Common use of Commitments of the Lenders Clause in Contracts

Commitments of the Lenders. (a) Tranche A Revolving Commitment. (i) Each Tranche A Lender severally and not jointly with the other Tranche A Lenders agrees, upon the terms and subject to the conditions herein set forth, to make revolving credit loans (each a "Tranche A Loan" and collectively, the "Tranche A Loans") to the Borrower at any time and from time to time during the Availability Period in an aggregate principal amount not to exceed, when added to such Tranche A Lender's Tranche A Commitment Percentage of its LC Exposure, the Tranche A Commitment of such Lender, which Tranche A Loans may be repaid and reborrowed in accordance with the provisions of this Agreement. At no time shall the sum of the then outstanding aggregate principal amount of the Tranche A Loans plus the then LC Exposure exceed the lesser of (i) the Total Tranche A Commitment of $300,000,000, as the same may be reduced from time to time pursuant to Sections 2.12 and 2.13 and (ii) from and after the execution and delivery of the Borrowing Base Amendment, the Borrowing Base. (ii) Each Borrowing of a Tranche A Loan shall be made by the Tranche A Lenders pro rata in accordance with their respective Tranche A Commitments; provided, however, that the failure of any Tranche A Lender to make any Tranche A Loan shall not in itself relieve the other Tranche A Lenders of their obligations to lend. (b) Tranche B Term Loan Commitment. (i) Each Tranche B Lender, severally and not jointly with the other Tranche B Lenders agrees, upon the terms and subject to the conditions herein set forth, to make available to the Borrower a term loan in an aggregate principal amount equal to such Tranche B Lender's Tranche B Commitment (collectively, the "Tranche B Loan"). Upon the satisfaction (or waiver) of the conditions set forth in Section 4.03, each Tranche B Lender shall make its portion of the Tranche B Loan to the Borrower in the amount equal to such Tranche B Lender's Tranche B Commitment Percentage of $425,000,000. Once repaid, the Tranche B Loan may not be reborrowed and the Total Tranche B Commitment shall be automatically and permanently reduced by an amount equal to the amount so repaid. (ii) The Tranche B Loan shall be made by the Tranche B Lenders pro rata in accordance with their respective Tranche B Commitment; provided, however, that the failure of any Tranche B Lender to make its Tranche B Loan shall not in itself relieve the other Tranche B Lenders of their obligations to lend. (c) Other than as otherwise provided in Section 2.04(b), each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans as the Borrower may request in accordance herewith. Each Lender at its option may make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided that any exercise of such option shall not affect the obligation of the Borrower to repay such Loan in accordance with the terms of this Agreement. (d) At the commencement of each Interest Period for any Eurodollar Borrowing, such Borrowing shall be in an aggregate amount that is in an integral multiple of $1,000,000 and not less than $5,000,000. At the time that each ABR Borrowing is made, such Borrowing shall be in an aggregate amount that is an integral multiple of $500,000 and not less than $1,000,000 provided, that an ABR Borrowing may be in an aggregate amount that is equal to the entire Unused Tranche A Commitment or that is required to finance the reimbursement of an LC Disbursement as contemplated by Section 2.03(e). Borrowings of more than one Type may be outstanding at the same time. (e) Notwithstanding any other provision of this Agreement, the Borrower shall not be entitled to request, or to elect to convert or continue, any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Commitments of the Lenders. (a) Tranche A Revolving Commitment. (i) Each Tranche A Lender severally and not jointly with the any other Tranche A Lenders Lender, agrees, upon the terms and subject to the conditions herein set forth, to make revolving extend credit loans (each a "Tranche A Loan" and collectively, the "Tranche A Loans") to the Borrower at any time Borrowers on a revolving basis, in the form of Revolving Loans and from time to time during the Availability Period participations in Letters of Credit and in an aggregate principal amount not to exceed, when added to such Tranche A Lender's Tranche A Commitment Percentage of its LC Exposure, the Tranche A Commitment of such Lender, which Tranche A Loans may be repaid and reborrowed in accordance with the provisions of this Agreement. At no time shall the