Common use of Revolving Facility Clause in Contracts

Revolving Facility. During the Availability Period, each Lender severally agrees, on the terms and conditions set forth in this Agreement, to make a Revolving Loan or Revolving Loans to each Revolving Facility Borrower from time to time pursuant to such Lender’s Facility Commitment, which Revolving Loans: (i) may, except as set forth herein, at the option of each Revolving Facility Borrower, be incurred and maintained as, or Converted into, Revolving Loans that are US Base Rate Loans, Eurodollar Loans or Foreign Currency Loans, in each case denominated in Dollars or a Designated Foreign Currency, provided that all Revolving Loans made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and consist of Revolving Loans of the same Type; (ii) may be repaid or prepaid and re-borrowed in accordance with the provisions hereof; and (iii) shall not be made if, after giving effect to any such Revolving Loan, (A) the Revolving Facility Exposure of any Lender would exceed such Lender’s Facility Commitment, (B) the Aggregate Revolving Facility Exposure would exceed the Total Facility Commitment, (C) the Aggregate Revolving Facility Exposure at such time that is denominated in any Designated Foreign Currency would exceed the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any Borrower would be required to prepay Loans or cash collateralize Letters of Credit pursuant to Section 2.12(b). The Revolving Loans to be made by each Lender will be made by such Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such Lender’s Funding Percentage of the Revolving Borrowing at the time of such Revolving Borrowing, in each case in accordance with Section 2.07 hereof.

Revolving Facility. During the Revolving Facility Availability Period, each Lender severally severally, and not jointly, agrees, on the terms and conditions set forth in this Agreement, to make a Revolving Loan or Revolving Loans to each Revolving Facility the Borrower from time to time pursuant to such Lender’s Facility Revolving Commitment, which Revolving Loans: (i) may, except as set forth herein, at the option of each Revolving Facility the Borrower, be incurred and maintained as, or Converted into, Revolving Loans that are US Base Rate Loans, Eurodollar Loans or Foreign Currency Eurodollar Loans, in each case denominated in Dollars or a Designated Foreign CurrencyDollars, provided that all Revolving Loans made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and shall consist of Revolving Loans of the same Type; (ii) may be repaid or prepaid and re-borrowed reborrowed in accordance with the provisions hereof; and (iii) shall not be made if, after giving effect to any such Revolving Loan, (A) the Revolving Facility Exposure of any Lender would exceed such Lender’s Facility Revolving Commitment, (B) the Aggregate Revolving Facility Exposure plus the principal amount of Swing Loans would exceed the Total Facility Revolving Commitment, or (C) the Aggregate Revolving Facility Exposure at such time that is denominated in any Designated Foreign Currency would exceed the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any Borrower would be required to prepay Loans or cash collateralize Cash Collateralize Letters of Credit pursuant to Section 2.12(b2.13(c)(iii). The Revolving Loans to be made by each Lender will be made by such Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such Lender’s Funding Revolving Facility Percentage of the Revolving Borrowing at the time of such each Revolving Borrowing, in each case in accordance with Section 2.07 hereof.

Revolving Facility. During the Revolving Facility Availability Period, each Revolving Lender severally severally, and not jointly, agrees, on the terms and conditions set forth in this Agreement, to make a Revolving Loan or Revolving Loans to each Revolving Facility the U.S. Borrower from time to time pursuant to such Lender’s Facility Revolving Commitment, which Revolving Loans: (i) may, except as set forth herein, at the option of each Revolving Facility the U.S. Borrower, be incurred and maintained as, or Converted into, Revolving Loans that are US Eurocurrency Loans denominated in any Approved Currency or Base Rate Loans, Eurodollar Loans or Foreign Currency Loans, in each case denominated in Dollars or a Designated Foreign Currency, provided that all Revolving Loans made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and consist of Revolving Loans of the same TypeDollars; (ii) may be repaid or prepaid and re-borrowed reborrowed in accordance with the provisions hereof; and (iii) shall not be made if, after giving effect to any such Revolving Loan, (A) the Revolving Facility Exposure of any Lender would exceed such Lender’s Facility Revolving Commitment, (B) the Aggregate Revolving Facility Exposure would exceed the Total Facility Revolving Commitment, (C) the Aggregate Foreign Currency Exposure with respect to Revolving Facility Exposure at such time that is Loans and Letters of Credit denominated in any Designated Approved Foreign Currency Currencies would exceed the Maximum Approved Foreign Exposure Amount Currency Sublimit, or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any U.S. Borrower would be required to prepay Loans or cash collateralize Cash Collateralize Letters of Credit pursuant to Section 2.12(b2.13(c)(ii) or (iii). The Revolving Loans to be made by each Lender will be made by such Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such Lender’s Funding Revolving Facility Percentage of the Revolving Borrowing at the time of such each Revolving Borrowing, in each case in accordance with Section 2.07 hereof.

Revolving Facility. During the Revolving Facility Availability Period, each Lender severally severally, and not jointly, agrees, on the terms and conditions set forth in this Agreement, to make a Revolving Loan or Revolving Loans to each Revolving Facility Borrower the Borrowers from time to time pursuant to such Lender’s Facility Revolving Commitment, which Revolving Loans: (i) may, except as set forth herein, at the option of each Revolving Facility Borrowerthe Borrowers, be incurred and maintained as, or Converted into, Revolving Loans that are US Base Rate Loans, Eurodollar Loans or Foreign Currency Eurodollar Loans, in each case denominated in Dollars or a Designated Foreign CurrencyDollars, provided provided, that all Revolving Loans made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and shall consist of Revolving Loans of the same Type; (ii) may be repaid or prepaid and re-borrowed reborrowed in accordance with the provisions hereof; and (iii) shall not be made if, after giving effect to any such Revolving Loan, (A) the Revolving Facility Exposure of any Lender would exceed such Lender’s Facility Revolving Commitment, (B) the Aggregate Revolving Facility Exposure plus the principal amount of Swing Loans would exceed the Total Facility Revolving Commitment, or (C) the Aggregate Revolving Facility Exposure at such time that is denominated in any Designated Foreign Currency would exceed the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any Borrower Borrowers would be required to prepay Loans or cash collateralize Letters of Credit pursuant to Section 2.12(b2.13(c). The Revolving Loans to be made by each Lender will be made by such Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such Lender’s Funding Revolving Facility Percentage of the Revolving Borrowing at the time of such each Revolving Borrowing, in each case in accordance with Section 2.07 hereof. Each Lender having an Incremental Revolving Credit Commitment hereby severally, and not jointly, agrees on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrowers, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrowers may borrow, pay or prepay and reborrow Incremental Revolving Loans.

Revolving Facility. During the Revolving Facility Availability Period, each Lender severally severally, and not jointly, agrees, on the terms and conditions set forth in this Agreement, to make a Revolving Loan or Revolving Loans to each Revolving Facility the Borrower from time to time pursuant to such Lender’s Facility Revolving Commitment, which Revolving Loans: (i) may, except as set forth herein, at the option of each Revolving Facility the Borrower, be incurred and maintained as, or Converted into, Revolving Loans that are US Base Rate Loans, Eurodollar Loans or Foreign Currency Eurodollar Loans, in each case denominated in Dollars or a Designated Foreign CurrencyDollars, provided that all Revolving Loans made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and shall consist of Revolving Loans of the same Type; (ii) may be repaid or prepaid and re-borrowed reborrowed in accordance with the provisions hereof; and (iii) shall not be made if, after giving effect to any such Revolving Loan, (A) the Revolving Facility Exposure of any Lender would exceed such Lender’s Facility Revolving Commitment, or (B) the Aggregate Revolving Facility Exposure would exceed the Total Facility Revolving Commitment, (C) the Aggregate Revolving Facility Exposure at such time that is denominated in any Designated Foreign Currency would exceed the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any Borrower would be required to prepay Loans or cash collateralize Letters of Credit pursuant to Section 2.12(b). The Revolving Loans to be made by each Lender will be made by such Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such Lender’s Funding Revolving Facility Percentage of the Revolving Borrowing at the time of such each Revolving Borrowing, in each case in accordance with Section 2.07 2.05 hereof. Each Lender having an Incremental Revolving Credit Commitment hereby severally, and not jointly, agrees on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans.

