(b) proposed borrowing date, (i) each Revolving Credit Lender will make available to the Administrative Agent, for the account of the Borrower, at the office of the Administrative Agent in funds immediately available to the Administrative Agent, such Revolving Credit Lender’s Revolving Credit Commitment Percentage of the Revolving Credit Loans to be made on such borrowing date and (ii) the Swingline Lender will make available to the Administrative Agent, for the account of the Borrower, at the office of the Administrative Agent in funds immediately available to the Administrative Agent, the Swingline Loans to be made on such borrowing date. The Borrower hereby irrevocably authorizes the Administrative Agent to disburse the proceeds of each borrowing requested pursuant to this Section 2.03 in immediately available funds by crediting or wiring such proceeds to the deposit account of the Borrower identified in the most recent notice substantially in the form attached as Exhibit C (a “Notice of Account Designation”) delivered by the Borrower to the Administrative Agent or as may be otherwise agreed upon by the Borrower and the contents thereof)Administrative Agent from time to time. Subject to Section 5.7 hereof, and of each Lender’s the Administrative Agent shall not be obligated to disburse the portion of the proceeds of any Revolving Credit Loan requested Borrowingpursuant to this Section to the extent that any Revolving Credit Lender has not made available to the Administrative Agent its Revolving Credit Commitment Percentage of such Loan. For Revolving Credit Loans to be made for the avoidance purpose of doubt, refunding Swingline Loans shall be made by the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this AgreementRevolving Credit Lenders as provided in Section 2.2(b).

Requests for Borrowing. In order to request a Borrowing, the The Borrower shall notify give (i) the Administrative Agent irrevocable prior written notice substantially in the form of Exhibit B or such other form as may be reasonably approved by the Administrative Agent or the Swingline Lender, as applicable (including any form on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent or the Swingline Lender, as applicable), appropriately completed and signed by a Responsible Officer of the Borrower (a “Notice of Borrowing”), not later than 12:00 noon (A) one Business Day before each Base Rate Loan and (B) at least three (3) Business Days before each BSBY Loan, and (ii) the Swingline Lender (with a copy to the Administrative Agent) a Notice of Borrowing (which shall be irrevocable), not later than 12:00 noon on the same Business Day as each Swingline Loan, of its intention to borrow, specifying (A) the date of such request by telephone borrowing, which shall be a Business Day, (aB) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $2,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to BSBY Loans in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in whole multiples of $100,000, (C) whether such Loans are to be Revolving Credit Loans or Swingline Loans, (D) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before a proposed BorrowingRevolving Credit Loans whether the Loans are to be BSBY Loans or Base Rate Loans, and (bE) in the case of an ABR BorrowingBSBY Loans, not later than 11:00 a.m., New York City time, one the duration of the Interest Period applicable thereto (provided that any Revolving Credit Loans made on the Closing Date or any of the three (3) Business Day before a proposed Borrowing. Each such telephonic Borrowing Request Days following the Closing Date shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax made as Base Rate Loans unless the Borrower has delivered to the Administrative Agent of a written Borrowing Request funding indemnity letter in form and shall specify substance reasonably satisfactory to the following information: Administrative Agent not less than three (i3) whether Business Days prior to the Borrowing then being requested is to be a Borrowing of Initial Term Loans or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount date of such BorrowingRevolving Credit Loans); and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect thereto; provided, however, provided that, notwithstanding any contrary specification in any Borrowing Requestthe foregoing, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as Borrower may provide such notice of a Swingline Loan to the Type Swingline Lender by telephone; provided that any telephonic notice must be confirmed promptly thereafter by delivery to the Swingline Lender (with a copy to the Administrative Agent) of a Notice of Borrowing. A Notice of Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower received after 12:00 noon shall be deemed to have selected an Interest Period of one month’s durationreceived on the next Business Day. The Administrative Agent shall promptly advise notify the applicable Revolving Credit Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and each Notice of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this Agreement.