sum of the then outstanding aggregate principal amount of the Tranche A Loans plus the then LC Exposure exceed the lesser of such Lender’s Commitment or such Lender’s Commitment Percentage of the lesser of (x) the Borrowing Base or (y) the Total Commitments, subject to the following limitations: (i) The aggregate outstanding amount of the Credit Extensions shall not at any time exceed the lower of (i) (x) the Total Tranche A Commitment of $300,000,000Commitments, as or (y) such lesser amount to which the same may be reduced from time to time Total Commitments have then been decreased by the Borrowers pursuant to Sections 2.12 Section 2.15 and 2.13 and subject to adjustment as provided in Section 2.1(c), or (ii) from and after the execution and delivery then current amount of the Borrowing Base Amendment, the Borrowing Base. (ii) No Lender shall be obligated to issue any Letter of Credit, and Letters of Credit shall be available from the Issuing Banks, subject to the ratable participation of all Lenders, as set forth in Section 2.6. The aggregate Letter of Credit Outstandings shall not at any time exceed $70,000,000. (iii) Subject to all of the other provisions of this Agreement, Revolving Loans that are repaid may be reborrowed prior to the Termination Date. No new Credit Extension, however, shall be made to the Borrowers after the Termination Date. (b) Each Borrowing of a Tranche A Loan Revolving Loans (other than Swingline Loans) shall be made by the Tranche A Lenders pro rata in accordance with their respective Tranche A Commitments; provided, however, that the Commitment Percentages. The failure of any Tranche A Lender to make any Tranche A Loan shall not neither relieve any other Lender of its obligation to fund its Loan in itself relieve accordance with the provisions of this Agreement nor increase the obligation of any such other Tranche A Lenders of their obligations to lendLender. (bc) Tranche B Term Loan Commitment. (i) Each Tranche B LenderSo long as no Default or Event of Default exists or would arise therefrom, severally the Lead Borrower shall have the right at any time, and not jointly from time to time, to request an increase of the Total Commitments by an additional amount of no more than $100,000,000. Any such request shall be first made to all existing Lenders on a pro rata basis. To the extent that any existing Lenders decline to increase their Commitments, or decline to increase their Commitments to the amount requested by the Lead Borrower, the Administrative Agent will promptly notify the Lead Arranger of such facts. Thereafter, the Lead Arranger, in consultation with the Lead Borrower, will use its reasonable efforts to arrange for other Tranche B Lenders agrees, upon the terms Persons to become a Lender hereunder and subject to the conditions herein set forth, to make available to the Borrower a term loan issue Commitments in an aggregate principal amount equal to such Tranche B Lender's Tranche B Commitment (collectively, the "Tranche B Loan"). Upon the satisfaction (or waiver) of the conditions set forth in Section 4.03, each Tranche B Lender shall make its portion of the Tranche B Loan to the Borrower in the amount equal to such Tranche B Lender's Tranche B Commitment Percentage of $425,000,000. Once repaid, the Tranche B Loan may not be reborrowed and the Total Tranche B Commitment shall be automatically and permanently reduced by an amount equal to the amount so repaid.of the increase in the Total Commitments requested by the Lead Borrower and not accepted by the existing Lenders (each such increase by either means, a “Commitment Increase,” and each Person issuing, or Lender increasing, its Commitment, an “Additional Commitment Lender”), provided, however, that (i) no existing Lender shall be obligated to provide a Commitment Increase as a result of any such request by the Lead Borrower, (ii) any Lender that does not affirmatively agree to increase its Commitment shall be deemed to have declined to increase its Commitment and (iii) any Additional Commitment Lender which is not an existing Lender shall be subject to the approval of the Administrative Agent, the Issuing Banks and the Lead Borrower (which approval shall not be unreasonably withheld). Each Commitment Increase shall be in a minimum amount of $25,000,000 and integral multiples of $5,000,000 above such amount. No Commitment Increase shall become effective unless and until each of the following conditions have been satisfied: (i) The Borrowers, the Administrative Agent, and any Additional Commitment Lender that is not an existing Lender shall have executed and delivered