Revolving Facility. During Loans under the Availability PeriodRevolving Facility (each a "REVOLVING LOAN" and, each Lender severally agreescollectively, on the terms and conditions set forth in this Agreement"REVOLVING LOANS"): (i) may be incurred by any Borrower, to make a Revolving Loan or PROVIDED that (A) Revolving Loans made to each the Company to finance (or refinance Indebtedness originally incurred to finance) Permitted Acquisitions of businesses directly related to the automotive airbag industry may not be incurred in an aggregate principal amount in excess of $15,000,000 and may only be incurred after July 24, 1997, if at the time of incurrence the Company would be in compliance with the covenants contained in sections 9.7 and 9.8 based on pro forma combined financial statements for the most recently completed four fiscal quarters, which acquisitions permitted by this clause (i) shall not require the consent of the Required Lenders or Lenders specified in the definition of Permitted Acquisition, and (B) the principal amount of the Revolving Facility Loans of the German Borrower and the British Borrower may not exceed, in the aggregate for both such Borrowers, $2,000,000 at any time; (ii) may be made at any time and from time to time pursuant on and after the Initial Borrowing Date and prior to such Lender’s Facility Commitment, which Revolving Loans: the Maturity Date; (iiii) may, except as set forth hereinotherwise provided, may, at the option of each Revolving Facility the applicable Borrower, be incurred and maintained as, or Converted converted into, Revolving Loans that which are US Base Prime Rate Loans, Eurodollar or Eurocurrency Loans or Foreign Currency Loans, in each case denominated in Dollars or a Designated Foreign 3 in an Alternative Currency, provided PROVIDED that all Revolving Loans made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and consist of Revolving Loans of the same currency and Type; (iiiv) may be repaid or prepaid and re-borrowed reborrowed in accordance with the provisions hereof; and (iiiv) shall not be made ifexceed for any Lender at any time outstanding that aggregate principal amount which, after giving effect when added to any the product at such Revolving Loan, time of (A) the such Lender's Revolving Facility Exposure of any Lender would exceed such Lender’s Facility CommitmentPercentage, TIMES (B) the Aggregate aggregate Letter of Credit Outstandings, equals the Revolving Facility Exposure would exceed the Total Facility Commitment, (C) the Aggregate Revolving Facility Exposure Commitment of such Lender at such time that is denominated in any Designated Foreign Currency would exceed the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any Borrower would be required to prepay Loans or cash collateralize Letters of Credit pursuant to Section 2.12(b)time. The Revolving Loans to the Company which are Eurocurrency Loans may only be denominated in Dollars. For the avoidance of doubt, as of July 24, 1997, $0 aggregate principal amount of Revolving Loans incurred to finance or refinance Permitted Acquisitions were outstanding. Revolving Loans made by each Lender will to the Company to finance (or refinance Indebtedness originally incurred to finance) Permitted Acquisitions may not be made by such Lender reborrowed unless repaid or prepaid in the Funding Amount applicable to such Lender at the time full within six months of the making of date such Revolving Loan on a pro rata basis based upon such Lender’s Funding Percentage of the Revolving Borrowing at the time of such Revolving Borrowing, in each case in accordance with Section 2.07 hereofLoans are first incurred.

Revolving Facility. During the Revolving Facility Availability Period, each Lender severally agrees, on the terms and conditions set forth in this Agreement, to make a Revolving Loan or Revolving Loans to each Revolving Facility Borrower the Borrowers from time to time pursuant to such Lender’s Facility Revolving Commitment, which Revolving Loans: (i) may, except as set forth hereinherein (and subject to Section 2.12), at the option of each Revolving Facility Borrowerthe Borrowers, be incurred and maintained as, or Converted into, Revolving Loans that are US Base Rate Loans, Eurodollar Loans or Foreign Currency Eurodollar Loans, in each case denominated in Dollars or a Designated Foreign CurrencyU.S. Dollars, provided that all Revolving Loans Loans: (i) made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and shall consist of Revolving Loans of the same Type; (ii) may be repaid or prepaid and re-borrowed reborrowed in accordance with the provisions hereof; and (iii) shall not be made if, after giving effect to any such Revolving Loan, (A) the Revolving Facility Exposure of any Lender would exceed such Lender’s Facility Revolving Commitment, (B) the Aggregate Revolving Facility Exposure would exceed the Total Facility Commitment, Revolving Commitment or (C) the Aggregate Revolving Facility Exposure at such time that is denominated in any Designated Foreign Currency would exceed the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any Borrower Borrowers would be required to prepay Loans or cash collateralize Letters of Credit pursuant to Section 2.12(b2.15(c). The Revolving Loans to be made by each Lender will be made by such Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such Lender’s Funding Revolving Facility Percentage of the Revolving Borrowing at the time of such each Revolving Borrowing, in each case in accordance with Section 2.07 2.09 hereof. Each Lender having an Incremental Revolving Credit Commitment or Extended Revolving Credit Commitment hereby severally, and not jointly, agrees on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement or Extension Amendment to make Incremental Revolving Loans, Incremental Initial Revolving Loans or Extended Revolving Credit Loans, as applicable, to the Borrowers, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure or Extended Revolving Credit Exposure, as applicable, exceeding such Lender’s Revolving Credit Commitment or Extended Revolving Credit Commitment, as applicable. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrowers may borrow, pay or prepay and reborrow Initial Revolving Loans, Incremental Revolving Loans, Incremental Initial Revolving Loans or Extended Revolving Credit Loans, as applicable. Each Lender may at its option make any Revolving Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan, provided that (A) any exercise of such option shall not affect the obligation of the Borrowers to repay such Loan and (B) in exercising such option, such Lender shall use its reasonable efforts to minimize any increased costs to the Borrowers resulting therefrom (which obligation of the Lender shall not require it to take, or refrain from taking, actions that it determines would result in increased costs for which it will not be compensated hereunder or that it determines would be otherwise disadvantageous to it and in the event of such request for costs for which compensation is provided under this Agreement, the provisions of Section 3.01 shall apply).

Revolving Facility. During the Availability Period, each (i) Each Lender severally agrees, on the terms and conditions hereinafter set forth in this Agreementforth, to make a Revolving Loan or Revolving Loans to each loans and advances hereunder (the “Revolving Facility Borrower Loans”) to the Borrowers from time to time pursuant during the period from the date of this Agreement up to but not including the Revolving Facility Commitment Termination Date in an aggregate principal amount not to exceed at any time outstanding Borrowing Base. (ii) Each Revolving Facility Loan which shall not utilize the Revolving Facility Loan Commitment in full shall be in an amount of not less than Two Hundred Thousand Dollars ($200,000), provided that each LIBOR Rate Loan shall be in an amount which is not less than Five Hundred Thousand Dollars ($500,000). Each Revolving Facility Loan shall be made by each Lender in the proportion which that Lenders Commitment bears to the total amount of all of the Lenders Commitments with respect to such Loan. (iii) Within the limits of this Agreement, the Borrowers may borrow and repay and re-borrow under this Section 2.01(a). On such terms and conditions, the Loans may be outstanding, at the Borrowers option, as either Alternate Base Rate Loans or LIBOR Rate Loans. Each type of Loan shall be made and maintained at such Lender’s Facility Commitment, which Revolving Loans: (i) may, except as set forth herein, at the option Lending Office for such type of each Loan. The failure of any Lender to make any requested Revolving Facility BorrowerLoan to be made by it on the date specified for such Loan shall not relieve any other Lender of its obligation (if any) to make such Loan on such date, but no Lender shall be incurred and maintained asresponsible for the failure of any other Lender to make such Loans to be made by such other Lender. -12- (iv) Reduction of Commitment. The Borrowers shall have the right, upon at least ten (10) Business Days’notice to Agent, to terminate in whole or Converted into, reduce in part the unused portion of the Revolving Loans that are US Base Rate Loans, Eurodollar Loans or Foreign Currency Loans, in each case denominated in Dollars or a Designated Foreign Currency, Facility Amount provided that all Revolving Loans made as part each partial reduction shall be in the amount of the same Revolving Borrowing shallat least One Million Dollars ($1,000,000), unless otherwise specifically and provided herein, further that no reduction shall be made to the same Revolving Facility Borrower and consist of Revolving Loans of the same Type; (ii) may be repaid or prepaid and re-borrowed in accordance with the provisions hereof; and (iii) shall not be made permitted if, after giving effect thereto, and to any such Revolving Loanprepayment made therewith, (A) the outstanding and unpaid principal amount of the Loans shall exceed the Revolving Facility Exposure of any Lender would exceed such Lender’s Facility Commitment, Amount. (B) the Aggregate Revolving Facility Exposure would exceed the Total Facility Commitment, (C) the Aggregate Revolving Facility Exposure at such time that is denominated in any Designated Foreign Currency would exceed the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any Borrower would be required to prepay Loans or cash collateralize Letters of Credit pursuant to Section 2.12(bv). The Revolving Loans to be made by each Lender will be made by such Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such Lender’s Funding Percentage of the Revolving Borrowing at the time of such Revolving Borrowing, in each case in accordance with Section 2.07 hereof.