Requests for Borrowing. In order to request a Borrowing, the The Borrower shall notify give the Administrative Agent irrevocable prior written notice of a borrowing of Loans substantially in the form of a Loan Notice not later than 11:00 a.m. (i) on the same Business Day as each Base Rate Loan and each Swingline Loan, (ii) at least three (3) U.S. Government Securities Business Days before each Daily Simple SOFR Loan and (iii) at least three (3) U.S. Government Securities Business Days before each Term SOFR Loan, of its intention to borrow, specifying (A) the date of such request by telephone borrowing, which shall be a Business Day, (aB) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof, (y) with respect to SOFR Loans in an aggregate principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof and (z) with respect to Swingline Loans in an aggregate principal amount of $100,000 or a whole multiple of $100,000 in excess thereof (or, in each case, the remaining amount of the Revolving Credit Commitment or the Swingline Commitment, as applicable), (C) whether such Loan is to be a Revolving Loan or Swingline Loan, (D) in the case of a Eurodollar BorrowingRevolving Loan whether such Revolving Loan is to be a Daily Simple SOFR Loan, not later than 11:00 a.m., New York City time, three Business Days before a proposed BorrowingTerm SOFR Loan or a Base Rate Loan, and (bE) in the case of an ABR Borrowinga Term SOFR Loan, not later than 11:00 a.m., New York City time, one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent duration of a written Borrowing Request and shall specify the following information: (i) whether the Borrowing then being requested is to be a Borrowing of Initial Term Loans or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect applicable thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as the Borrower fails to the specify a Type of Borrowing is specified Loan in a Loan Notice, then the applicable Loans shall be made as Base Rate Loans. If the Borrower requests a borrowing of a Term SOFR Loan in any such noticeLoan Notice, then the requested Borrowing shall be but fails to specify an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such noticePeriod, then the Borrower shall it will be deemed to have selected specified an Interest Period of one month’s duration. A Loan Notice received after 11:00 a.m. shall be deemed received on the next Business Day or U.S. Government Securities Business Day, as applicable. The Administrative Agent shall promptly advise notify the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this AgreementLoan Notice.

Requests for Borrowing. In order From time to request a Borrowingtime during the period from the date hereof to and including the Funding Termination Date, the Borrower shall notify may present to the Administrative Agent Lender written information describing a particular Asset Pool (i) with respect to which the Borrower intends to submit an offer to purchase and (ii) requesting that the Lender make a Loan to the Borrower to finance up to ninety percent (90%) of the Total Cost of such Asset Pool. Each such request for a Loan hereunder shall be in substantially the form of Exhibit A hereto (each a "Borrowing Request"), and shall be accompanied by telephone the relevant bid package (aincluding, if available, the proposed Purchase Agreement (or Forward Flow Purchase Agreement, if applicable and available) to be entered into if the Borrower is the successful bidder for such Asset Pool (or in the case of a Eurodollar BorrowingPurchase Agreement assigned by the Parent or a Purchase Affiliate, not later than 11:00 a.m.as applicable, New York City timein connection with Section 2.1(g), three the Purchase Agreement so assigned), all relevant information known to the Borrower regarding the Accounts comprising such Asset Pool, the proposed Servicing Fee for collection of such Accounts, projections of the Borrower's anticipated recoveries, cash flows and net returns to be obtained upon collection of such Accounts, a projection of the combined interest and Contingent Payments to be paid to the Lender over the expected term of such Asset Pool as contemplated in Treasury Regulation ss. 1.1275-4(b), which projection shall constitute the accrual for federal income tax purposes, of the Borrower's interest deductions and the Lender's interest income with respect to such Asset Pool (the "Projected Accrual Schedule") and such other information as the Lender may reasonably request. The Lender shall accept or reject a Borrowing Request within five (5) Business Days before (the "Response Period"), after receipt thereof from the Borrower. The Lender's failure to accept a proposed Borrowing, and (b) Borrowing Request within the Response Period shall be deemed a rejection of the Borrowing Request by the Lender. Notwithstanding anything in the case of an ABR Borrowingforegoing to the contrary, not later than 11:00 a.m., New York City time, one Business Day before the Lender's decision to accept or reject a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocablein the Lender's sole and absolute discretion and the Lender may decline any Borrowing Request for any reason (or no reason), without notification, justification or explanation, and shall be confirmed promptly by hand delivery, e-mail without regard to whether or fax to not the Administrative Agent Lender has given any prior indication of a written Borrowing Request and shall specify the following information: (i) whether the Borrowing then being requested is to be a Borrowing of Initial Term Loans interest or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period oral approval with respect to any Eurodollar Borrowing is the specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this AgreementAsset Pool.