a joinder to the Loan Documents in such form as the Administrative Agent shall reasonably require; (ii) The Tranche B Loan Borrowers shall be made have paid such fees and other compensation to the Additional Commitment Lenders as the Lead Borrower and such Additional Commitment Lenders shall agree; (iii) The Borrowers shall have paid such arrangement fees in such amounts, if any, to the Lead Arranger as the Borrowers and the Lead Arranger may agree; (iv) If required by the Tranche B Additional Commitment Lenders, the Borrowers shall deliver to the Administrative Agent and the Lenders pro rata an opinion or opinions, in accordance with their respective Tranche B Commitment; providedform and substance reasonably satisfactory to the Administrative Agent, however, that from counsel to the failure of any Tranche B Lender Borrowers reasonably satisfactory to make its Tranche B Loan shall not in itself relieve the other Tranche B Lenders of their obligations to lend.Administrative Agent and dated such date; (cv) Other than as otherwise provided A Note (to the extent requested by a Lender) will be issued at the Borrowers’ expense, to each such Additional Commitment Lender, to be in conformity with requirements of Section 2.04(b)2.8 hereof (with appropriate modification) to the extent necessary to reflect the new Commitment of each Additional Commitment Lender; and (vi) The Borrowers and the Additional Commitment Lenders shall have delivered such other instruments, each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans documents and agreements as the Borrower Administrative Agent may request in accordance herewith. Each Lender at its option may make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided that any exercise of such option shall not affect the obligation of the Borrower to repay such Loan in accordance with the terms of this Agreementreasonably have requested. (d) At The Administrative Agent shall promptly notify each Lender as to the commencement effectiveness of each Interest Period Commitment Increase (with each date of such effectiveness being referred to herein as a “Commitment Increase Date”), and at such time (i) the Commitments under, and for any Eurodollar Borrowingall purposes of, such Borrowing this Agreement shall be in an increased by the aggregate amount that is in an integral multiple of $1,000,000 and not less than $5,000,000. At the time that each ABR Borrowing is madesuch Commitment Increases, such Borrowing (ii) Schedule 1.1 shall be in an aggregate amount that is an integral multiple deemed modified, without further action, to reflect the revised Commitments and Commitment Percentages of $500,000 the Lenders, and not less than $1,000,000 provided(iii) this Agreement shall be deemed amended, that an ABR Borrowing may be in an aggregate amount that is equal without further action, to the entire Unused Tranche A Commitment or that is required extent necessary to finance the reimbursement of an LC Disbursement as contemplated by Section 2.03(e). Borrowings of more than one Type may be outstanding at the same timereflect such increased Commitments. (e) Notwithstanding any other provision of In connection with Commitment Increases hereunder, the Lenders and the Borrowers agree that, notwithstanding anything to the contrary in this Agreement, (i) the Borrower shall not be entitled to requestBorrowers shall, in coordination with the Administrative Agent, (x) repay outstanding Revolving Loans of certain Lenders, and obtain Revolving Loans from certain other Lenders (including the Additional Commitment Lenders), or (y) take such other actions as reasonably may be required by the Administrative Agent, in each case to elect the extent necessary so that all of the Lenders effectively participate in each of the outstanding Revolving Loans pro rata on the basis of their Commitment Percentages (determined after giving effect to convert or continueany increase in the Commitments pursuant to this Section 2.1), and (ii) the Borrowers shall pay to the Lenders any Borrowing if costs of the Interest Period requested type referred to in Section 2.19(b) in connection with respect thereto any repayment and/or Revolving Loans required pursuant to preceding clause (i). Without limiting the obligations of the Borrowers provided for in this Section 2.1, the Administrative Agent and the Lenders agree that they will use their best efforts to attempt to minimize the costs of the type referred to in Section 2.19(b) which the Borrowers would end after otherwise occur in connection with the Maturity Dateimplementation of an increase in the Commitments.