Revolving Facility. During the Revolving Facility Availability Period, each Revolving Lender severally agrees, on the terms and conditions set forth in this Agreement, to make a Revolving Loan or Revolving Loans to each Revolving Facility the Borrower from time to time pursuant to such Revolving Lender’s Facility Revolving Commitment, which Revolving Loans: Loans (i) may, except as set forth herein, at the option of each Revolving Facility the Borrower, be incurred and maintained as, or Converted into, Revolving Loans that are US Base Rate Loans, Eurodollar Loans or Foreign Currency Loans, in each case denominated in Dollars or a Designated Foreign Currency, provided that all Revolving Loans made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and shall consist of Revolving Loans of the same Type; (ii) may be repaid or prepaid and re-borrowed in accordance with the provisions hereof; and (iii) shall not be made if, after giving effect to any such Revolving Loan, (A) the Revolving Facility Exposure of any Revolving Lender would exceed such Revolving Lender’s Facility Revolving Commitment, (B) the Aggregate Revolving Facility Exposure plus the principal amount of Swing Loans would exceed the Total Facility Revolving Commitment, (C) in the Aggregate case of Revolving Facility Exposure at such time that is denominated in any Designated Loans to be made as Foreign Currency would exceed the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian CommitmentLoans, (D) the Foreign Subsidiary Borrower Currency Exposure would exceed the Maximum Foreign Currency Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (FD) any the Borrower would be required to prepay Loans or cash collateralize Letters of Credit pursuant to Section 2.12(b2.13(c)(ii) or Section 2.13(c)(iii). The Revolving Loans to be made by each Revolving Lender will be made by such Revolving Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such Revolving Lender’s Funding Revolving Facility Percentage of the Revolving Borrowing at the time of such each Revolving Borrowing, in each case in accordance with Section 2.07 hereof.

Revolving Facility. During the Revolving Facility Availability Period, each Lender severally agrees, on the terms and conditions set forth in this Agreement, to make a Revolving Loan or Revolving Loans to each Revolving Facility Borrower the Borrowers from time to time pursuant to such Lender’s Facility Revolving Commitment, which Revolving Loans: (i) Loans may, except as set forth hereinherein (and subject to Section 2.10), at the option of each Revolving Facility Borrowerthe Borrowers, be incurred and maintained as, or Converted into, Revolving Loans that are US Base Rate Loans, Eurodollar Loans or Foreign Currency Eurodollar Loans, in each case denominated in Dollars or a Designated Foreign Currency, U.S. Dollars; provided that all Revolving Loans Loans: (i) made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and shall consist of Revolving Loans of the same Type; (ii) may be repaid or prepaid and re-borrowed reborrowed in accordance with the provisions hereof; and (iii) shall not be made if, after giving effect to any such Revolving Loan, (A) the Revolving Facility Exposure of any Lender would exceed such Lender’s Facility Revolving Commitment, (B) the Aggregate Revolving Facility Exposure would exceed the Total Facility Commitment, Revolving Commitment or (C) the Aggregate Revolving Facility Exposure at such time that is denominated in any Designated Foreign Currency would exceed the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any Borrower Borrowers would be required to prepay Loans or cash collateralize Cash Collateralize Letters of Credit pursuant to Section 2.12(b2.13(c). The Revolving Loans to be made by each Lender will be made by such Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such Lender’s Funding Revolving Facility Percentage of the Revolving Borrowing at the time of such each Revolving Borrowing, in each case in accordance with Section 2.07 hereof. Each Lender having an Incremental Revolving Credit Commitment, Extended Revolving Credit Commitment or Refinancing Revolving Credit Commitment hereby severally, and not jointly, agrees on the terms and subject to the conditions set forth herein and in the applicable Incremental Amendment, Extension Amendment or Refinancing Amendment to make Incremental Initial Revolving Loans, Extended Revolving Credit Loans or Refinancing Revolving Credit Loans, as applicable, to the Borrowers, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure, Extended Revolving Credit Exposure or Refinancing Revolving Credit Exposure, as applicable, exceeding such Lender’s Incremental Revolving Credit Commitment, Extended Revolving Credit Commitment or Refinancing Revolving Credit Commitment, as applicable. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrowers may borrow, pay or prepay and reborrow Initial Revolving Loans, Incremental Initial Revolving Loans, Extended Revolving Credit Loans or Refinancing Revolving Credit Loans, as applicable. Each Lender may, at its option, make any Revolving Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided that (A) any exercise of such option shall not affect the obligation of the Borrowers to repay such Loan and (B) in exercising such option, such Lender shall use its reasonable efforts to minimize any increased costs to the Borrowers resulting therefrom (which obligation of the Lender shall not require it to take, or refrain from taking, actions that it determines would result in increased costs for which it will not be compensated hereunder or that it determines would be otherwise disadvantageous to it and in the event of such request for costs for which compensation is provided under this Agreement, the provisions of Section 3.01 shall apply).

Revolving Facility. During the Revolving Facility Availability Period, each Lender severally agrees, on the terms and conditions set forth in this Agreement, to make a Revolving Loan or Revolving Loans to each Revolving Facility any Borrower from time to time pursuant to such Lender’s Facility Revolving Commitment, which Revolving Loans: (i) may, except as set forth hereinherein (and subject to Section 2.12), at the option of each Revolving Facility the applicable Borrower, be incurred and maintained as, or Converted into, Revolving Loans that are US (A) Base Rate Loans, Eurodollar Loans or Foreign Currency Eurodollar Loans, in each case denominated in U.S. Dollars, (B) B/A Drawings (it being understood B/A Drawings shall be made in accordance with Section 2.07) or Canadian Prime Rate Loans, in each case denominated in Canadian Dollars or a Designated Foreign Currency(C) Eurodollar Loans, denominated in Euro or Sterling, provided that all Revolving Loans (i) made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and shall consist of Revolving Loans of the same TypeType and currency; (ii) may be repaid or prepaid and re-borrowed reborrowed in accordance with the provisions hereof; and (iii) shall not be made if, after giving effect to any such Revolving Loan, (A) the Revolving Facility Exposure (based on the Dollar Equivalent thereof) of any Lender plus the principal amount of Swing Loans (based on the Dollar Equivalent thereof) of any Lender would exceed such Lender’s Facility Revolving Commitment, (B) the Aggregate Revolving Facility Exposure (based on the Dollar Equivalent thereof) plus the principal amount of Swing Loans (based on the Dollar Equivalent thereof) would exceed the Total Facility Commitment, Revolving Commitment or (C) the Aggregate Revolving Facility Exposure at such time that is denominated in any Designated Foreign Currency would exceed the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any Borrower Borrowers would be required to prepay Loans or cash collateralize Letters of Credit pursuant to Section 2.12(b2.05(c). The Revolving Loans to be made by each Lender will be made by such Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such Lender’s Funding Revolving Facility Percentage of the Revolving Borrowing at the time of such each Revolving Borrowing, in each case in accordance with Section 2.07 2.09 hereof. Each Lender having an Incremental Revolving Credit Commitment or Extended Revolving Credit Commitment hereby severally, and not jointly, agrees on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement or Extension Amendment to make Incremental Revolving Loans, Incremental Initial Revolving Loans or Extended Revolving Credit Loans, as applicable, to the Borrowers, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure or Extended Revolving Credit Exposure, as applicable, exceeding such Lender’s Incremental Revolving Credit Commitment or Extended Revolving Credit Commitment, as applicable. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrowers may borrow, pay or prepay and reborrow Incremental Revolving Loans, Incremental Initial Revolving Loans or Extended Revolving Credit Loans, as applicable. Each Lender may at its option make any Revolving Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan, provided that (A) any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan and (B) in exercising such option, such Lender shall use its reasonable efforts to minimize any increased costs to the applicable Borrower resulting therefrom (which obligation of the Lender shall not require it to take, or refrain from taking, actions that it determines would result in increased costs for which it will not be compensated hereunder or that it determines would be otherwise disadvantageous to it and in the event of such request for costs for which compensation is provided under this Agreement, the provisions of Section 3.01 shall apply).

Revolving Facility. During the Revolving Facility Availability Period, each Lender severally severally, and not jointly, agrees, on the terms and conditions set forth in this Agreement, to make a Revolving Loan or Revolving Loans to each Revolving Facility the Borrower from time to time pursuant to such Lender’s Facility Revolving Commitment, which Revolving Loans: (i) may, except as set forth herein, at the option of each Revolving Facility the Borrower, be incurred and maintained as, or Converted into, Revolving Loans that are US Base Rate Loans, Eurodollar Loans or Foreign Currency Eurodollar Loans, in each case denominated in Dollars or a Designated Foreign CurrencyDollars, provided that all Revolving Loans made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and shall consist of Revolving Loans of the same Type; (ii) may be repaid or prepaid and re-borrowed reborrowed in accordance with the provisions hereof; and (iii) shall not be made if, after giving effect to any such Revolving Loan, (A) the Revolving Facility Exposure of any Lender would exceed such Lender’s Facility Revolving Commitment, (B) the Aggregate Revolving Facility Exposure plus the principal amount of Swing Loans would exceed the Total Facility Revolving Commitment, or (C) the Aggregate Revolving Facility Exposure at such time that is denominated in any Designated Foreign Currency would exceed the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any Borrower would be required to prepay Loans or cash collateralize Cash Collateralize Letters of Credit pursuant to Section 2.12(b2.13(c)(ii) or (iii). The Revolving Loans to be made by each Lender will be made by such Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such Lender’s Funding Revolving Facility Percentage of the Revolving Borrowing at the time of such each Revolving Borrowing, in each case in accordance with Section 2.07 hereof. Each Lender having an Incremental Revolving Credit Commitment hereby severally, and not jointly, agrees on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans.