Requests for Borrowing. In order to request a Borrowing, the The Borrower shall notify give the Administrative Agent irrevocable prior written notice (it being understood and agreed that such notice may state that the Borrowing is conditioned upon the effectiveness of other credit facilities, acquisitions, dispositions or other transactions, in which case, such notice may be revoked or modified by Borrower (by notice to Administrative Agent on or prior to the specified borrowing date) if such condition is not satisfied) substantially in the form of Exhibit B (a “Notice of Borrowing”) not later than 12:00 p.m. (i) on the same Business Day as each Base Rate Loan and each Swingline Loan, and (ii) at least three RFR Business Days before each LIBOR RateTerm SOFR Loan, of its intention to borrow, specifying (A) the date of such request by telephone borrowing, which shall be a Business Day, (aB) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR RateTerm SOFR Loans in an aggregate principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in an aggregate principal amount of $500,000 or a whole multiple of $100,000 in excess thereof, (C) whether such Loan is to be a Revolving Credit Loan or Swingline Loan, (D) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before a proposed BorrowingRevolving Credit Loan whether the Loans are to be LIBOR RateTerm SOFR Loans or Base Rate Loans, and (bE) in the case of a LIBOR RateTerm SOFR Loan, the duration of the Interest Period applicable thereto; provided that if the Borrower wishes to request LIBOR Rate Loans having an ABR BorrowingInterest Period of twelve months in duration, such notice must be received by the Administrative Agent not later than 11:00 a.m.12:00 p.m. four Business Days prior to the requested date of such borrowing, New York City time, one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to whereupon the Administrative Agent shall give prompt notice to the Revolving Credit Lenders of a written Borrowing Request such request and shall specify the following information: (i) determine whether the Borrowing requested Interest Period is acceptable to all of them. If the Borrower fails to specify a type of Loan in a Notice of Borrowing, then being requested is to the applicable Loans shall be made as Base Rate Loans. If the Borrower requests a Borrowing of Initial Term LIBOR RateTerm SOFR Loans or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such noticeNotice of Borrowing, then the requested Borrowing shall be but fails to specify an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such noticePeriod, then the Borrower shall it will be deemed to have selected specified an Interest Period of one month’s duration. A Notice of Borrowing received after 12:00 p.m. shall be deemed received on the next Business Day or RFR Business Day, as applicable. The Administrative Agent shall promptly advise notify the applicable Revolving Credit Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and each Notice of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this Agreement.

Requests for Borrowing. In order From time to request a Borrowingtime during the period from the date hereof to and including the Facility Termination Date, the Borrower shall notify may present to the Administrative Agent Lender written information describing a particular Asset Pool (i) with respect to which the Borrower intends to submit an offer to purchase, (ii) requesting that the Lender make a Loan to the Borrower in a minimum principal amount of $250,000 (or such lesser amount as the Lender may approve) and a maximum principal amount of $4,000,000 (or such greater amount as the Lender may approve) to finance up to 100 percent (100%) of the Total Cost of such request by telephone (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before a proposed Borrowing, Asset Pool and (biii) in specifying the case portion (which shall not exceed 85% of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before a proposed Borrowingthe Total Cost of such Asset Pool) of the requested Loan which is to be the Senior Tranche and the portion which is to be the Junior Tranche. Each such telephonic request for a Loan hereunder shall be in substantially the form of Exhibit A hereto (each a "Borrowing Request"), and shall be accompanied by the relevant bid package (including the proposed Purchase Agreement to be entered into if the Borrower is the successful bidder for such Asset Pool), all relevant information known to the Borrower regarding the Accounts comprising such Asset Pool, projections of the Borrower's anticipated recoveries, cash flows and net returns to be obtained upon collection of such Accounts and such other information as the Lender may reasonably request. The Borrower shall make reasonable efforts to submit no more than one Borrowing Request in each calendar month. The Lender shall accept or reject a Borrowing Request within five (5) Business Days after receipt thereof from the Borrower. The Lender's failure to respond to a Borrowing Request within five (5) Business Days (or within such extended period as may be required in the event additional information or documentation is requested by the Lender) shall be deemed a rejection of the Borrowing Request by the Lender. Notwithstanding anything in the foregoing to the contrary, the Lender's decision to accept or reject a Borrowing Request shall be irrevocablein the Lender's sole and absolute discretion and the Lender may decline any Borrowing Request for any reason (or no reason), without notification or explanation, and shall be confirmed promptly by hand delivery, e-mail without regard to whether or fax to not the Administrative Agent Lender has given any prior indication of a written Borrowing Request and shall specify the following information: (i) whether the Borrowing then being requested is to be a Borrowing of Initial Term Loans interest or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period oral approval with respect to any Eurodollar Borrowing is the specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this AgreementAsset Pool.

