Prior to any repayment of any Borrowing under any Facility hereunder, the Borrower shall select the Borrowing or Borrowings under the applicable Facility to be repaid and shall notify the Administrative Agent (and in the case of repayment of a Swingline Loan, the Swingline Lender) in writing of such selection not later than ​, New York City time, # in the case of an ABR Borrowing, one (1) Business Day before the scheduled date of such repayment, # in the case of a Term SOFR Borrowing, three (3) Business Days before the scheduled date of such repayment and # in the case of a Daily Simple SOFR Borrowing, five (5) Business Days before the scheduled date of such repayment. Notwithstanding anything to the contrary in the immediately preceding sentence, prior to any repayment of a Swingline Borrowing hereunder, the Borrower shall select the Borrowing or Borrowings to be repaid and shall notify the Administrative Agent in writing of such selection not later than ​, New York City time, on the scheduled date of such repayment. Each such notice shall be irrevocable and shall specify the repayment date and the principal amount of each Borrowing or portion thereof to be repaid; provided that, if a notice of repayment is given in connection with a conditional notice of termination of the Commitments as contemplated by [Section 2.08], then such notice of repayment may be revoked if such notice of termination is revoked in accordance with [Section 2.08]. Promptly following receipt of any such notice relating to an outstanding Borrowing, the Administrative Agent shall advise the applicable Lenders of the contents thereof.

Prior to any repayment of any Borrowing under any Facility hereunder,Loans, the Borrower shallBorrowers will select the Borrowing or Borrowings under the applicable Facility to be repaid and shallwill notify the Administrative Agent (and in the case of repayment of a Swingline Loan, the Swingline Lender) in writingby telephone (confirmed by hand delivery, facsimile transmission or e-mail) of such selection not later than ​, New York City time, # in the case of an ABR Borrowing, one (1) Business Day before the scheduled date of such repayment, # in the case of a Term SOFR Borrowing, three (3) Business Days before the scheduledanticipated date of such repayment and # in the case of a Daily Simple SOFREurocurrency Borrowing, five (5)three Business Days before the scheduledanticipated date of such repayment. Each repayment of a Borrowing will be applied to the Loans included in the repaid Borrowing such that each Lender receives its ratable share of such repayment. Notwithstanding anything to the contrary in the immediately preceding sentence, prior to any repayment of a Swingline BorrowingLoan hereunder, the Borrower shallapplicable Borrowers will select the Borrowing or Borrowings to be repaid and shallwill notify the Administrative Agent in writingby telephone (confirmed by hand delivery, facsimile transmission or e-mail) of such selection not later than ​, New York City time, on the scheduled date of such repayment. Each such notice shallRepayments of Eurocurrency Borrowings will be irrevocable and shall specifyaccompanied by accrued interest on the repayment date and the principal amount of each Borrowing or portion thereof to be repaid; provided that, if a notice of repayment is given in connectionrepaid, together with a conditional notice of termination of the Commitments as contemplated byany amounts due under [Section 2.08], then such notice of repayment may be revoked if such notice of termination is revoked in accordance with [Section 2.08]16]. Promptly following receipt of any such notice relating to an outstanding Borrowing, the Administrative Agent shall advise the applicable Lenders of the contents thereof.

The Borrower shall select the Borrowing or Borrowings under the applicable Facility to be repaid and shall notify the Administrative Agent (and(and, in the case of repaymentprepayment of a Swingline Loan,Loans, the Swingline Lender)Lenders) in writing of such selectionany prepayment hereunder # in the case of prepayment of a EurodollarTerm SOFR Borrowing, not later than ​ (​), New York City time, three (3) Business Days before the date of prepayment, # in the case of prepayment of an ABR Borrowing, not later than ​ (​), New York City time, one (1) Business Day before the scheduled date of such repayment,prepayment or # in the case of a Term SOFR Borrowing, three (3) Business Days before the scheduled date of such repayment and # in the case of a Daily Simple SOFR Borrowing, five (5) Business Days before the scheduled date of such repayment. Notwithstanding anything to the contrary in the immediately preceding sentence, prior to any repaymentprepayment of a Swingline Borrowing hereunder, the Borrower shall select the Borrowing or Borrowings to be repaid and shall notify the Administrative Agent in writing of such selectionLoan, not later than ​ (​), New York City time, on the scheduled date of prepayment, in each case, or such repayment.shorter period as the Administrative Agent may agree. Each such notice shall be irrevocable and shall specify the repaymentprepayment date and the principal amount of each Borrowing or portion thereof to be repaid; providedprepaid; provided, that, if a notice of repaymentprepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by [Section 2.08]09], then such notice of repaymentprepayment may be revoked if such notice of termination is revoked in accordance with [Section 2.08]09]. Promptly following receipt of any such notice relating to an outstandinga Borrowing, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in [Section 2.02]. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by [Section 2.13].

