The Swingline , at any time and from time to time in its sole and absolute discretion may, on behalf of the (which hereby irrevocably directs the Swingline to act on its behalf), on one Business Day’s telephonic notice given by the Swingline no later than and promptly confirmed in writing, request each Revolving to make, and each Revolving hereby agrees to make, a Revolving Loan, in an amount equal to such Revolving ’s Applicable Revolving Percentage of the aggregate amount of such Swingline Loan (each a “Refunded Swingline Loan”) outstanding on the date of such notice, to repay the Swingline . Each Revolving shall make the amount of such Revolving Loan available to the Administrative Agent in immediately available funds, not later than one (1) Business Day after the date of such notice. The proceeds of such Revolving Loan shall be immediately made available by the to the Swingline for application by the Swingline to the repayment of the Refunded Swingline Loan. The irrevocably authorizes the Swingline to charge the ’s accounts with the (up to the amount available in each such account) to immediately pay the amount of any Refunded Swingline Loan to the extent amounts received from the Revolving are not sufficient to repay in full such Refunded Swingline Loan.
The Swingline , at any time and from time to time in its sole and absolute discretion may, on behalf ofWhenever the (which hereby irrevocably directsdesires that the Swingline to act on its behalf), on one Business Day’smake Swingline Loans the shall give the Swingline irrevocable telephonic notice given(which telephonic notice must be received by the Swingline nonot later than on the proposed date of Borrowing) confirmed promptly in writing by a Swingline Loan Notice, specifying # the amount to be borrowed, # the requested date of Borrowing (which shall be a Business Day), and promptly confirmed in writing, request each Revolving to make, and each Revolving hereby agrees to make, a Revolving Loan,# instructions for the remittance of the proceeds of such Loan. Each borrowing under the Swingline Sublimit shall be in an amount equal to such Revolving ’s Applicable Revolving Percentage of the aggregate amount of such Swingline Loan (each or a “Refunded Swingline Loan”) outstandingwhole multiple thereof. Promptly thereafter, on the date of such notice, to repayBorrowing specified in a Swingline Loan Notice, the Swingline . Each Revolving shall make available to the an amount in immediately available funds equal to the amount of the Swingline Loan to be made by depositing such Revolving Loan availableamount in the account designated in writing to the Administrative Agent in immediately available funds, not later than one (1) Business Day after the date of such notice. The proceeds of such Revolving Loan shall be immediately made available by the to the Swingline for application by the . Unless a Swingline _Organization A:Loan is sooner refinanced by the advance of a Revolving Loan pursuant to [Section 2.04(c)(i)], such Swingline Loan shall be repaid by the tono later than ten (10) Business Days after the repaymentadvance of the Refundedsuch Swingline Loan. The irrevocably authorizes the Swingline to charge the ’s accounts with the (up to the amount available in each such account) to immediately pay the amount of any Refunded Swingline Loan to the extent amounts received from the Revolving are not sufficient to repay in full such Refunded Swingline Loan.