Commitments of the Lenders. (a) Tranche A Revolving Commitment. (i) Each Tranche A Lender severally and not jointly with the other Tranche A Lenders agrees, upon the terms and subject to the conditions herein set forth, to make revolving credit loans (each a "Tranche A Loan" and collectively, the "Tranche A Loans") to the Borrower at any time and from time to time during the Availability Period in an aggregate principal amount not to exceed, when added to such Tranche A Lender's Tranche A Commitment Percentage of its LC Exposure, the Tranche A Commitment of such Lender, which Tranche A Loans may be repaid and reborrowed in accordance with the provisions of this Agreement. At ; provided that at no time shall the sum of the then outstanding aggregate principal amount of the Tranche A Loans plus the then LC Exposure exceed the lesser of (i) the Total Tranche A Commitment of $300,000,000, as the same may be reduced from at such time to time pursuant to Sections 2.12 and 2.13 and (ii) from and after prior to the execution and delivery entry of the Borrowing Base AmendmentFinal Order, the Borrowing Baseamount permitted by the Interim Order. (ii) Each Borrowing of a Tranche A Loan shall be made by the Tranche A Lenders pro rata in accordance with their respective Tranche A Commitments; provided, however, that the failure of any Tranche A Lender to make any Tranche A Loan shall not in itself relieve the other Tranche A Lenders of their obligations to lend. (b) Tranche B Term Loan Commitment. (i) Each Tranche B Lender, severally and not jointly with the other Tranche B Lenders agrees, upon the terms and subject to the conditions herein set forth, to make available to the Borrower a term loan loans in an aggregate principal amount equal to such Tranche B Lender's Tranche B Commitment (all such loans, collectively, the "Tranche B Loan"). Upon the satisfaction (or waiver) of the conditions set forth in Section 4.03, each Tranche B Lender shall make its portion of the Tranche B Loan to the Borrower in the amount equal to such its Tranche B Lender's Tranche B Commitment Percentage of $425,000,000Commitment. Once repaid, the Tranche B Loan may not be reborrowed and the Total Tranche B Commitment shall be automatically and permanently reduced by an amount equal to the amount so repaid. (ii) The Tranche B Loan shall be made by the Tranche B Lenders pro rata in accordance with their respective Tranche B Commitment; provided, however, that the failure of any Tranche B Lender to make its Tranche B Loan shall not in itself relieve the other Tranche B Lenders of their obligations to lend. (i) Notwithstanding any provision of this Agreement to the contrary, at no time from and after the entry of the Final Order shall the Total Commitment Usage exceed the Borrowing Base. The Lenders shall have no obligation to extend credit hereunder if, after giving effect thereto, Total Commitment Usage would exceed the Borrowing Base. (ii) Notwithstanding any provision of this Agreement to the contrary, at no time prior to the entry of the Final Order shall the Total Commitment Usage exceed $150,000,000 unless (A) the Agent, prior to the entry of the Final Order, shall have been satisfied with the results of its due diligence investigation of the assets, liabilities, businesses, prospects and financial affairs of the Borrower and its Subsidiaries, (B) the Agent shall have determined the current levels for Sections 6.4 and 6.5 in accordance with Section 1.04(d) and (c) the Final Order shall have been entered. In addition, during each week prior to the entry of the Final Order the Total Commitment Usage shall be substantially in compliance with the projected Total Commitment Usage set forth for such week in the Closing Date Budget, as determined by the Agent in its sole discretion. (d) Other than as otherwise provided in Section 2.04(b), each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans as the Borrower may request in accordance herewith. Each Lender at its option may make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Eurodollar Loan; provided that any exercise of such option shall not affect the obligation of the Borrower to repay such Loan in accordance with the terms of this Agreement. (de) At the commencement of each Interest Period for any Eurodollar Borrowing, such Borrowing shall be in an aggregate amount that is in an integral multiple of $1,000,000 and not less than $5,000,000. At the time that each ABR Borrowing is made, such Borrowing shall be in an aggregate amount that is an integral multiple of $500,000 and not less than $1,000,000 provided, that an ABR Borrowing may be in an aggregate amount that is equal to the entire Unused Total Tranche A Commitment or that is required to finance the reimbursement of an LC Disbursement as contemplated by Section 2.03(e). Borrowings of more than one Type may be outstanding at the same time. (ef) Notwithstanding any other provision of this Agreement, the Borrower shall not be entitled to request, or to elect to convert or continue, any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Commitments of the Lenders. (a) Tranche A Revolving Commitment. (i) Each Tranche A Lender severally and not jointly with the other Tranche A Lenders agrees, upon On the terms and subject to the conditions herein set forthof this Agreement (including Clause 4 (Conditions Precedent)), each Lender severally agrees to make revolving credit loans its participation in the Loan (each a "Tranche A Loan" and collectively, other than in respect of the "Tranche A Loans"Deferred Tranches) available to the Borrower at Facility Agent in USD, without any time and from time to time during set-off, counterclaim or deduction, on the Availability Period in an aggregate principal amount not to exceed, when added to such Tranche A Lender's Tranche A Commitment Percentage of its LC Exposure, the Tranche A Commitment of Disbursement Date through such Lender, which Tranche A Loans may be repaid and reborrowed in accordance with the provisions of this Agreement. At no time shall the sum of the then outstanding aggregate principal amount of the Tranche A Loans plus the then LC Exposure exceed the lesser of (i) the Total Tranche A Commitment of $300,000,000, as the same may be reduced from time to time pursuant to Sections 2.12 and 2.13 and (ii) from and after the execution and delivery of the Borrowing Base Amendment, the Borrowing Base. (ii) Each Borrowing of a Tranche A Loan shall be made by the Tranche A Lenders pro rata in accordance with their respective Tranche A Commitments; provided, however, that the failure of any Tranche A Lender to make any Tranche A Loan shall not in itself relieve the other Tranche A Lenders of their obligations to lend’s Lending Office. (b) Tranche B Term Loan Commitment. (i) Each Tranche B The amount of each Lender, severally and not jointly with the other Tranche B Lenders agrees, upon the terms and subject to the conditions herein set forth, to make available to the Borrower a term loan in an aggregate principal amount equal to such Tranche B Lender's Tranche B Commitment (collectively, the "Tranche B Loan"). Upon the satisfaction (or waiver) of the conditions set forth in Section 4.03, each Tranche B Lender shall make its portion of the Tranche B Loan to the Borrower ’s participation in the amount equal to such Tranche B Lender's Tranche B Commitment Percentage of $425,000,000. Once repaid, Loan (excluding the Tranche B Loan may not Deferred Tranches) will be reborrowed and the Total Tranche B Commitment shall be automatically and permanently reduced by an amount equal to the amount so repaid. (ii) The Tranche B Loan proportion borne by its Available Commitment to the available Facility, but in no case shall a Lender be made by the Tranche B Lenders pro rata in accordance with their respective Tranche B obliged to lend more than its Commitment; provided, however, that the failure of any Tranche B Lender to make its Tranche B Loan shall not in itself relieve the other Tranche B Lenders of their obligations to lend. (c) Other than as otherwise provided in Section 2.04(b), The Facility Agent shall notify each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans as the Borrower may request in accordance herewith. Each Lender at its option may make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided that any exercise of such option shall not affect the obligation of the Borrower amount of the Loan and the amount of its participation in the Loan not later than 12:00 p.m. (London time) at least three (3) Business Days (which shall also be business days in Frankfurt am Main) prior to repay such Loan in accordance with the terms of this Agreementproposed Disbursement Date. (d) At The Facility Agent shall, upon the commencement of each Interest Period for any Eurodollar BorrowingBorrower’s