The Borrower shall select the Borrowing or Borrowings under the applicable Facilitygive notice (which notice may be given by telephone, to be repaid and shall notifyconfirmed in writing by hand delivery or electronic transmission of a “pdf” or similar copy) to the Administrative Agent (and(and, in the case of repaymentprepayment of a Swingline Loan, the Swingline Lender) of any optional prepayment under paragraph # of this Section and, to the extent practicable, any mandatory prepayment under paragraph # of this Section # in writingthe case of such selectionprepayment of a Term SOFR Revolving Borrowing, not later than ​, New York CityPacific time, three U.S. Government Securities Business Days before the date of prepayment, # in the case of an ABRprepayment of a Base Rate Revolving Borrowing, one (1) Business Day beforenot later than ​, Pacific time, on the scheduled date of such repayment,prepayment (which shall be a Business Day), # in the case of a Term SOFR Borrowing, three (3) Business Days before the scheduled date of such repayment and # in the caseprepayment of a Daily Simple SOFR Borrowing, five (5) Business Days before the scheduled date of such repayment. Notwithstanding anything to the contrary in the immediately preceding sentence, prior to any repayment of a Swingline Borrowing hereunder, the Borrower shall select the Borrowing or Borrowings to be repaid and shall notify the Administrative Agent in writing of such selection not later than ​, New York CityPacific time, three U.S. Government Securities Business Days before the date of prepayment or # in the case of prepayment of a Swingline Loan, not later than ​, Pacific time, on the scheduled date of such repayment.prepayment (which shall be a Business Day). Each such notice shall be irrevocable and shall specify the repayment dateprepayment date, the Borrowing or Borrowings to be prepaid and the principal amount of each such Borrowing or portion thereof to be repaid;prepaid; provided that, ifthat a notice of repayment is given in connection with a conditional noticeprepayment of terminationany Borrowings pursuant to paragraph # of the Commitments as contemplated by [Section 2.08], thenthis Section may state that such notice is conditioned upon the occurrence of repaymentone or more events specified therein, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified date of prepayment) if such notice of terminationcondition is revoked in accordance with [Section 2.08].not satisfied. Promptly following receipt of any such notice (other than a notice relating solely to an outstanding Borrowing,Swingline Loans), the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each partial

Notices, Etc. The Borrower shall select the Borrowing or Borrowings under the applicable Facility to be repaid and shall notify the Administrative Agent (and(and, in the case of repaymentprepayment of a Swingline Loan, the Swingline Lender) by telecopy or electronic mail of any prepayment hereunder # in writingthe case of such selectionprepayment of a SOFR Borrowing, not later than ​, New York City time, three U.S. Government Securities Business Days before the date of prepayment, # in the case of an ABRprepayment of a Eurocurrency Borrowing, one (1)not later than ​, New York City time, four Business DayDays before the scheduled date of such repayment,prepayment, # in the case of a Term SOFRprepayment of an ABR Borrowing, three (3) Business Days before the scheduled date of such repayment and # in the case of a Daily Simple SOFR Borrowing, five (5) Business Days before the scheduled date of such repayment. Notwithstanding anything to the contrary in the immediately preceding sentence, prior to any repayment of a Swingline Borrowing hereunder, the Borrower shall select the Borrowing or Borrowings to be repaid and shall notify the Administrative Agent in writing of such selection not later than ​, New York City time, on the scheduled date of such repayment.prepayment or # in the case of prepayment of a Swingline Loan, not later than ​, New York City time, on the date of prepayment. Each such notice shall be irrevocable and shall specify the repayment date andprepayment date, the principal amount of each Borrowing or portion thereof to be repaid;prepaid and, in the case of a mandatory prepayment, a reasonably detailed calculation of the amount of such prepayment; provided that, if a notice of repaymentprepayment is given in connection with a conditional notice of termination of the Commitments of a Class as contemplated by [Section 2.08], then such notice of repaymentprepayment may be revoked if such notice of termination is revoked in accordance with [Section 2.08]. Promptly following receipt of any such notice relating to an outstandinga Syndicated Borrowing, the Administrative Agent shall advise the applicable Lendersaffected ​ of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of a Borrowing of the same Type as provided in [Section 2.02], except as necessary to apply fully the required amount of a mandatory prepayment. Each prepayment of a Syndicated Borrowing of a Class shall be applied ratably to the Loans of such Class included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by [Section 2.12] and shall be made in the manner specified in [Section 2.09(b)].