Revolving Facility. During the Revolving Facility Availability Period, each Revolving Lender severally severally, and not jointly, agrees, on the terms and conditions set forth in this Agreement, to 90 make a Revolving Loan or Revolving Loans to each Revolving Facility the U.S. Borrower from time to time pursuant to such Lender’s Facility Revolving Commitment, which Revolving Loans: (i) may, except as set forth herein, at the option of each Revolving Facility the U.S. Borrower, be incurred and maintained as, or Converted into, Revolving Loans that are US Eurocurrency Loans denominated in any Approved Currency or Base Rate Loans, Eurodollar Loans or Foreign Currency Loans, in each case denominated in Dollars or a Designated Foreign Currency, provided that all Revolving Loans made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and consist of Revolving Loans of the same TypeDollars; (ii) may be repaid or prepaid and re-borrowed reborrowed in accordance with the provisions hereof; and (iii) shall not be made if, after giving effect to any such Revolving Loan, (A) the Revolving Facility Exposure of any Lender would exceed such Lender’s Facility Revolving Commitment, (B) the Aggregate Revolving Facility Exposure would exceed the Total Facility Revolving Commitment, (C) the Aggregate Foreign Currency Exposure with respect to Revolving Facility Exposure at such time that is Loans and Letters of Credit denominated in any Designated Approved Foreign Currency Currencies would exceed the Maximum Approved Foreign Exposure Amount Currency Sublimit, or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any U.S. Borrower would be required to prepay Loans or cash collateralize Cash Collateralize Letters of Credit pursuant to Section 2.12(b2.13(c)(ii) or (iii). The Revolving Loans to be made by each Lender will be made by such Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such Lender’s Funding Revolving Facility Percentage of the Revolving Borrowing at the time of such each Revolving Borrowing, in each case in accordance with Section 2.07 hereof.

Revolving Facility. During the Revolving Facility Availability Period, each Lender severally agrees, on the terms and conditions set forth in this Agreement, to make a Revolving Loan or Revolving Loans to each Revolving Facility any Borrower from time to time pursuant to such Lender’s Facility Revolving Commitment, which Revolving Loans: (i) may, except as set forth hereinherein (and subject to Section 2.12), at the option of each Revolving Facility the applicable Borrower, be incurred and maintained as, or Converted into, Revolving Loans that are US Base Rate Loans, Eurodollar Loans or Foreign Currency Eurodollar Loans, in each case denominated in Dollars or a Designated Foreign CurrencyU.S. Dollars, provided that all Revolving Loans (i) made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and shall consist of Revolving Loans of the same Type; (ii) may be repaid or prepaid and re-borrowed reborrowed in accordance with the provisions hereof; and (iii) shall not be made if, after giving effect to any such Revolving Loan, (A) the Revolving Facility Exposure of any Lender plus the principal amount of Swing Loans of any Lender would exceed such Lender’s Facility Revolving Commitment, (B) the Aggregate Revolving Facility Exposure plus the principal amount of Swing Loans would exceed the Total Facility Commitment, Revolving Commitment or (C) the Aggregate Revolving Facility Exposure at such time that is denominated in any Designated Foreign Currency would exceed the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any Borrower Borrowers would be required to prepay Loans or cash collateralize Letters of Credit pursuant to Section 2.12(b2.05(c). The Revolving Loans to be made by each Lender will be made by such Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such Lender’s Funding Revolving Facility Percentage of the Revolving Borrowing at the time of such each Revolving Borrowing, in each case in accordance with Section 2.07 2.09 hereof. Each Lender having an Incremental Revolving Credit Commitment or Extended Revolving Credit Commitment hereby severally, and not jointly, agrees on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement or Extension Amendment to make Incremental Revolving Loans, Incremental Initial Revolving Loans or Extended Revolving Credit Loans, as applicable, to the Borrowers, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure or Extended Revolving Credit Exposure, as applicable, exceeding such Lender’s Incremental Revolving Credit Commitment or Extended Revolving Credit Commitment, as applicable. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrowers may borrow, pay or prepay and reborrow Initial Revolving Loans, Incremental Revolving Loans, Incremental Initial Revolving Loans or Extended Revolving Credit Loans, as applicable.

Revolving Facility. During the Revolving Facility Availability Period, each Lender severally agrees, on the terms and conditions set forth in this Agreement, to make a Revolving Loan or Revolving Loans to each Revolving Facility the Borrower from time to time pursuant to such Lender’s Facility Revolving Commitment, which Revolving Loans: (i) may, except as set forth herein, at the option of each Revolving Facility the Borrower, be incurred and maintained as, or Converted into, Revolving Loans that are US Base Rate Loans, Eurodollar Loans or Foreign Currency Eurodollar Loans, in each case denominated in Dollars or a Designated Foreign CurrencyDollars, provided that all Revolving Loans made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and shall consist of Revolving Loans of the same Type; (ii) may be repaid or prepaid and re-borrowed reborrowed in accordance with the provisions hereof; and (iii) shall not be made if, after giving effect to any such Revolving Loan, (A) the Revolving Facility Exposure of any Lender would exceed such Lender’s Facility Revolving Commitment, (B) the Aggregate Revolving Facility Exposure plus the principal amount of Swing Loans would exceed the Total Facility Revolving Commitment, or (C) the Aggregate Revolving Facility Exposure at such time that is denominated in any Designated Foreign Currency would exceed the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any Borrower would be required to prepay Loans or cash collateralize Letters of Credit pursuant to Section 2.12(b2.13(c). The Revolving Loans to be made by each Lender will be made by such Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such Lender’s Funding Revolving Facility Percentage of the Revolving Borrowing at the time of such each Revolving Borrowing, in each case in accordance with Section 2.07 hereof. Each Lender having an Incremental Revolving Credit Commitment or Extended Revolving Credit Commitment hereby severally, and not jointly, agrees on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement or Extension Amendment to make Incremental Revolving Loans or Extended Revolving Credit Loans, as applicable, to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure or Extended Revolving Credit Exposure, as applicable, exceeding such Lender’s Incremental Revolving Credit Commitment or Extended Revolving Credit Commitment, as applicable. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans or Extended Revolving Credit Loans, as applicable.

Revolving Facility. During the Revolving Facility Availability Period, each Lender severally agrees, on the terms and conditions set forth in this Agreement, to make a Revolving Loan or Revolving Loans to each Revolving Facility the Borrower from time to time pursuant to such Lender’s Facility Revolving Commitment, which Revolving Loans: (i) Loans may, except as set forth hereinherein (and subject to Section 2.12), at the option of each Revolving Facility the Borrower, be incurred and maintained as, or Converted into, Revolving Loans that are US Base Rate Loans, Eurodollar Loans or Foreign Currency EurodollarTerm SOFR Loans, in each case denominated in Dollars or a Designated Foreign Currency, U.S. Dollars; provided that all Revolving Loans (i) made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and shall consist of Revolving Loans of the same Type; , (ii) may be repaid or prepaid and re-borrowed reborrowed in accordance with the provisions hereof; hereof and (iii) shall not be made if, after giving effect to any such Revolving Loan, (A) the Revolving Facility Exposure of any Lender plus the principal amount of Swing Loans of any Lender would exceed such Lender’s Facility Revolving Commitment, (B) the Aggregate Revolving Facility Exposure would exceed the Total Facility Commitment, (C) the Aggregate Revolving Facility Exposure at such time that is denominated in any Designated Foreign Currency would exceed the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed (x) the Total Revolving Commitment or (y) the Maximum Credit Facility Amount, Borrowing Amount or (FC) any the Borrower would be required to prepay Loans or cash collateralize Letters of Credit pursuant to Section 2.12(b2.05(c) (in each case, subject to the Administrative Agent’s authority, in its sole discretion, to make Protective Advances and Overadvances pursuant to the terms of Section 2.03). The Revolving Loans to be made by each Lender will be made by such Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such Lender’s Funding Revolving Facility Percentage of the Revolving Borrowing at the time of such each Revolving Borrowing, in each case in accordance with Section 2.07 2.09 hereof. Each Lender having a Revolving Commitment Increase or Extended Revolving Credit Commitment hereby severally, and not jointly, agrees on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement or Extension Amendment to make Incremental Revolving Loans or Extended Revolving Credit Loans, as applicable, to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure or Extended Revolving Credit Exposure, as applicable, exceeding such Lender’s Revolving Commitment Increase or Extended Revolving Credit Commitment, as applicable. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and re-borrow Initial Revolving Loans, Incremental Revolving Loans or Extended Revolving Credit Loans, as applicable. Each Lender may at its option make any Revolving Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided that (A) any exercise of such option shall not affect the obligation of the Borrower to repay such Loan and (B) in exercising such option, such Lender shall use its reasonable efforts to minimize any increased costs to the Borrower resulting therefrom (which obligation of the Lender shall not require it to take, or refrain from taking, actions that it determines would result in increased costs for which it will not be compensated hereunder or that it determines would be otherwise disadvantageous to it and in the event of such request for costs for which compensation is provided under this Agreement, the provisions of Section 3.01 shall apply).