reasonable request, such Borrowing shall be in an aggregate amount that is in an integral multiple of $1,000,000 and not less than $5,000,000. At the time that each ABR Borrowing is made, such Borrowing shall be in an aggregate amount that is an integral multiple of $500,000 and not less than $1,000,000 provided, that an ABR Borrowing may be in an aggregate amount that is equal confirm to the entire Unused Tranche A Commitment or Borrower that is required to finance it has received the reimbursement Lenders’ participations in accordance with this Clause 2.3 (Commitments of an LC Disbursement as contemplated by Section 2.03(ethe Lenders). Borrowings of more than one Type may be outstanding at the same time. (e) Notwithstanding any other provision Subject to the satisfaction of the conditions set out in Clause 4.7 (First Deferred Tranche Conditions Precedent), each Lender shall be deemed to have made available its Commitment in respect of the relevant portion of the First Deferred Tranche (as set out in Schedule 1 of Amendment and Restatement No.3) on the relevant Repayment Date falling during the First Deferral Period and, accordingly, the remaining provisions of this AgreementClause 2.3, and of Clauses 2.4 to 2.8 (inclusive), shall not apply in respect of the deemed advances of the First Deferred Tranche. The Commitments in respect of the First Deferred Tranche shall automatically terminate on the date referred to in sub-paragraph (b) of the Commitments Termination Date. (f) Subject to the satisfaction of the conditions set out in Clause 4.8 (Second Deferred Tranche Conditions Precedent), each Lender shall be deemed to have made available its Commitment in respect of the relevant portion of the Second Deferred Tranche (as set out in Schedule 1 of Amendment and Restatement No.5) on the relevant Repayment Date falling during the Second Deferral Period and, accordingly, the Borrower remaining provisions of this clause 2.3, and of Clauses 2.4 to 2.8 (inclusive), shall not be entitled apply in respect of the deemed advances of the Second Deferred Tranche. The Commitments in respect of the Second Deferred Tranche shall automatically terminate on the date referred to request, or to elect to convert or continue, any Borrowing if in sub-paragraph (c) of the Interest Period requested with respect thereto would end after the Maturity Commitments Termination Date.

Commitments of the Lenders. (a) Tranche A Revolving Commitment. (i) Each Tranche A Lender severally and not jointly with the other Tranche A Lenders agrees, upon the terms and subject to the conditions herein set forthforth (including, without limitation, the provisions of Section 2.28), to make revolving credit loans (each a "Tranche A Loan" and collectively, the "Tranche A Loans") to the Borrower at any time and from time to time during the Availability Period period commencing on the date hereof and ending on the Termination Date in an aggregate principal amount not to exceed, when added to such Tranche A Lender's Tranche A Commitment Percentage of its LC Exposurethe then aggregate Letter of Credit Outstandings (in excess of the amount of cash then held in the Letter of Credit Account pursuant to Section 2.03(b)), the Tranche A Commitment of such Lender, which Tranche A Loans may be repaid and reborrowed in accordance with the provisions of this Agreement. At no time shall the sum of the then outstanding aggregate principal amount of the Tranche A Loans plus the then LC Exposure aggregate Letter of Credit Outstandings exceed the lesser of (i) the Total Tranche A Commitment of up to $300,000,00025,000,000, as the same may be reduced from time to time pursuant to Sections 2.12 Section 2.10 and Section 2.13 and (ii) from and after the execution and delivery of amount by which the Borrowing Base Amendment, exceeds the Borrowing BaseTranche B Obligations. (iib) Each Borrowing of comprising a Tranche A Loan shall be made by the Tranche A Lenders pro rata in accordance with their respective Tranche A Commitments; provided, however, that the failure of any Tranche A Lender to make any Tranche A Loan shall not in itself relieve the other Tranche A Lenders of their obligations to lend. (b) Tranche B Term Loan Commitment. (ic) Each Tranche B Lender, Lender severally and not jointly with the other Tranche B Lenders agrees, upon the terms and subject to the conditions herein set forth, to make available to the Borrower