The applicable Borrower shall select the Borrowing or Borrowings under the applicable Facility to be repaid and shall notify the Administrative Agent (and(and, in the case of repaymentprepayment of a Swingline Loan, the Swingline Lender) of any prepayment of a Borrowing hereunder # in writingthe case of a LIBOR Borrowing, a EURIBOR Borrowing or a CDOR Borrowing, not later than ​, Local Time, three Business Days before the date of such selectionprepayment, # in the case of an ABR Borrowing (other than a Swingline Loan), not later than ​, New York City time, # in the case of an ABR Borrowing, one (1) Business Day before the scheduled date of such repayment, # in the case of a Term SOFR Borrowing, three (3) Business Days before the scheduled date of such repaymentprepayment and # in the case of a Daily Simple SOFR Borrowing, five (5) Business Days before the scheduled date of such repayment. Notwithstanding anything to the contrary in the immediately preceding sentence, prior to any repaymentprepayment of a Swingline Borrowing hereunder, the Borrower shall select the Borrowing or Borrowings to be repaid and shall notify the Administrative Agent in writing of such selectionLoan, not later than ​, New York City time, on the scheduled date of prepayment. Each such repayment.notice shall be given by telephone or telecopy. Each such telephonic notice shall be confirmed promptly by hand delivery or telecopy of a written notice. Each such notice shall be irrevocable and shall specify the repaymentprepayment date and the principal amount of each Borrowing or portion thereof to be repaid;prepaid; provided that, if a notice of repaymentprepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by [Section 2.08], then such notice of repaymentprepayment may be revoked if such notice of termination is revoked in accordance with [Section 2.08]. Promptly following receipt of any such notice relating to an outstandinga Borrowing, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in [Section 2.02]. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by [Section 2.12].

The Borrowers shall notify the Administrative Agent (and(and, in the case of repaymentprepayment of a Swingline Loan, the Swingline Lender) by telephone (confirmed by facsimile) of any prepayment hereunder # in writingthe case of such selectionprepayment of a Eurocurrency Borrowing or Adjusted Term SOFR Borrowing, not later than ​, New York City time, three Business Days before the date of prepayment or # in the case of prepayment of an ABR Borrowing, one (1) Business Day before the scheduled date of such repayment, # in the case of a Term SOFR Borrowing, three (3) Business Days before the scheduled date of such repayment and # in the case of a Daily Simple SOFR Borrowing, five (5) Business Days before the scheduled date of such repayment. Notwithstanding anything to the contrary in the immediately preceding sentence, prior to any repayment of a Swingline Borrowing hereunder, the Borrower shall select the Borrowing or Borrowings to be repaid and shall notify the Administrative Agent in writing of such selection not later than ​, New York City time, onone Business Day before the scheduled date of such repayment.prepayment. Each such notice shall be irrevocable and shall specify the repaymentprepayment date and the principal amount of each Borrowing or portion thereof to be repaid;prepaid and, in the case of a mandatory prepayment, a reasonably detailed calculation of the amount of such prepayment; provided that, ifthat a notice of repaymentoptional prepayment may state that such notice is given in connection with a conditional noticeupon the effectiveness of terminationother credit facilities or the receipt of the Commitments as contemplated by [Section 2.08], thenproceeds from the issuance of other Indebtedness or the occurrence of some other identifiable event or condition, in which case such notice of repaymentprepayment may be revoked by the Borrowers (by notice to the Administrative Agent on or prior to the specified date of prepayment) if such notice of terminationcondition is revoked in accordance with [Section 2.08].not satisfied. Promptly following receipt of any such notice (other than a notice relating solely to an outstanding Borrowing,Swingline Loans), the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in [Section 2.02], except as necessary to apply fully the required amount of a mandatory prepayment. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by [Section 2.13]. At the Borrowers’ election in connection with any prepayment pursuant to this [Section 2.11], such prepayment shall not be applied to any Term Loan or Revolving Loan of a Defaulting Lender and shall be allocated ratably among the relevant non-Defaulting Lenders.