Revolving Facility. During the Revolving Facility Availability Period, each Lender severally severally, and not jointly, agrees, on the terms and conditions set forth in this Agreement, to make a Revolving Loan or Revolving Loans to each Revolving Facility the Borrower from time to time pursuant to such Lender’s Facility Revolving Commitment, which Revolving Loans: (i) may, except as set forth herein, at the option of each Revolving Facility the Borrower, be incurred and maintained as, or Converted into, Revolving Loans that are US Base Rate Loans, Eurodollar Loans or Foreign Currency Eurodollar Loans, in each case denominated in Dollars or a Designated Foreign Currency, provided that all Revolving Loans made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and consist of Revolving Loans of the same TypeDollars; (ii) may be repaid or prepaid and re-borrowed reborrowed in accordance with the provisions hereof; and (iii) shall not be made if, after giving effect to any such Revolving Loan, (A) the Revolving Facility Exposure of any Lender would exceed such Lender’s Facility Revolving Commitment, (B) the Aggregate Revolving Facility Exposure would exceed the Total Facility Revolving Commitment, or (C) the Aggregate Revolving Facility Exposure at such time that is denominated in any Designated Foreign Currency would exceed the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any Borrower would be required to prepay Loans or cash collateralize Cash Collateralize Letters of Credit pursuant to Section 2.12(b‎Section 2.13(c). The Revolving Loans to be made by each Lender will be made by such Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such Lender’s Funding Revolving Facility Percentage of the Revolving Borrowing at the time of such each Revolving Borrowing, in each case in accordance with Section ‎Section 2.07 hereof. Each Lender having an Incremental Revolving Credit Commitment hereby severally, and not jointly, agrees on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans.

Revolving Facility. During the Revolving Facility Availability Period, each Lender severally agrees, on the terms and conditions set forth in this Agreement, to make a Revolving Loan or Revolving Loans to each Revolving Facility Borrower the Borrowers from time to time pursuant to such LenderLxxxxx’s Facility Revolving Commitment, which Revolving Loans: (i) Loans may, except as set forth hereinherein (and subject to Section 2.10), at the option of each Revolving Facility Borrowerthe Borrowers, be incurred and maintained as, or Converted into, Revolving Loans that are US Base Rate Loans, Eurodollar Loans or Foreign Currency EurodollarSOFR Loans, in each case denominated in Dollars or a Designated Foreign Currency, U.S. Dollars; provided that all Revolving Loans Loans: (i) made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and shall consist of Revolving Loans of the same Type; (ii) may be repaid or prepaid and re-borrowed reborrowed in accordance with the provisions hereof; and (iii) shall not be made if, after giving effect to any such Revolving Loan, (A) the Revolving Facility Exposure of any Lender would exceed such LenderLxxxxx’s Facility Revolving Commitment, (B) the Aggregate Revolving Facility Exposure would exceed the Total Facility Commitment, Revolving Commitment or (C) the Aggregate Revolving Facility Exposure at such time that is denominated in any Designated Foreign Currency would exceed the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any Borrower Borrowers would be required to prepay Loans or cash collateralize Cash Collateralize Letters of Credit pursuant to Section 2.12(b2.13(c). The Revolving Loans to be made by each Lender will be made by such Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such LenderLxxxxx’s Funding Revolving Facility Percentage of the Revolving Borrowing at the time of such each Revolving Borrowing, in each case in accordance with Section 2.07 hereof. Each Lender having an Incremental Revolving Credit Commitment, Extended Revolving Credit Commitment or Refinancing Revolving Credit Commitment hereby severally, and not jointly, agrees on the terms and subject to the conditions set forth herein and in the applicable Incremental Amendment, Extension Amendment or Refinancing Amendment to make Incremental Initial Revolving Loans, Extended Revolving Credit Loans or Refinancing Revolving Credit Loans, as applicable, to the Borrowers, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure, Extended Revolving Credit Exposure or Refinancing Revolving Credit Exposure, as applicable, exceeding such Lender’s Incremental Revolving Credit Commitment, Extended Revolving Credit Commitment or Refinancing Revolving Credit Commitment, as applicable. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrowers may borrow, pay or prepay and reborrow Initial Revolving Loans, Incremental Initial Revolving Loans, Extended Revolving Credit Loans or Refinancing Revolving Credit Loans, as applicable. Each Lender may, at its option, make any Revolving Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided that (A) any exercise of such option shall not affect the obligation of the Borrowers to repay such Loan and (B) in exercising such option, such Lender shall use its reasonable efforts to minimize any increased costs to the Borrowers resulting therefrom (which obligation of the Lender shall not require it to take, or refrain from taking, actions that it determines would result in increased costs for which it will not be compensated hereunder or that it determines would be otherwise disadvantageous to it and in the event of such request for costs for which compensation is provided under this Agreement, the provisions of Section 3.01 shall apply).

Revolving Facility. Immediately prior to the effectiveness of this Agreement, “Revolving Loans” were outstanding under the Existing Credit Agreement. The outstanding principal balance of the “Total Revolving Commitment” under the Existing Credit Agreement, if any, shall be deemed to be, and hereby constitutes, on the Closing Date, a portion of the Total Revolving Commitment hereunder, and the outstanding “Revolving Loans” advanced by the Existing Lenders under the Existing Credit Agreement shall be deemed to be, and hereby constitute, on the Closing Date, a portion of the Revolving Loans hereunder. During the Revolving Facility Availability Period, each Lender severally severally, and not jointly, agrees, on the terms and conditions set forth in this Agreement, to make a Revolving Loan or Revolving Loans to each Revolving Facility the Borrower from time to time pursuant to such Lender’s Facility Revolving Commitment, which Revolving Loans: (i) may, except as set forth herein, at the option of each Revolving Facility the Borrower, be incurred and maintained as, or Converted into, Revolving Loans that are US Base Rate Loans, Eurodollar Loans or Foreign Currency LIBOR Rate Loans, in each case denominated in Dollars or a Designated Foreign CurrencyDollars, provided that all Revolving Loans made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and shall consist of Revolving Loans of the same Type; (ii) may be repaid or prepaid and re-borrowed reborrowed in accordance with the provisions hereof; and (iii) shall not be made if, after giving effect to any such Revolving Loan, (A) the Revolving Facility Exposure of any Lender would exceed such Lender’s Facility Revolving Commitment, (B) the Aggregate Revolving Facility Exposure plus the principal amount of Swing Loans would exceed the Total Facility Revolving Commitment, or (C) the Aggregate Revolving Facility Exposure at such time that is denominated in any Designated Foreign Currency would exceed the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any Borrower would be required to prepay Loans or cash collateralize Cash Collateralize Letters of Credit pursuant to Section 2.12(b). The Revolving Loans to be made by each Lender will be made by such Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such Lender’s Funding Revolving Facility Percentage of the Revolving Borrowing at the time of such each Revolving Borrowing, in each case in accordance with Section 2.07 2.06 hereof.

Revolving Facility. During the Revolving Facility Availability Period, each Lender severally severally, and not jointly, agrees, on the terms and conditions set forth in this Agreement, to make a Revolving Loan or Revolving Loans to each Revolving Facility the Borrower from time to time pursuant to such Lender’s Facility Revolving Commitment, which Revolving Loans: (i) may, except as set forth herein, at the option of each Revolving Facility the Borrower, be incurred and maintained as, or Converted into, Revolving Loans that are US Base Rate Loans, Eurodollar Loans or Foreign Currency Eurodollar Loans, in each case denominated in Dollars or a Designated Foreign Currency, provided that all Revolving Loans made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and consist of Revolving Loans of the same TypeDollars; (ii) may be repaid or prepaid and re-borrowed reborrowed in accordance with the provisions hereof; and (iii) shall not be made if, after giving effect to any such Revolving Loan, (A) the Revolving Facility Exposure of any Lender would exceed such Lender’s Facility Revolving Commitment, (B) the Aggregate Revolving Facility Exposure would exceed the Total Facility Revolving Commitment, or (C) the Aggregate Revolving Facility Exposure at such time that is denominated in any Designated Foreign Currency would exceed the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any Borrower would be required to prepay Loans or cash collateralize Cash Collateralize Letters of Credit pursuant to Section 2.12(b2.13(c). The Revolving Loans to be made by each Lender will be made by such Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such Lender’s Funding Revolving Facility Percentage of the Revolving Borrowing at the time of such each Revolving Borrowing, in each case in accordance with Section 2.07 hereof. Each Lender having an Incremental Revolving Credit Commitment hereby severally, and not jointly, agrees on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans.