TheBorrowing Procedures. Each Swingline , at any time and from timeBorrowing shall be made upon the irrevocable notice by the Borrower to time in its sole and absolute discretion may, on behalf of the (which hereby irrevocably directs the Swingline to act on its behalf), on one Business Day’sLender and the Administrative Agent, which notice may be by telephone (which telephonic notice givenshall be promptly confirmed in writing). Each such notice must be received by the Swingline no later than Lender and promptly confirmed in writing, request each Revolving to make, and each Revolving hereby agrees to make, a Revolving Loan, in an amount equal to such Revolving ’s Applicable Revolving Percentage of the aggregate amount of such Swingline Loan (each a “Refunded Swingline Loan”) outstanding on the date of such notice, to repay the Swingline . Each Revolving shall make the amount of such Revolving Loan available to the Administrative Agent in immediately available funds, not later than one (1)(New York City time) on the requested borrowing date, and shall specify # the amount to be borrowed, which shall be a minimum of or a whole multiple of in excess thereof, # the requested borrowing date, which shall be a Business Day and # the account of the Borrower to be credited with the proceeds of such Swingline Borrowing. The Borrower shall deliver to the Swingline Lender and the Administrative Agent a written Swingline Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower. Promptly after receipt by the Swingline Lender of any Swingline Loan Notice, the Swingline Lender will confirm with the Administrative Agent that the Administrative Agent has also received such Swingline Loan Notice and, if not, the Swingline Lender will notify the Administrative Agent of the contents thereof. Unless the Swingline Lender has received notice from the Administrative Agent (including at the request of any Revolving Credit Lender) prior to (New York City time) on the date of the proposed Swingline Borrowing # directing the Swingline Lender not to make such notice. The proceedsSwingline Loan as a result of such Revolving Loan shall be immediately made available by the limitations set forth in the first proviso to the Swingline for application byfirst sentence of [[Section 2.04(a) or (B)])]] that one or more of the applicable conditions specified in [Section 4.02] is not then satisfied, then, subject to the terms and conditions hereof, the Swingline toLender will, not later than (New York City time) on the repayment of the Refundedborrowing date specified in such Swingline Loan. The irrevocably authorizes the Swingline to charge the ’s accounts with the (up to the amount available in each such account) to immediately payLoan Notice, make the amount of any Refundedits Swingline Loan available to the extent amounts received fromBorrower. Notwithstanding anything to the contrary contained in this [Section 2.04] or elsewhere in this Agreement, the Swingline Lender shall not be obligated to make any Swingline Loan at a time when a Revolving are not sufficientCredit Lender is a Defaulting Lender unless the Swingline Lender has entered into arrangements reasonably satisfactory to repayit to eliminate the Swingline Lender’s risk with respect to the Defaulting Lender’s or Defaulting Lenders’ participation in full such Refunded Swingline Loan.Loans, including by Cash Collateralizing such Defaulting Lender’s or Defaulting Lenders’ Pro Rata Share of the outstanding Swingline Loans.
The Swingline , at any time and from timeBorrower shall pay to time in its sole and absolute discretion may, on behalf of the (which hereby irrevocably directs the Swingline to actLender on its behalf),demand, and in any event on one Business Day’s telephonic notice given by the Swingline no later than and promptly confirmedRevolving Credit Maturity Date, in writing, request each Revolving to make, and each Revolving hereby agrees to make, a Revolving Loan, in an amount equal to such Revolving ’s Applicable Revolving Percentage ofimmediately available funds the aggregate amount of such Swingline Loan (each a “Refunded Swingline Loan”) outstanding on the date of such notice, to repay the Swingline . Each Revolving shall make the amount of such Revolving Loan available to the Administrative Agent in immediately available funds, not later than one (1) Business Day after the date of such notice. The proceeds of such Revolving Loan shall be immediately made available by the to the Swingline for application by the Swingline to the repayment of the Refunded Swingline Loan. The irrevocably authorizes the Swingline to charge the ’s accounts with the (up to the amount available in each such account) to immediately pay the amount of any Refunded Swingline LoanLoans to the extent amounts received from the Revolving _Parties:Credit are not sufficient to repay in full the outstanding Swingline Loans requested or required to be refunded. In addition, the Borrower irrevocably authorizes the Administrative Agent to charge any account maintained by the Borrower with the Swingline Lender (up to the amount available therein) in order to immediately pay the Swingline Lender the amount of such Refunded Swingline Loan.Loans to the extent amounts received from the Revolving Credit are not sufficient to repay in full the outstanding Swingline Loans requested or required to be refunded. If any portion of any such amount paid to the Swingline Lender shall be recovered by or on behalf of the Borrower from the Swingline Lender in bankruptcy or otherwise, the loss of the amount so recovered shall be ratably shared among all the Revolving Credit in accordance with their respective Revolving Credit Commitment Percentages.