To request a Swingline Loan, the Borrower shall select the Borrowing or Borrowings under the applicable Facility to be repaid andBorrowers shall notify the Administrative Agent (and in the case of repayment of a Swingline Loan,and the Swingline Lender) in writingLender of such selectionrequest # by telephone (confirmed in writing) or by facsimile or electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank (confirmed by telephone), not later than ​, New York City time, # inor, if agreed by the case of an ABR Borrowing, one (1) Business Day before the scheduled date of such repayment, # in the case of a Term SOFR Borrowing, three (3) Business Days before the scheduled date of such repayment and # in the case of a Daily Simple SOFR Borrowing, five (5) Business Days before the scheduled date of such repayment. Notwithstanding anything to the contrary in the immediately preceding sentence, prior to any repayment of a Swingline Borrowing hereunder, the Borrower shall select the Borrowing or Borrowings to be repaid and shall notify the Administrative Agent in writing of such selection not later thanLender, ​, New York City time,time on the scheduled dateday of such repayment.proposed Swingline Loan. Each such notice shall be irrevocable and shall specify the repaymentrequested date and(which shall be a Business Day), the principal amount of eachthe requested Swingline Loan and in the case of any ABR Revolving Loan Borrowing or portion thereofSwingline Loan requested to be repaid;finance the reimbursement of an LC Disbursement as provided that, if a notice of repayment is given in connection with a conditional notice of termination[Section 2.05(f)], the identity of the CommitmentsIssuing Bank that made such LC Disbursement. The Swingline Lender shall make each Swingline Loan available to such Borrower by means of a credit to any accounts of such Borrower maintained with the Swingline Lender for the Swingline Loan (or, in the case of a Swingline Loan made to finance the reimbursement of an LC Disbursement as contemplatedprovided in [Section 2.05(f)], by [Section 2.08], then such notice of repayment may be revoked if such notice of termination is revoked in accordance with [Section 2.08]. Promptly following receipt of any such notice relatingremittance to an outstanding Borrowing, the Administrative Agent shall advise the applicable LendersIssuing Bank) by ​, New York City time, on the requested date of the contents thereof.such Swingline Loan.