Revolving Facility. During the Revolving Facility Availability Period, each Lender severally agrees, on the terms and conditions set forth in this Agreement, to make a Revolving Loan or Revolving Loans to each Revolving Facility any Borrower from time to time pursuant to such Lender’s Facility Revolving Commitment, which Revolving Loans: (i) Loans may, except as set forth hereinherein (and subject to Section 2.12), at the option of each Revolving Facility the applicable Borrower, be incurred and maintained as, or Converted into, Revolving Loans that are US (A) Base Rate Loans, Eurodollar Loans or Foreign Currency Eurodollar Loans, in each case denominated in U.S. Dollars, (B) B/A Drawings (it being understood B/A Drawings shall be made in accordance with Section 2.07) or Canadian Prime Rate Loans, in each case denominated in Canadian Dollars or a Designated Foreign Currency(C) Eurodollar Loans, denominated in Euro or Sterling, provided that all Revolving Loans (i) made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and shall consist of Revolving Loans of the same TypeType and currency; (ii) may be repaid or prepaid and re-borrowed reborrowed in accordance with the provisions hereof; and (iii) shall not be made if, after giving effect to any such Revolving Loan, (A) the Revolving Facility Exposure (based on the Dollar Equivalent thereof) of any Lender plus the Swing Loan Participation Amount (based on the Dollar Equivalent thereof) of any Lender would exceed such Lender’s Facility Revolving Commitment, (B) the Aggregate Revolving Facility Exposure (based on the Dollar Equivalent thereof) plus the principal amount of Swing Loans (based on the Dollar Equivalent thereof) would exceed the Total Facility Commitment, Revolving Commitment or (C) the Aggregate Revolving Facility Exposure at such time that is denominated in any Designated Foreign Currency would exceed the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any Borrower Borrowers would be required to prepay Loans or cash collateralize Cash Collateralize Letters of Credit pursuant to Section 2.12(b2.15(c). The Revolving Loans to be made by each Lender will be made by such Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such Lender’s Funding Revolving Facility Percentage of the Revolving Borrowing at the time of such each Revolving Borrowing, in each case in accordance with Section 2.07 2.09 hereof. Each Lender having an Incremental Revolving Credit Commitment or Extended Revolving Credit Commitment hereby severally, and not jointly, agrees on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement or Extension Amendment to make Incremental Revolving Loans, Incremental Initial Revolving Loans or Extended Revolving Credit Loans, as applicable, to the Borrowers, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure or Extended Revolving Credit Exposure, as applicable, exceeding such Lender’s Incremental Revolving Credit Commitment or Extended Revolving Credit Commitment, as applicable. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrowers may borrow, pay or prepay and reborrow Initial Revolving Loans, Incremental Revolving Loans, Incremental Initial Revolving Loans or Extended Revolving Credit Loans, as applicable. Each Lender may at its option make any Revolving Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided that (A) any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan and (B) in exercising such option, such Lender shall use its reasonable efforts to minimize any increased costs to the applicable Borrower resulting therefrom (which obligation of the Lender shall not require it to take, or refrain from taking, actions that it determines would result in increased costs for which it will not be compensated hereunder or that it determines would be otherwise disadvantageous to it and in the event of such request for costs for which compensation is provided under this Agreement, the provisions of Section 3.01 shall apply).

Revolving Facility. During the Revolving Facility Availability Period, each Lender severally agrees, on the terms and conditions set forth in this Agreement, to make a Revolving Loan or Revolving Loans to each Revolving Facility Borrower the Borrowers from time to time pursuant to such Lender’s Facility Revolving Commitment, which Revolving Loans: (i) Loans may, except as set forth hereinherein (and subject to Section 2.10), at the option of each Revolving Facility Borrowerthe Borrowers, be incurred and maintained as, or Converted into, Revolving Loans that are US Base Rate Loans, Eurodollar Loans or Foreign Currency Eurodollar Loans, in each case denominated in Dollars or a Designated Foreign CurrencyU.S. Dollars, provided that all Revolving Loans Loans: (i) made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and shall consist of Revolving Loans of the same Type; (ii) may be repaid or prepaid and re-borrowed reborrowed in accordance with the provisions hereof; and (iii) shall not be made if, after giving effect to any such Revolving Loan, (A) the Revolving Facility Exposure of any Lender would exceed such Lender’s Facility Revolving Commitment, (B) the Aggregate Revolving Facility Exposure would exceed the Total Facility Commitment, Revolving Commitment or (C) the Aggregate Revolving Facility Exposure at such time that is denominated in any Designated Foreign Currency would exceed the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any Borrower Borrowers would be required to prepay Loans or cash collateralize Cash Collateralize Letters of Credit pursuant to Section 2.12(b2.13(c). The Revolving Loans to be made by each Lender will be made by such Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such Lender’s Funding Revolving Facility Percentage of the Revolving Borrowing at the time of such each Revolving Borrowing, in each case in accordance with Section 2.07 hereof. Each Lender having an Incremental Revolving Credit Commitment, Extended Revolving Credit Commitment or Refinancing Revolving Credit Commitment hereby severally, and not jointly, agrees on the terms and subject to the conditions set forth herein and in the applicable Incremental Amendment, Extension Amendment or Refinancing Amendment to make Incremental Initial Revolving Loans, Extended Revolving Credit Loans or Refinancing Revolving Credit Loans, as applicable, to the Borrowers, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure, Extended Revolving Credit Exposure or Refinancing Revolving Credit Exposure, as applicable, exceeding such Lender’s Incremental Revolving Credit Commitment, Extended Revolving Credit Commitment or Refinancing Revolving Credit Commitment, as applicable. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrowers may borrow, pay or prepay and reborrow Initial Revolving Loans, Incremental Initial Revolving Loans, Extended Revolving Credit Loans or Refinancing Revolving Credit Loans, as applicable. Each Lender may, at its option, make any Revolving Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan, provided that (A) any exercise of such option shall not affect the obligation of the Borrowers to repay such Loan and (B) in exercising such option, such Lender shall use its reasonable efforts to minimize any increased costs to the Borrowers resulting therefrom (which obligation of the Lender shall not require it to take, or refrain from taking, actions that it determines would result in increased costs for which it will not be compensated hereunder or that it determines would be otherwise disadvantageous to it and in the event of such request for costs for which compensation is provided under this Agreement, the provisions of Section 3.01 shall apply).

Revolving Facility. During the Availability Period, each Lender severally agrees, on Subject to the terms and conditions set forth in this Agreement, each Revolving Lender agrees to make a Revolving Loan or Revolving Loans available to each Borrower its Pro Rata Share of Advances under the Revolving Facility Borrower from time to time pursuant to such Lender’s Facility Commitment, which Revolving Loans: during the Term; provided that (i) may, except as set forth herein, the Pro Rata Share of Advances of any Revolving Lender shall not at any time exceed such Revolving Lender’s Commitment under the option of each Revolving Facility Borrower, be incurred and maintained as, or Converted into, Revolving Loans that are US Base Rate Loans, Eurodollar Loans or Foreign Currency Loans, in each case denominated in Dollars or a Designated Foreign Currency, provided that all Revolving Loans made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and consist of Revolving Loans of the same Type; (ii) the aggregate amount of all Advances at any time outstanding under the Revolving Facility shall not exceed the lesser of (x) the Facility Cap in effect at such time less reserves (as established by Agent in its Permitted Discretion from time to time) and less the Letter of Credit Usage then in effect, and (y) the Aggregate Borrowing Availability then in effect less reserves (as established by Agent in its Permitted Discretion from time to time) and less the Letter of Credit Usage then in effect. The obligations of the Revolving Lenders under the Revolving Facility shall be several, and not joint or joint and several. The Revolving Facility is a revolving credit facility that may be drawn, repaid or prepaid and re-borrowed in accordance redrawn from time to time as permitted under this Agreement. Borrower may not at any time increase the Facility Cap. Borrower may permanently reduce the Facility Cap from time to time so long as (i) Borrower has provided Agent with not less than five (5) Business Days prior written notice of any such reduction, (ii) Borrower has paid the provisions hereof; and Facility Reduction Fee for each such reduction, (iii) shall not be made if, after giving effect to any such Revolving Loan, (A) the Revolving Facility Exposure no Event of any Lender would exceed such Lender’s Facility Commitment, (B) the Aggregate Revolving Facility Exposure would exceed the Total Facility Commitment, (C) the Aggregate Revolving Facility Exposure at such time that Default has occurred and is denominated in any Designated Foreign Currency would exceed the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any Borrower would be required to prepay Loans or cash collateralize Letters of Credit pursuant to Section 2.12(b). The Revolving Loans to be made by each Lender will be made by such Lender in the Funding Amount applicable to such Lender continuing at the time of any such reduction, and (iv) concurrently with any such reduction, Borrower repays or prepays the making of such Revolving Loan on a pro rata basis based upon such Lender’s Funding Percentage excess of the Revolving Borrowing at aggregate Advances that exceed the sum of the Facility Cap (as so reduced), less reserves that have been established by Agent in Agent’s Permitted Discretion from time to time, and less the Letter of such Revolving BorrowingCredit Usage then in effect. Agent shall have the right to establish and readjust from time to time, in each case in accordance with Section 2.07 hereof.its Permitted Discretion, reserves under the Revolving Facility, which reserves