a Borrower, one or more term loan loans in an aggregate principal amount equal to such Tranche B Lender's Tranche B Commitment (collectively, the "Tranche B LoanLoans"). Upon the satisfaction (or waiver) of the conditions set forth in Section 4.03, each which Tranche B Lender shall make its portion of the Tranche B Loan to the Borrower in the amount equal to such Tranche B Lender's Tranche B Commitment Percentage of $425,000,000. Once Loans, once repaid, the Tranche B Loan may not be reborrowed and reborrowed. At no time shall the sum of the then outstanding aggregate principal amount of Tranche B Loans exceed the Total Tranche B Commitment shall be automatically and permanently reduced by an amount equal of up to the amount so repaid. (ii) The Tranche B Loan shall be made by the Tranche B Lenders pro rata in accordance with their respective Tranche B Commitment; provided$50,000,000, however, that the failure of any Tranche B Lender to make its Tranche B Loan shall not in itself relieve the other Tranche B Lenders of their obligations to lend. (c) Other than as otherwise provided in Section 2.04(b), each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans as the Borrower same may request in accordance herewith. Each Lender at its option may make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender be reduced from time to make such Loan; provided that any exercise of such option shall not affect the obligation of the Borrower time pursuant to repay such Loan in accordance with the terms of this AgreementSection 2.10 and Section 2.13. (d) At If the commencement aggregate Commitments of each Interest Period for any Eurodollar Borrowingthe Initial Lenders, such Borrowing shall be in an aggregate as set forth on Annex A, is less than the amount that is in an integral multiple of $1,000,000 and not less than $5,000,000. At the time that each ABR Borrowing is made75,000,000, such Borrowing shall be in an aggregate amount that is an integral multiple of $500,000 and not less than $1,000,000 provided, that an ABR Borrowing may be in an aggregate amount that is equal to the entire Unused Tranche A Commitment or that is required to finance the reimbursement of an LC Disbursement as contemplated by Section 2.03(e). Borrowings of more than one Type may be outstanding at the same time. (e) Notwithstanding any other provision of this Agreement, then the Borrower shall not be entitled to request, or to elect to convert or continue, any Borrowing if borrow in excess of the Interest Period requested with respect thereto would end after total of Commitments set forth on Annex A as of the Maturity Datedate hereof until such time as additional financial institutions shall have become Lenders party hereto and shall have provided additional Commitments such that the amount of the Total Commitments shall be in excess of the Commitments of the Initial Lenders.

Commitments of the Lenders. (a) Tranche A Revolving Commitment. (i) Each Tranche A Lender severally and not jointly with the any other Tranche A Lenders Lender, agrees, upon the terms and subject to the conditions herein set forth, to make revolving extend credit loans (each a "Tranche A Loan" and collectively, the "Tranche A Loans") to the Borrower at any time Borrowers on a revolving basis, in the form of Revolving Loans and from time to time during the Availability Period Letters of Credit, in an aggregate principal amount not to exceed, when added to such Tranche A Lender's Tranche A Commitment Percentage of its LC Exposure, the Tranche A Commitment of such Lender, which Tranche A Loans may be repaid and reborrowed in accordance with the provisions of this Agreement. At no time shall the sum of the then outstanding aggregate principal amount of the Tranche A Loans plus the then LC Exposure exceed the lesser of such Lender’s Commitment or such Lender’s Commitment Percentage of the Borrowing Base, subject to the following limitations: (i) The aggregate outstanding amount of the Revolving Loans and Letter of Credit Outstandings shall not at any time exceed the lesser of the Total Tranche A Commitment of $300,000,000, as the same may be reduced from time to time pursuant to Sections 2.12 and 2.13 and (ii) from and after the execution and delivery of the Borrowing Base Amendment, Commitments or the Borrowing Base. (ii) No Lender shall be obligated to issue any Letter of Credit, and Letters of Credit shall be available