Requests for Borrowing. In order to request a Borrowing, the The Borrower shall notify give the Administrative Agent Lender a notice of such request by telephone (a) each Loan in the case form of Exhibit A (a Eurodollar Borrowing"BORROWING NOTICE"), duly executed by its Chief Executive Officer or Chief Financial Officer, not later than 11:00 a.m.the fifth Business Day prior to the borrowing date of such Loan of its intention to borrow, New York City timespecifying (I) the principal amount of such Loan in Dollars, three which shall be in an aggregate amount of $2,000,000 or an integral multiple of $1,000,000 in excess thereof (not to exceed, together with any outstanding Loans, the Aggregate Commitment), (II) the borrowing date of such Loan, which shall be a Business Days before Day, (III) the name of any Borrowing Subsidiary proposed to be a proposed Borrowingborrower and (IV) the bank account or accounts of the Borrower (or Borrowing Subsidiary) to which the Loan is to be disbursed, and certifying, as of the date of the Borrowing Notice and as of the borrowing date, that (W) the Borrower and the Borrowing Subsidiaries have performed and complied with all the respective terms and conditions of this Agreement applicable to them, (X) the representations and warranties contained in Section 9 are and will be true and correct; (Y) there exists and will exist no condition or event which constitutes or which, after notice or passage of time or both, would constitute an Event of Default, and (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent of a written Borrowing Request and shall specify the following information: (i) whether the Borrowing then being requested is to be a Borrowing of Initial Term Loans or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (ivZ) the amount of such Borrowing; and (v) if such the Loan specified in the Borrowing Notice is to be a Eurodollar Borrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply consistent with the requirements set forth in Section 2.02most recently delivered Business Plan. If no election as to the Type of Any Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower Notice received after 12:00 noon (New York time) shall be deemed to have selected an Interest Period of one month’s durationreceived on the next Business Day. The Administrative Agent shall promptly advise If the applicable Lenders of any notice given Borrower requests in a Borrowing Notice pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s that all or a portion of an amount of the Loan specified therein be made available to one or more Borrowing Subsidiaries, Borrower must deliver the Borrowing Notice to Lender not later than (I) 20 Business Days prior to the requested Borrowing. For borrowing date if any relevant Borrowing Subsidiary is domiciled in Colombia or Brazil; or (II) 10 Business Days prior to the avoidance of doubtrequested borrowing date if any relevant Borrowing Subsidiary is domiciled in Peru, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this AgreementArgentina or Chile.

Requests for Borrowing. In order to request a Borrowing, the Borrower shall notify give the Administrative Agent irrevocable prior notice (1) written substantially in the form of Exhibit B or (2) delivered electronically via e-mail from the official corporate email address of Borrower which includes an approval from the Chief Financial Officer, Senior Vice President - Finance & Accounting, Controller, Treasurer, Assistant Treasurer, Director of Treasury or Senior Manager - Treasury Operations of Borrower and containing substantially the same information as specified on Exhibit B (a “Notice of Borrowing”) not later than 1:00 p.m. (i) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) U.S. Government Securities Business Days before each SOFR Loan, of its intention to borrow, specifying (A) the date of such request by telephone borrowing, which shall be a Business Day, (aB) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $1,000,000 or a whole multiple of $100,000 in excess thereof, (y) with respect to SOFR Loans in an aggregate principal amount of $1,000,000 or a whole multiple of $250,000 in excess thereof and (z) with respect to Swingline Loans in an aggregate principal amount of $100,000 or a whole multiple of $50,000 in excess thereof, (C) whether such Loan is to be a Revolving Credit Loan or Swingline Loan, (D) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before a proposed BorrowingRevolving Credit Loan whether the Loans are to be SOFR Loans or Base Rate Loans, and (bE) in the case of an ABR a SOFR Loan, the duration of the Interest Period applicable thereto. If Borrower fails to specify a type of Loan in a Notice of Borrowing, not later than 11:00 a.m., New York City time, one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request then the applicable Loans shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent of a written Borrowing Request and shall specify the following information: (i) whether the Borrowing then being requested is to be made as Base Rate Loans. If Borrower requests a Borrowing of Initial Term SOFR Loans or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such noticeNotice of Borrowing, then the requested Borrowing shall be but fails to specify an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such noticePeriod, then the Borrower shall it will be deemed to have selected specified an Interest Period of one month’s duration. A Notice of Borrowing received after 1:00 p.m. shall be deemed received on the next Business Day or U.S. Government Securities Business Day, as applicable. The Administrative Agent shall promptly advise notify the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and each Notice of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this Agreement.