Revolving Facility. Immediately prior to the effectiveness of this Agreement, “Revolving Loans” were outstanding under the Existing Credit Agreement. The outstanding principal balance of the “Total Revolving Commitment” under the Existing Credit Agreement, if any, shall be deemed to be, and hereby constitutes, on the Closing Date, a portion of the Total Revolving Commitment hereunder, and the outstanding “Revolving Loans” advanced by the Existing Lenders under the Existing Credit Agreement shall be deemed to be, and hereby constitute, on the Closing Date, a portion of the Revolving Loans hereunder. During the Revolving Facility Availability Period, each Revolving Lender severally severally, and not jointly, agrees, on the terms and conditions set forth in this Agreement, to make a Revolving Loan or Revolving Loans to each Revolving Facility the Borrower from time to time pursuant to such Revolving Lender’s Facility Revolving Commitment, which Revolving Loans: (i) may, except as set forth herein, at the option of each Revolving Facility the Borrower, be incurred and maintained as, or Converted into, Revolving Loans that are US Base Rate Loans, Eurodollar Loans or Foreign Currency LIBOR Rate Loans, in each case denominated in Dollars or a Designated Foreign CurrencyDollars, provided that all Revolving Loans made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and shall consist of Revolving Loans of the same Type; (ii) may be repaid or prepaid and re-borrowed reborrowed in accordance with the provisions hereof; and (iii) shall not be made if, after giving effect to any such Revolving Loan, (A) the Revolving Facility Exposure of any Revolving Lender would exceed such Revolving Lender’s Facility Revolving Commitment, (B) the Aggregate Revolving Facility Exposure plus the principal amount of Swing Loans would exceed the Total Facility Revolving Commitment, or (C) the Aggregate Revolving Facility Exposure at such time that is denominated in any Designated Foreign Currency would exceed the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any Borrower would be required to prepay Loans or cash collateralize Cash Collateralize Letters of Credit pursuant to Section 2.12(b). The Revolving Loans to be made by each Revolving Lender will be made by such Revolving Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such Revolving Lender’s Funding Revolving Facility Percentage of the Revolving Borrowing at the time of such each Revolving Borrowing, in each case in accordance with Section 2.07 2.06 hereof.

Revolving Facility. During the Revolving Facility Availability Period, each Lender severally agrees, on the terms and conditions set forth in this Agreement, to make a Revolving Loan or Revolving Loans to each Revolving Facility Borrower the Borrowers from time to time pursuant to such Lender’s Facility Revolving Commitment, which Revolving Loans: (i) Loans may, except as set forth hereinherein (and subject to Section 2.10), at the option of each Revolving Facility Borrowerthe Borrowers, be incurred and maintained as, or Converted into, Revolving Loans that are US Base Rate Loans, Eurodollar Loans or Foreign Currency Eurodollar Loans, in each case denominated in Dollars or a Designated Foreign Currency, U.S. Dollars,; provided that all Revolving Loans Loans: (i) made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and shall consist of Revolving Loans of the same Type; (ii) may be repaid or prepaid and re-borrowed reborrowed in accordance with the provisions hereof; and (iii) shall not be made if, after giving effect to any such Revolving Loan, (A) the Revolving Facility Exposure of any Lender would exceed such Lender’s Facility Revolving Commitment, (B) the Aggregate Revolving Facility Exposure would exceed the Total Facility Commitment, Revolving Commitment or (C) the Aggregate Revolving Facility Exposure at such time that is denominated in any Designated Foreign Currency would exceed the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any Borrower Borrowers would be required to prepay Loans or cash collateralize Cash Collateralize Letters of Credit pursuant to Section 2.12(b2.13(c). The Revolving Loans to be made by each Lender will be made by such Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such Lender’s Funding Revolving Facility Percentage of the Revolving Borrowing at the time of such each Revolving Borrowing, in each case in accordance with Section 2.07 hereof. Each Lender having an Incremental Revolving Credit Commitment, Extended Revolving Credit Commitment or Refinancing Revolving Credit Commitment hereby severally, and not jointly, agrees on the terms and subject to the conditions set forth herein and in the applicable Incremental Amendment, Extension Amendment or Refinancing Amendment to make Incremental Initial Revolving Loans, Extended Revolving Credit Loans or Refinancing Revolving Credit Loans, as applicable, to the Borrowers, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure, Extended Revolving Credit Exposure or Refinancing Revolving Credit Exposure, as applicable, exceeding such Lender’s Incremental Revolving Credit Commitment, Extended Revolving Credit Commitment or Refinancing Revolving Credit Commitment, as applicable. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrowers may borrow, pay or prepay and reborrow Initial Revolving Loans, Incremental Initial Revolving Loans, Extended Revolving Credit Loans or Refinancing Revolving Credit Loans, as applicable. Each Lender may, at its option, make any Revolving Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan,; provided that (A) any exercise of such option shall not affect the obligation of the Borrowers to repay such Loan and (B) in exercising such option, such Lender shall use its reasonable efforts to minimize any increased costs to the Borrowers resulting therefrom (which obligation of the Lender shall not require it to take, or refrain from taking, actions that it determines would result in increased costs for which it will not be compensated hereunder or that it determines would be otherwise disadvantageous to it and in the event of such request for costs for which compensation is provided under this Agreement, the provisions of Section 3.01 shall apply).

Revolving Facility. During the Revolving Facility Availability Period, each Lender severally agrees, on the terms and conditions set forth in this Agreement, to make a Revolving Loan or Revolving Loans to each Revolving Facility Borrower the Borrowers from time to time pursuant to such Lender’s Facility Revolving Commitment, which Revolving Loans: (i) Loans may, except as set forth hereinherein (and subject to Section 2.10), at the option of each Revolving Facility Borrowerthe Borrowers, be incurred and maintained as, or Converted into, Revolving Loans that are US Base Rate Loans, Eurodollar Loans or Foreign Currency Eurodollar Loans, in each case denominated in Dollars or a Designated Foreign CurrencyU.S. Dollars, provided that all Revolving Loans Loans: (i) made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and shall consist of Revolving Loans of the same Type; (ii) may be repaid or prepaid and re-borrowed reborrowed in accordance with the provisions hereof; and (iii) shall not be made if, after giving effect to any such Revolving Loan, (A) the Revolving Facility Exposure of any Lender would exceed such Lender’s Facility Revolving Commitment, (B) the Aggregate Revolving Facility Exposure would exceed the Total Facility Commitment, Revolving Commitment or (C) the Aggregate Revolving Facility Exposure at such time that is denominated in any Designated Foreign Currency would exceed the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any Borrower Borrowers would be required to prepay Loans or cash collateralize Letters of Credit pursuant to Section 2.12(b2.13(c). The Revolving Loans to be made by each Lender will be made by such Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such Lender’s Funding Revolving Facility Percentage of the Revolving Borrowing at the time of such each Revolving Borrowing, in each case in accordance with Section 2.07 hereof. Each Lender having an Incremental Revolving Credit Commitment or Extended Revolving Credit Commitment hereby severally, and not jointly, agrees on the terms and subject to the conditions set forth herein and in the applicable Incremental Amendment or Extension Amendment to make Incremental Initial Revolving Loans or Extended Revolving Credit Loans, as applicable, to the Borrowers, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure or Extended Revolving Credit Exposure, as applicable, exceeding such Lender’s Revolving Commitment or Extended Revolving Credit Commitment, as applicable. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrowers may borrow, pay or prepay and reborrow Initial Revolving Loans, Incremental Initial Revolving Loans or Extended Revolving Credit Loans, as applicable. Each Lender may at its option make any Revolving Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan, provided that (A) any exercise of such option shall not affect the obligation of the Borrowers to repay such Loan and (B) in exercising such option, such Lender shall use its reasonable efforts to minimize any increased costs to the Borrowers resulting therefrom (which obligation of the Lender shall not require it to take, or refrain from taking, actions that it determines would result in increased costs for which it will not be compensated hereunder or that it determines would be otherwise disadvantageous to it and in the event of such request for costs for which compensation is provided under this Agreement, the provisions of Section 3.01 shall apply).