The Swingline ,Swing Line at any time and from time to time in its sole and absolute discretion may,may request, on behalf of the (which hereby irrevocably directsauthorizes the Swingline _Organization A:Swing Line to actso request on its behalf), on one Business Day’s telephonic notice given by the Swingline no later than and promptly confirmed in writing, requestthat each Revolving _Organization A: to make, and each Revolving hereby agrees to make,make a Revolving Loan,Loan that is a Base Rate Loan in an amount equal to such Revolving _Organization A:’s Applicable Revolving PercentagePro Rata Share of the aggregate amount of such SwinglineSwing Line Loans made by then Swing Line then outstanding (the “Refunded Swing Line Loans”). Such request shall be made in writing (which written request shall be deemed to be a Committed Loan (eachNotice for purposes hereof) and in accordance (including with respect to prior notice requirements) with the requirements of [Section 2.02(b)], without regard to the minimum and multiples specified therein, but subject to the aggregate unused Revolving Commitments and the conditions set forth in [Section 4.02]. The Swing Line shall furnish the with a “Refunded Swingline Loan”) outstanding on the datecopy of such notice,Committed Loan Notice promptly after delivering such notice to repay the Swingline _Organization A:Administrative . Each Revolving _Organization A: shall make an amount equal to its Pro Rata Share of the amount ofspecified in such RevolvingCommitted Loan Notice available to the Administrative Agent in immediately available funds,funds (and the Administrative may apply Cash Collateral available with respect to the applicable Swing Line Loan) for the account of the Swing Line at the Administrative ’s Office not later than one (1) Business Day after(New York City time) on the date ofday specified in such notice. The proceeds of suchCommitted Loan Notice, whereupon, subject to [Section 2.03(c)(ii)], each Revolving that so makes funds available shall be deemed to have made a Revolving Loan shall be immediately made available by the to the Swingline for application by the Swingline to the repayment of the Refunded Swingline Loan. The irrevocably authorizes the Swingline to charge the ’s accounts with the (up to the amount available in each such account) to immediately pay the amount of any Refunded Swinglinethat is a Base Rate Loan to the extent amounts received from the Revolving _Parties: are not sufficient to repay in full such Refunded Swingline Loan.amount.
TheBorrowing Procedures. Each Swingline , at any time and from timeBorrowing shall be made upon the Borrower’s irrevocable notice to time in its sole and absolute discretion may, on behalf of the (which hereby irrevocably directs the Swingline to act on its behalf), on one Business Day’sLender and the Administrative Agent, which may be given by: # telephone or # a Swingline Loan Notice; provided that any telephonic notice givenmust be confirmed immediately by delivery to the Swingline Lender and the Administrative Agent of a Swingline Loan Notice. Each such Swingline Loan Notice must be received by the Swingline no later than Lender and promptly confirmed in writing, request each Revolving to make, and each Revolving hereby agrees to make, a Revolving Loan, in an amount equal to such Revolving ’s Applicable Revolving Percentage of the aggregate amount of such Swingline Loan (each a “Refunded Swingline Loan”) outstanding on the date of such notice, to repay the Swingline . Each Revolving shall make the amount of such Revolving Loan available to the Administrative Agent in immediately available funds, not later than one (1)on the requested borrowing date, and shall specify # the amount to be borrowed, which shall be a minimum of , and # the requested date of the Borrowing (which shall be a Business DayDay). Promptly after receipt by the Swingline Lender of any Swingline Loan Notice, the Swingline Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swingline Loan Notice and, if not, the Swingline Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swingline Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Revolving Lender) prior to on the date of the proposed Swingline Borrowing # directing the Swingline Lender not to make such notice. The proceedsSwingline Loan as a result of such Revolving Loan shall be immediately made available by the limitations set forth in the first proviso to the Swingline for application byfirst sentence of [[Section 2.04(a), or (2)])]])] that one or more of the applicable conditions specified in [Article IV] is not then satisfied, then, subject to the terms and conditions hereof, the Swingline to the repayment of the Refunded Swingline Loan. The irrevocably authorizes the Swingline to charge the ’s accounts with the (up to the amount available in each such account) to immediately payLender may, make the amount of any Refundedits Swingline Loan available to the extent amounts received fromBorrower at its office by crediting the Revolving are not sufficient to repayaccount of the Borrower on the books of the Swingline Lender in full such Refunded Swingline Loan.Same Day Funds.