To request a Swingline Borrowing, the Borrower shall select the Borrowing or Borrowings under the applicable Facility to be repaid and shallBorrowers will notify the Administrative Agent (and in the case of repayment of a Swingline Loan,and the Swingline Lender) in writingLender of such selection not later than ​, New York City time, # in the case of an ABR Borrowing, one (1) Business Day before the scheduled date of such repayment, # in the case of a Term SOFR Borrowing, three (3) Business Days before the scheduled date of such repayment and # in the case of a Daily Simple SOFR Borrowing, five (5) Business Days before the scheduled date of such repayment. Notwithstanding anything to the contrary in the immediately preceding sentence, prior to any repayment ofrequest by telephone (confirmed by a Swingline Borrowing hereunder, the Borrower shall select the BorrowingRequest by email or Borrowings to be repaid and shall notify the Administrative Agent in writing of such selectionfacsimile), not later than ​, New York City time, on the scheduled dateday of such repayment.a proposed Swingline Borrowing. Each such notice shalland Swingline Borrowing Request will be irrevocable and shallwill specify the repaymentrequested # date (which will be a Business Day), and the principal# amount of eachthe Swingline Borrowing or portion thereofand may designate the Borrower for whose account the ABR Borrowing is being requested. The Swingline Lender will consult with the Administrative Agent as to be repaid; provided that, if a notice of repayment is given in connection with a conditional notice of terminationwhether the making of the Commitments as contemplated by [Section 2.08], thenSwingline Loan is in accordance with the terms of this Agreement prior to the Swingline Lender funding such notice of repayment may be revoked if such notice of termination is revokedSwingline Loan. The Swingline Lender will make each Swingline Loan in accordance with [Section 2.08]. Promptly following receipt02(2)] on the proposed date thereof by wire transfer of any such notice relatingimmediately available funds by ​, New York City time, to an outstanding Borrowing, the Administrative Agent shall adviseaccount of the applicable LendersBorrowers (or, in the case of a Swingline Borrowing made to finance the reimbursement of an L/C Disbursement as provided in [Section 2.05(5)], by remittance to the applicable Issuing Bank); provided that the Swingline Lender will not be obligated to make any Swingline Loan at any time when any Lender is at such time a Defaulting Lender, unless the Swingline Lender # is satisfied in its reasonable discretion that the related exposure will be 100% covered by the applicable Revolving Facility Commitments of the contents thereof.non-Defaulting Lenders pursuant to [clause (3)] below or # has otherwise entered into satisfactory arrangements with the Borrowers or such Lender to eliminate the Swingline Lender’s risk with respect to such Lender.

Business Day prior to any repayment of anythe requested Borrowing under any Facility hereunder, the Borrower shall select the Borrowing or Borrowings under the applicable Facility to be repaid and shall notify the Administrative Agent (andDate, in the case of repaymentABR Loans) (provided that any such Notice of a Swingline Loan,Borrowing of ABR Loans under the Swingline Lender) in writing of such selectionRevolving Facility to finance payments under [Section 3.5(a)] may be given not later than ​ on the date of the proposed borrowing), New York City time,in each such case specifying # the amount and Type of Revolving Loans to be borrowed, # the requested Borrowing Date, # in the case of an ABR Borrowing, one (1) Business Day beforeEurodollar Loans, the scheduled daterespective amounts of each such repayment, #Type of Loan and the(iv) in the case of a Term SOFR Borrowing, three (3) Business Days beforeLoans, the scheduled daterespective lengths of such repaymentthe initial Interest Period therefor, and # ininstructions for remittance of the caseproceeds of a Daily Simple SOFR Borrowing, five (5) Business Days before the scheduled date of such repayment. Notwithstanding anythingapplicable Loans to the contrary in the immediately preceding sentence, priorbe borrowed. If no Interest Period is specified with respect to any repayment of a Swingline Borrowing hereunder,requested SOFR Loan, the Borrower shall selectbe deemed to have selected an Interest Period of one month’s duration. Each borrowing under the BorrowingRevolving Commitments shall be in an amount equal to ​ or Borrowings to be repaid and shall notifya whole multiple of ​ in excess thereof (or, if the Administrative Agent in writing of such selection not laterthen Available Revolving Commitments are less than ​, New York City time,such lesser amount); provided that the Swingline Lender may request, on the scheduled date of such repayment. Each such notice shall be irrevocable and shall specify the repayment date and the principal amount of each Borrowing or portion thereof to be repaid; provided that, if a notice of repayment is given in connection with a conditional notice of terminationbehalf of the Borrower, borrowings under the Revolving Commitments as contemplated bythat are ABR Loans in other amounts pursuant to [Section 2.08], then such notice of repayment may be revoked if such notice of termination is revoked in accordance with [Section 2.08]7]). Promptly followingUpon receipt of any such notice relating to an outstanding Borrowing,Notice of Borrowing from the Borrower, the Administrative Agent shall advisepromptly notify each Revolving Lender thereof. Each Revolving Lender will make the applicable Lendersamount of its pro rata share of each such borrowing available to the Administrative Agent for the account of the contents thereof.Borrower at the Revolving Loan Funding Office prior to ​ on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting such account as is designated in writing to the Administrative Agent by the Borrower with the aggregate of the amounts made available to the Administrative Agent by the Revolving Lenders and in like funds as received by the Administrative Agent.