Revolving Facility. During Loans under the Availability Period, each Lender severally agrees, on the terms and conditions set forth in this Agreement, to make a Revolving Loan or Revolving Loans to each Revolving Facility Borrower (each a "Revolving Loan" and, collectively, the "Revolving Loans"): (i) may be incurred by the Borrowers at any time and from time to time pursuant on and after the Closing Date and prior to such Lender’s Facility Commitment, which the date the Total Revolving Loans: Commitment is terminated; (iii) may, except as set forth hereinotherwise provided, may, at the option of each Revolving Facility the applicable Borrower, be incurred and maintained as, or Converted into, Revolving Loans that which are US Base Prime Rate Loans, Eurodollar Loans or Foreign Currency Eurocurrency Loans, in each case denominated in Dollars or a Designated Foreign an Alternative Currency, provided that all Revolving Loans made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and consist of Revolving Loans of the same TypeType and currency, and provided further that Foreign Subsidiary Borrowers may borrow Revolving Loans denominated only in an Alternative Currency, and provided further that the aggregate principal amount of Revolving Loans denominated in an Alternative Currency shall not exceed at any time outstanding the Alternative Currency Sublimit, and provided further that the aggregate principal amount of Revolving Loans made to Foreign Subsidiary Borrowers shall not exceed the Foreign Subsidiary Borrower Sublimit; (iiiii) may be repaid or prepaid and re-borrowed reborrowed in accordance with the provisions hereof; (iv) may only be made if after giving effect thereto the Unutilized Total Revolving Commitment exceeds the aggregate amount of outstanding Swing Line Loans; and (iiiv) shall not be made ifexceed for any Lender at any time outstanding that aggregate principal amount which, after giving effect when added to any the sum of (1) such Revolving Loan, Lender's Swing Line Exposure plus (2) the product at such time of (A) the such Lender's Revolving Facility Exposure of any Lender would exceed such Lender’s Facility CommitmentPercentage, times (B) the Aggregate aggregate Letter of Credit Outstandings, equals the Revolving Facility Exposure would exceed the Total Facility Commitment, (C) the Aggregate Revolving Facility Exposure Commitment of such Lender at such time. In addition, no Revolving Loans shall be incurred at any time that is denominated in any Designated Foreign Currency would exceed if after giving effect thereto the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any Borrower would be required to prepay Loans or cash collateralize Letters of Credit pursuant to Section 2.12(b). The Revolving Loans to be made by each Lender will be made by such Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such Lender’s Funding Percentage of the Revolving Borrowing at the time of such Revolving Borrowing, in each case in accordance with Section 2.07 hereofsection 5.2(b).

Revolving Facility. During Loans under the Availability Period, each Lender severally agrees, on the terms and conditions set forth in this Agreement, to make a Revolving Loan or Revolving Loans to each Revolving Facility (each a "Revolving Loan" and, collectively, the "Revolving Loans"): (i) may be incurred by the Borrower or any Foreign Subsidiary Borrower at any time and from time to time pursuant on and after the Closing Date and prior to such Lender’s Facility Commitment, which the date the Total Revolving Loans: Commitment terminates; (iii) may, except as set forth hereinotherwise provided, may, at the option of each Revolving Facility the Borrower or any applicable Foreign Subsidiary Borrower, be incurred and maintained as, or Converted into, Revolving Loans that which are US Base Prime Rate Loans, or Eurodollar Loans or Foreign Currency Loans, in each case denominated in Dollars or a Designated Foreign in an Alternative Currency, provided that all Revolving Loans made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and consist of Revolving Loans of the same TypeType and currency; (iiiii) when incurred by the Borrower may, subject to the provisions hereof, be denominated in U. S. Dollars or in an Alternative Currency; (iv) when incurred by a Foreign Subsidiary Borrower may be denominated only in an Alternative Currency; (v) may only be incurred if after giving effect thereto the aggregate principal amount of the outstanding Revolving Loans which are not denominated in Dollars represents less than 50% of the then Total Revolving Commitment; (vi) may only be incurred if after giving effect thereto the aggregate principal amount of the outstanding Revolving Loans of all Foreign Subsidiary Borrowers represents less than 25% of the then Total Revolving Commitment; (vii) may be repaid or prepaid and re-borrowed reborrowed in accordance with the provisions hereof; (viii) may only be made if after giving effect thereto the Unutilized Total Revolving Commitment exceeds the outstanding Swing Line Loans; and (iiiix) shall not be made ifexceed for any Lender at any time outstanding that aggregate principal amount which, after giving effect when added to any the product at such Revolving Loan, time of (A) the such Lender's Revolving Facility Exposure of any Lender would exceed such Lender’s Facility CommitmentPercentage, times (B) the Aggregate aggregate Letter of Credit Outstandings, equals the Revolving Facility Exposure would exceed the Total Facility Commitment, (C) the Aggregate Revolving Facility Exposure Commitment of such Lender at such time. In addition, no Revolving Loans shall be incurred at any time that is denominated in any Designated Foreign Currency would exceed if after giving effect thereto the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any Borrower would be required to prepay Loans or cash collateralize Letters of Credit pursuant to Section 2.12(b). The Revolving Loans to be made by each Lender will be made by such Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such Lender’s Funding Percentage of the Revolving Borrowing at the time of such Revolving Borrowing, in each case in accordance with Section 2.07 hereofsection 5.2(b).

Revolving Facility. During the Revolving Facility Availability Period, each Lender severally severally, and not jointly, agrees, on the terms and conditions set forth in this Agreement, to make a Revolving Loan or Revolving Loans to each Revolving Facility the Borrower from time to time pursuant to such Lender’s Facility Revolving Commitment, which Revolving Loans: (i) may, except as set forth herein, at the option of each Revolving Facility the Borrower, be incurred and maintained as, or Converted into, Revolving Loans that are US Base Rate Loans, Eurodollar Loans or Foreign Currency Eurodollar Loans, in each case denominated in Dollars or a Designated Foreign CurrencyDollars, provided that all Revolving Loans made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and shall consist of Revolving Loans of the same Type; (ii) may be repaid or prepaid and re-borrowed reborrowed in accordance with the provisions hereof; and (iii) shall not be made if, after giving effect to any such Revolving Loan, (A) the Revolving Facility Exposure of any Lender would exceed such Lender’s Facility Revolving Commitment, (B) the Aggregate Revolving Facility Exposure plus the principal amount of Swing Loans would exceed the Total Facility Revolving Commitment, or (C) the Aggregate Revolving Facility Exposure at such time that is denominated in any Designated Foreign Currency would exceed the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any Borrower would be required to prepay Loans or cash collateralize Cash Collateralize Letters of Credit pursuant to Section 2.12(b2.13(c). The Revolving Loans to be made by each Lender will be made by such Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such Lender’s Funding Revolving Facility Percentage of the Revolving Borrowing at the time of such each Revolving Borrowing, in each case in accordance with Section 2.07 hereof. Each Lender having an Incremental Revolving Credit Commitment hereby severally, and not jointly, agrees on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrowers, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Incremental Revolving Credit Exposure exceeding such Lender’s Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, the Borrowers may borrow, pay or prepay and reborrow Incremental Revolving Loans.

Revolving Facility. During the Revolving Facility Availability Period, each Lender severally severally, and not jointly, agrees, on the terms and conditions set forth in this Agreement, to make a Revolving Loan or Revolving Loans to each Revolving Facility the Borrower from time to time pursuant to such Lender’s Facility Revolving Commitment, which Revolving Loans: (i) may, except as set forth herein, at the option of each Revolving Facility the Borrower, be incurred and maintained as, or Converted into, Revolving Loans that are US Base Rate Loans, Eurodollar Loans or Foreign Currency Eurodollar Loans, in each case denominated in Dollars or a Designated Foreign CurrencyDollars, provided that all Revolving Loans made as part of the same Revolving Borrowing shall, unless otherwise specifically provided herein, be made to the same Revolving Facility Borrower and shall consist of Revolving Loans of the same Type; (ii) shall be made only in Dollars, (iii) may be repaid or prepaid and re-borrowed reborrowed in accordance with the provisions hereof; and (iiiiv) shall not be made if, after giving effect to any such Revolving Loan, (A) the Revolving Facility Exposure of any Lender would exceed such Lender’s Facility Revolving Commitment, (B) the Aggregate Revolving Facility Exposure would exceed the Total Facility Revolving Commitment, or (C) the Aggregate Revolving Facility Exposure at such time that is denominated in any Designated Foreign Currency would exceed the Maximum Foreign Exposure Amount or the Aggregate Canadian Sub-Facility Exposure would exceed the Total Canadian Commitment, (D) the Foreign Subsidiary Borrower Exposure would exceed the Maximum Foreign Exposure Amount, (E) the Aggregate Credit Facility Exposure would exceed the Maximum Credit Facility Amount, or (F) any Borrower would be required to prepay Loans or cash collateralize Cash Collateralize Letters of Credit pursuant to Section 2.12(b). The Revolving Loans to be made by each Lender will be made by such Lender in the Funding Amount applicable to such Lender at the time of the making of such Revolving Loan on a pro rata basis based upon such Lender’s Funding Revolving Facility Percentage of the Revolving Borrowing at the time of such each Revolving Borrowing, in each case in accordance with Section 2.07 2.06 hereof.