The Swingline. Subject to the terms and conditions set forth herein, the Swingline , at any timein reliance upon the agreements of the other set forth in this Section, may in its sole discretion make loans to the (each such loan, a “Swingline Loan”). Each such Swingline Loan may be made, subject to the terms and conditions set forth herein, to the , in Dollars, from time to time on any Business Day. During the Availability Period in its sole and absolute discretion may, on behalfan aggregate amount not to exceed at any time outstanding the amount of the Swingline Sublimit, notwithstanding the fact that such Swingline Loans, when aggregated with the Applicable Revolving Percentage of the Outstanding Amount of Revolving Loans and L/C Obligations of the acting as Swingline , may exceed the amount of such ’s Revolving Commitment; provided, however, that # after giving effect to any Swingline Loan, # the Total Revolving Outstandings shall not exceed the Revolving Facility at such time, and # the Revolving Exposure of any Revolving at such time shall not exceed such ’s Revolving Commitment, # the (which hereby irrevocably directsshall not use the proceeds of any Swingline Loan to refinance any outstanding Swingline Loan, and # the Swingline shall not be under any obligation to actmake any Swingline Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the may borrow under this Section, prepay under [Section 2.05], and reborrow under this Section. Each Swingline Loan shall bear interest only at a rate based on its behalf), on one Business Day’s telephonic notice given bythe Base Rate. Immediately upon the making of a Swingline Loan, each Revolving shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swingline no later than and promptly confirmeda risk participation in writing, request each Revolving to make, and each Revolving hereby agrees to make, a Revolving Loan,such Swingline Loan in an amount equal to the product of such Revolving ’s Applicable Revolving Percentage oftimes the aggregate amount of such Swingline Loan (each a “Refunded Swingline Loan”) outstanding on the date of such notice, to repay the Swingline . Each Revolving shall make the amount of such Revolving Loan available to the Administrative Agent in immediately available funds, not later than one (1) Business Day after the date of such notice. The proceeds of such Revolving Loan shall be immediately made available by the to the Swingline for application by the Swingline to the repayment of the Refunded Swingline Loan. The irrevocably authorizes the Swingline to charge the ’s accounts with the (up to the amount available in each such account) to immediately pay the amount of any Refunded Swingline Loan to the extent amounts received from the Revolving are not sufficient to repay in full such Refunded Swingline Loan.
The Swingline , at any time and from timeBorrower shall pay to time in its sole and absolute discretion may, on behalf of the (which hereby irrevocably directs the Swingline to actLender on its behalf),demand, and in any event on one Business Day’s telephonic notice given by the Swingline no later than and promptly confirmedRevolving Credit Maturity Date, in writing, request each Revolving to make, and each Revolving hereby agrees to make, a Revolving Loan, in an amount equal to such Revolving ’s Applicable Revolving Percentage ofimmediately available funds the aggregate amount of such Swingline Loan (each a “Refunded Swingline Loan”) outstanding on the date of such notice, to repay the Swingline . Each Revolving shall make the amount of such Revolving Loan available to the Administrative Agent in immediately available funds, not later than one (1) Business Day after the date of such notice. The proceeds of such Revolving Loan shall be immediately made available by the to the Swingline for application by the Swingline to the repayment of the Refunded Swingline Loan. The irrevocably authorizes the Swingline to charge the ’s accounts with the (up to the amount available in each such account) to immediately pay the amount of any Refunded Swingline LoanLoans to the extent amounts received from the Revolving Credit Lenders are not sufficient to repay in full the outstanding Swingline Loans requested or required to be refunded. In addition, the Borrower irrevocably authorizes the Administrative Agent to charge any account maintained by the Borrower with the Swingline Lender (up to the amount available therein) in order to immediately pay the Swingline Lender the amount of such Refunded Swingline Loan.Loans to the extent amounts received from the Revolving Credit Lenders are not sufficient to repay in full the outstanding Swingline Loans requested or required to be refunded. If any portion of any such amount paid to the Swingline Lender shall be recovered by or on behalf of the Borrower from the Swingline Lender in bankruptcy or otherwise, the loss of the amount so recovered shall be ratably shared among all the Revolving Credit Lenders in accordance with their respective Revolving Credit Commitment Percentages.