Requests for Borrowing. In order to request a Borrowing, the The Borrower shall notify give the Administrative Agent irrevocable prior written notice substantially in the form of Exhibit B (a “Notice of Borrowing”) not later than 1:00 p.m. (i) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loan, of its intention to borrow, specifying (A) the date of such request by telephone borrowing, which shall be a Business Day, (aB) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $1,000,000 or a whole multiple of $100,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $2,000,000 or a whole multiple of $250,000 in excess thereof and (z) with respect to Swingline Loans in an aggregate principal amount of $100,000 or a whole multiple of $50,000 in excess thereof, (C) whether such Loan is to be a Revolving Credit Loan or Swingline Loan, (D) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before a proposed BorrowingRevolving Credit Loan whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (bE) in the case of a LIBOR Rate Loan, the duration of the Interest Period applicable thereto; provided that if the Borrower wishes to request LIBOR Rate Loans having an ABR BorrowingInterest Period of twelve months in duration, such notice must be received by the Administrative Agent not later than 11:00 a.m.1:00 p.m. four (4) Business Days prior to the requested date of such borrowing, New York City time, one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to whereupon the Administrative Agent shall give prompt notice to the Revolving Credit Lenders of a written Borrowing Request such request and shall specify the following information: (i) determine whether the Borrowing requested Interest Period is acceptable to all of them. If the Borrower fails to specify a type of Loan in a Notice of Borrowing, then being requested is to the applicable Loans shall be made as Base Rate Loans. If the Borrower requests a Borrowing of Initial Term LIBOR Rate Loans or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such noticeNotice of Borrowing, then the requested Borrowing shall be but fails to specify an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such noticePeriod, then the Borrower shall it will be deemed to have selected specified an Interest Period of one month’s duration. A Notice of Borrowing received after 1:00 p.m. shall be d eemed received on the next Business Day. The Administrative Agent shall promptly advise notify the applicable Revolving Credit Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and each Notice of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this Agreement.

Requests for Borrowing. In order From time to request a Borrowingtime during the period from the date hereof to and including the Funding Termination Date, the Borrower shall notify may present to the Administrative Agent Lender written information describing a particular Asset Pool (i) with respect to which the Borrower intends to submit an offer to purchase and (ii) requesting that the Lender make a Loan to the Borrower to finance ninety percent (90%) of the Total Cost of such Asset Pool. Each such request for a Loan hereunder shall be in substantially the form of Exhibit A hereto (each a "Borrowing Request"), and shall be accompanied by telephone the relevant bid package (aincluding, if available, the proposed Purchase Agreement (or Forward Flow Purchase Agreement, if applicable and available) to be entered into if the Borrower is the successful bidder for such Asset Pool (or in the case of a Eurodollar BorrowingPurchase Agreement assigned by the Parent or a Purchase Affiliate, not later than 11:00 a.m.as applicable, New York City timein connection with Section 2.1(g), the Purchase Agreement so assigned), all relevant information known to the Borrower regarding the Accounts comprising such Asset Pool, the proposed Servicing Fee for collection of such Accounts, projections of the Borrower's anticipated recoveries, cash flows and net returns to be obtained upon collection of such Accounts, a projection of the combined interest and Contingent Payments to be paid to the Lender over the expected term of such Asset Pool as contemplated in Treasury Regulation ss. 1.1275-4(b), which projection shall constitute the accrual for federal income tax purposes, of the Borrower's interest deductions and the Lender's interest income with respect to such Asset Pool (the "Projected Accrual Schedule") and such other information as the Lender may reasonably request. The Lender shall accept or reject a Borrowing Request within (a) three (3) Business Days before a proposed Borrowingif the Asset Pool to be purchased in connection therewith has an anticipated purchase price (as described in the submitted Borrowing Request) less than or equal to the Borrowing Request Threshold Amount, and or (b) ten (10) Business Days if the Asset Pool to be purchased in connection therewith has an anticipated purchase price (as described in the case submitted Borrowing Request) greater than the Borrowing Request Threshold Amount ((a) or (b), as applicable, being the "Response Period"), after receipt thereof from the Borrower. The Lender's failure to accept a Borrowing Request within the Response Period shall be deemed a rejection of an ABR Borrowingthe Borrowing Request by the Lender. Notwithstanding anything in the foregoing to the contrary, not later than 11:00 a.m., New York City time, one Business Day before the Lender's decision to accept or reject a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocablein the Lender's sole and absolute discretion and the Lender may decline any Borrowing Request for any reason (or no reason), without notification, justification or explanation, and shall be confirmed promptly by hand delivery, e-mail without regard to whether or fax to not the Administrative Agent Lender has given any prior indication of a written Borrowing Request and shall specify the following information: (i) whether the Borrowing then being requested is to be a Borrowing of Initial Term Loans interest or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period oral approval with respect to any Eurodollar Borrowing is the specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this AgreementAsset Pool.

