Submission and Contents of Competitive Bid Quotes. (i) Each Revolving Loan ​ may submit a Competitive Bid Quote containing an offer or offers to make Competitive Bid Loans in response to any Invitation for Competitive Bid Quotes. Each Competitive Bid Quote must comply with the requirements of this subsection # and must be submitted to the Administrative Agent by email, telex or facsimile transmission not later than ​ (New York City time) on the third (3rd) Business Day prior to the proposed date of borrowing (or such other time or date as the Borrowers and the Administrative Agent shall have mutually agreed and shall have notified the Revolving Loan Lenders not later than the date of the Competitive Bid Quote Request for the first LIBOR Auction for which such change is to be effective); provided that Competitive Bid Quotes submitted by the Person serving as the Administrative Agent (or any affiliate of the Person serving as the Administrative Agent) in the capacity of a Revolving Loan ​ may be submitted, and may only be submitted, if the Person serving as the Administrative Agent or such affiliate notifies the Borrowers of the terms of the offer or offers contained therein not later than one-quarter (1/4) hour prior to the deadline for the other Lenders. Any Competitive Bid Quote so made shall be irrevocable, except with the written consent of the Administrative Agent given on the instruction of the Borrowers. Competitive Bid Loans to be funded pursuant to a Competitive Bid Quote may, as provided in [Section 11.3(e)], be funded by a ​’s ​. A ​ making a Competitive Bid Quote may, but shall not be required to, specify in its Competitive Bid Quote whether the related Competitive Bid Loans are intended to be funded by such ​’s ​, as provided in [Section 11.3(e)].

Submission and Contents of Competitive Bid Quotes. (a) Each Lender may, in its sole discretion, submit a Competitive Bid Quote containing an offer or offers to make Competitive Bid Loans in response to any Invitation for Competitive Bid Quotes. Each Competitive Bid Quote must comply with the requirements of this [Section 2.4.4] and must be submitted to the Agent by telecopy or electronic mail at its offices specified in or pursuant to [Section 14.1], not later than (i)(A) ​, London time, in the case of JPMorgan and # ​, London time, in the case of each other Lender, at least four Business Days prior to the proposed Borrowing Date in the case of a Eurocurrency Auction in an Agreed Currency other than Dollars, or (ii)(A) ​, Chicago time, in the case of JPMorgan and # ​, Chicago time, in the case of each other Lender, at least four Business Days prior to the proposed Borrowing Date in the case of a Eurocurrency Auction in Dollars, or (iii)(A) ​, Chicago time, in the case of JPMorgan and # ​, Chicago time, in the case of each other Lender, on the proposed Borrowing Date in the case of an Absolute Rate Auction (or, in any such case upon reasonable prior notice to ​, such other time and date as the applicable Borrower and the Agent may agree, provided that JPMorgan shall always be required to submit its Competitive Bid Quotes not less than fifteen minutes prior to the other ​). Subject to Articles IV and VIII, any Competitive Bid Quote so made shall be irrevocable except with the written consent of the Agent given on the instructions of the applicable Borrower.

Invitation for Competitive Bid Quotes. Promptly and in any event before the close of business on the same Business Day of receipt of a Competitive Bid Quote Request that is not rejected pursuant to [Section 2.4.2], the Agent shall send to each of ​ by telecopy or electronic mail an Invitation for Competitive Bid Quotes substantially in the form of [Exhibit E] hereto, which shall constitute an invitation by the Company to each Lender to submit Competitive Bid Quotes offering to make the Competitive Bid Loans to which such Competitive Bid Quote Request relates in accordance with this [Section 2.4].

“Invitation for Competitive Bid Quotes” means an Invitation for Competitive Bid Quotes substantially in the form of [Exhibit 2.2](c).

Such Competitive Bid Quotes should offer [a Competitive Bid Margin] [an Absolute Rate].

Exhibit #(c)Form of Invitation for Competitive Bid Quotes

We hereby give notice pursuant to [Section 2.4.2] of the Agreement that we request, on ​​​, Competitive Bid Quotes for the following proposed Competitive Bid Advance(s):

Each such Competitive Bid Quote should specify a Competitive Bid Margin. All Competitive Bid Quotes must be submitted to the Administrative Agent by telex or facsimile transmission at its offices as specified in or pursuant to [Schedule 11.1] of the Credit Agreement not later than ​ (New York City time) on the third Business Day prior to the proposed date of borrowing. Competitive Bid Quotes received after these deadlines will not be forwarded to the Borrowers.

1 As specified in the related Invitation For Competitive Bid Quotes.

Competitive Bid Fee. Simultaneously with the delivery of each Notice of Competitive Bid Borrowing, the Borrowers shall pay to the Administrative Agent for its own account, a fee equal to ​.