The Swingline ,Lender, at any time and from time to time in its sole and absolute discretion may, on behalf of the Borrower (which hereby irrevocably directs the Swingline Lender to act on its behalf), on one Business Day’s telephonicby written notice given by the Swingline no later than and promptly confirmed in writing,on any Business Day request each Revolving Credit Lender to make, and each Revolving Credit Lender hereby agrees to make, a Revolving Loan,Credit Loan as a Base Rate Loan in an amount equal to such Revolving ’Credit Lenders Applicable Revolving Credit Commitment Percentage of the aggregate amount of suchthe Swingline Loan (each a “Refunded Swingline Loan”)Loans outstanding on the date of such notice, to repay the Swingline .Lender. Each Revolving Credit Lender shall make the amount of such Revolving Credit Loan available to the Administrative Agent in immediately available funds,funds at the Administrative Agents Office not later than one (1) Business Day afteron the date ofday specified in such notice. The proceeds of such Revolving LoanCredit Loans shall be immediately made available by the Administrative Agent to the Swingline Lender for application by the Swingline Lender to the repayment of the RefundedSwingline Loans. No Revolving Credit Lenders obligation to fund its respective Revolving Credit Commitment Percentage of a Swingline Loan shall be affected by any other Revolving Credit Lenders failure to fund its Revolving Credit Commitment Percentage of a Swingline Loan, nor shall any Revolving Credit Lenders Revolving Credit Commitment Percentage be increased as a result of any such failure of any other Revolving Credit Lender to fund its Revolving Credit Commitment Percentage of a Swingline Loan. The irrevocably authorizes the Swingline to charge the ’s accounts with the (up to the amount available in each such account) to immediately pay the amount of any Refunded Swingline Loan to the extent amounts received from the Revolving are not sufficient to repay in full such Refunded Swingline Loan.
TheTo request a Swingline , at any time and from time to time in its sole and absolute discretion may, on behalf ofBorrowing, the (which hereby irrevocably directs the Swingline to act on its behalf), on one Business Day’s telephonic notice given by the Swingline no later than and promptly confirmed in writing, request each Revolving to make, and each Revolving hereby agrees to make, a Revolving Loan, in an amount equal to such Revolving ’s Applicable Revolving Percentage of the aggregate amount of such Swingline Loan (each a “Refunded Swingline Loan”) outstanding on the date of such notice, to repay the Swingline . Each Revolving shall make the amount of such Revolving Loan available toBorrowers will notify the Administrative Agent in immediately available funds,and the Swingline Lender of such request by telephone (confirmed by a Swingline Borrowing Request by email or facsimile), not later than one (1), New York City time, on the day of a proposed Swingline Borrowing. Each such notice and Swingline Borrowing Request will be irrevocable and will specify the requested # date (which will be a Business Day afterDay), and # amount of the dateSwingline Borrowing and may designate the Borrower for whose account the ABR Borrowing is being requested. The Swingline Lender will consult with the Administrative Agent as to whether the making of such notice. The proceedsthe Swingline Loan is in accordance with the terms of such Revolving Loan shall be immediately made available by the this Agreement prior to the Swingline for application by the Swingline to the repayment of the RefundedLender funding such Swingline Loan. The irrevocably authorizesSwingline Lender will make each Swingline Loan in accordance with [Section 2.02(2)] on the proposed date thereof by wire transfer of immediately available funds by , New York City time, to the account of the applicable Borrowers (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 chargemake any Swingline Loan at any time when any Lender is at such time a Defaulting Lender, unless the ’s accountsSwingline Lender # is satisfied in its reasonable discretion that the related exposure will be 100% covered by the applicable Revolving Facility Commitments of the non-Defaulting Lenders pursuant to [clause (3)] below or # has otherwise entered into satisfactory arrangements with the (upBorrowers or such Lender to eliminate the amount available in eachSwingline Lenders risk with respect to such account) to immediately pay the amount of any Refunded Swingline Loan to the extent amounts received from the Revolving are not sufficient to repay in full such Refunded Swingline Loan.Lender.
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