Requests for Borrowing. In order to request a Borrowing, the The Borrower shall notify give the Administrative Agent irrevocable prior written notice substantially in the form of Exhibit B (a “Notice of Borrowing”) not later than 9:00 a.m. (i) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days before (or, solely in the case of a borrowing on the Closing Date no later than 10:00 a.m. two (2) Business Days before) each LIBOR Rate Loan, of its intention to borrow, specifying (A) the date of such request by telephone borrowing, which shall be a Business Day, (aB) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in an aggregate principal amount of $500,000 or a whole multiple of $100,000 in excess thereof (or, in each case, the remaining amount of the Revolving Credit Commitment or the Swingline Commitment, as applicable), (C) whether such Loan is to be a Revolving Credit Loan or Swingline Loan, (D) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before a proposed BorrowingRevolving Credit Loan whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (bE) in the case of an ABR Borrowinga LIBOR Rate Loan, not later than 11:00 a.m., New York City time, one Business Day before a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable, and shall be confirmed promptly by hand delivery, e-mail or fax to the Administrative Agent duration of a written Borrowing Request and shall specify the following information: (i) whether the Borrowing then being requested is to be a Borrowing of Initial Term Loans or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect applicable thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election the Borrower fails to specify a type of Loan in a Notice of Borrowing, then the applicable Loans shall be made as to Base Rate Loans. If the Type Borrower requests a borrowing of Borrowing is specified LIBOR Rate Loans in any such noticeNotice of Borrowing, then the requested Borrowing shall be but fails to specify an ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such noticePeriod, then the Borrower shall it will be deemed to have selected specified an Interest Period of one month’s duration. A Notice of Borrowing received after 9:00 a.m. shall be deemed received on the next Business Day. The Administrative Agent shall promptly advise notify the applicable Revolving Credit Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and each Notice of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this Agreement.

Requests for Borrowing. In order From time to request a Borrowingtime during the period from the date hereof to and including the Funding Termination Date, the Borrower shall notify may present to the Administrative Agent Lender written information describing a particular Asset Pool (i) with respect to which the Borrower intends to submit an offer to purchase and (ii) requesting that the Lender make a Loan to the Borrower to finance up to seventy percent (70%) of the Total Cost of such Asset Pool; provided, however, that the Lender may, in its sole and absolute discretion, agree to increase such percentage on a transaction-by-transaction basis. Each such request for a Loan hereunder shall be in substantially the form of Exhibit A hereto (each a “Borrowing Request”), and shall be accompanied by telephone the relevant bid package (aincluding, if available, the proposed Purchase Agreement (or Forward Flow Purchase Agreement, if applicable and available) to be entered into if the Borrower is the successful bidder for such Asset Pool (or in the case of a Eurodollar BorrowingPurchase Agreement assigned by the Parent or a Purchase Affiliate, not later than 11:00 a.m.as applicable, New York City timein connection with Section 2.1(g), three the Purchase Agreement so assigned), all relevant information known to the Borrower regarding the Accounts comprising such Asset Pool, the proposed Servicing Fee for collection of such Accounts, projections of the Borrower’s anticipated recoveries, cash flows and net returns to be obtained upon collection of such Accounts, a projection of the combined interest and Contingent Payments to be paid to the Lender over the expected term of such Asset Pool as contemplated in Treasury Regulation § 1.1275-4(b), which projection shall constitute the accrual for federal income tax purposes, of the Borrower’s interest deductions and the Lender’s interest income with respect to such Asset Pool (the “Projected Accrual Schedule”) and such other information as the Lender may reasonably request. The Lender shall accept or reject a Borrowing Request within five (5) Business Days before (the “Response Period”), after receipt thereof from the Borrower. The Lender’s failure to accept a proposed Borrowing, and (b) Borrowing Request within the Response Period shall be deemed a rejection of the Borrowing Request by the Lender. Notwithstanding anything in the case of an ABR Borrowingforegoing to the contrary, not later than 11:00 a.m., New York City time, one Business Day before the Lender’s decision to accept or reject a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocablein the Lender’s sole and absolute discretion and the Lender may decline any Borrowing Request for any reason (or no reason), without notification, justification or explanation, and shall be confirmed promptly by hand delivery, e-mail without regard to whether or fax to not the Administrative Agent Lender has given any prior indication of a written Borrowing Request and shall specify the following information: (i) whether the Borrowing then being requested is to be a Borrowing of Initial Term Loans interest or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period oral approval with respect to any Eurodollar Borrowing is the specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this AgreementAsset Pool.

Requests for Borrowing. In order From time to request a Borrowingtime during the period from the date hereof to and including the Funding Termination Date, the Borrower shall notify may present to the Administrative Agent Lender written information describing a particular Asset Pool (i) with respect to which the Borrower intends to submit an offer to purchase and (ii) requesting that the Lender make a Loan to the Borrower to finance ninety percent (90%) of the Total Cost of such Asset Pool. Each such request for a Loan hereunder shall be in substantially the form of Exhibit A hereto (each a "Borrowing Request"), and shall be accompanied by telephone the relevant bid package (aincluding, if available, the proposed Purchase Agreement (or Forward Flow Purchase Agreement, if applicable and available) to be entered into if the Borrower is the successful bidder for such Asset Pool (or in the case of a Eurodollar BorrowingPurchase Agreement assigned by the Parent or a Purchase Affiliate, not later than 11:00 a.m.as applicable, New York City timein connection with Section 2.1(g), three the Purchase Agreement so assigned), all relevant information known to the Borrower regarding the Accounts comprising such Asset Pool, the proposed Servicing Fee for collection of such Accounts, projections of the Borrower's anticipated recoveries, cash flows and net returns to be obtained upon collection of such Accounts, a projection of the combined interest and Contingent Payments to be paid to the Lender over the expected term of such Asset Pool as contemplated in Treasury Regulation ss. 1.1275-4(b), which projection shall constitute the accrual for federal income tax purposes, of the Borrower's interest deductions and the Lender's interest income with respect to such Asset Pool (the "Projected Accrual Schedule") and such other information as the Lender may reasonably request. The Lender shall accept or reject a Borrowing Request within five (5) Business Days before (the "Response Period"), after receipt thereof from the Borrower. The Lender's failure to accept a proposed Borrowing, and (b) Borrowing Request within the Response Period shall be deemed a rejection of the Borrowing Request by the Lender. Notwithstanding anything in the case of an ABR Borrowingforegoing to the contrary, not later than 11:00 a.m., New York City time, one Business Day before the Lender's decision to accept or reject a proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocablein the Lender's sole and absolute discretion and the Lender may decline any Borrowing Request for any reason (or no reason), without notification, justification or explanation, and shall be confirmed promptly by hand delivery, e-mail without regard to whether or fax to not the Administrative Agent Lender has given any prior indication of a written Borrowing Request and shall specify the following information: (i) whether the Borrowing then being requested is to be a Borrowing of Initial Term Loans interest or a Borrowing of Incremental Loans and whether such Borrowing is to be a Eurodollar Borrowing or an ABR Borrowing; (iii) the number and location of the account to which funds are to be disbursed; (iv) the amount of such Borrowing; and (v) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect thereto; provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period oral approval with respect to any Eurodollar Borrowing is the specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise the applicable Lenders of any notice given pursuant to this Section 2.03 (and the contents thereof), and of each Lender’s portion of the requested Borrowing. For the avoidance of doubt, the notice of the initial Borrowings on the Closing Date may be conditional on the effectiveness of this AgreementAsset Pool.