solely from the Issuing Bank, subject to the ratable participation of all Lenders, as set forth in Section 2.06. The Borrowers will not at any time permit the aggregate Letter of Credit Outstandings to exceed $80,000,000. (iii) Subject to all of the other provisions of this Agreement, Revolving Loans that are repaid may be reborrowed prior to the Termination Date and no new Credit Extension shall be made to the Borrowers after the Termination Date. (iv) Subject to all of the other provisions of this Agreement, Stretch Subfacility Revolving Loans and Stretch Subfacility Letter of Credit shall be made or issued only if no Default or Event of Default shall have occurred and be continuing. (b) Each Borrowing of a Tranche A Loan Revolving Loans (other than Swingline Loans) shall be made by the Tranche A Lenders pro rata in accordance with their respective Tranche A Commitments; provided, however, that the . The failure of any Tranche A Lender to make any Tranche A Revolving Loan shall not in itself neither relieve the any other Tranche A Lenders Lender of their obligations its obligation to lend. (b) Tranche B Term Loan Commitment. (i) Each Tranche B Lender, severally and not jointly with the other Tranche B Lenders agrees, upon the terms and subject to the conditions herein set forth, to make available to the Borrower a term loan in an aggregate principal amount equal to such Tranche B Lender's Tranche B Commitment (collectively, the "Tranche B Loan"). Upon the satisfaction (or waiver) of the conditions set forth in Section 4.03, each Tranche B Lender shall make fund its portion of the Tranche B Loan to the Borrower in the amount equal to such Tranche B Lender's Tranche B Commitment Percentage of $425,000,000. Once repaid, the Tranche B Loan may not be reborrowed and the Total Tranche B Commitment shall be automatically and permanently reduced by an amount equal to the amount so repaid. (ii) The Tranche B Loan shall be made by the Tranche B Lenders pro rata in accordance with their respective Tranche B Commitment; provided, however, that the failure of any Tranche B Lender to make its Tranche B Loan shall not in itself relieve the other Tranche B Lenders of their obligations to lend. (c) Other than as otherwise provided in Section 2.04(b), each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans as the Borrower may request in accordance herewith. Each Lender at its option may make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided that any exercise of such option shall not affect the obligation of the Borrower to repay such Revolving Loan in accordance with the terms provisions of this Agreement. (d) At Agreement nor increase the commencement obligation of each Interest Period for any Eurodollar Borrowing, such Borrowing shall be in an aggregate amount that is in an integral multiple of $1,000,000 and not less than $5,000,000. At the time that each ABR Borrowing is made, such Borrowing shall be in an aggregate amount that is an integral multiple of $500,000 and not less than $1,000,000 provided, that an ABR Borrowing may be in an aggregate amount that is equal to the entire Unused Tranche A Commitment or that is required to finance the reimbursement of an LC Disbursement as contemplated by Section 2.03(e). Borrowings of more than one Type may be outstanding at the same time. (e) Notwithstanding any other provision of this Agreement, the Borrower shall not be entitled to request, or to elect to convert or continue, any Borrowing if the Interest Period requested with respect thereto would end after the Maturity DateLender.

Commitments of the Lenders. (a) Tranche A Each Revolving Commitment. (i) Each Tranche A Lender severally and not jointly with the any other Tranche A Lenders Revolving Lender, agrees, upon the terms and subject to the conditions herein set forth, to make revolving extend credit loans (each a "Tranche A Loan" and collectively, the "Tranche A Loans") to the Borrower at any time Borrowers on a revolving basis, in the form of Revolving Loans and from time to time during the Availability Period participations in Letters of Credit, Swingline Loans, Canadian Swingline Loans and UK Swingline Loans and in an aggregate principal amount not to exceed, when added to such Tranche A Lender's Tranche A Commitment Percentage of its LC Exposure, the Tranche A Commitment of such Lender, which Tranche A Loans may be repaid and reborrowed in accordance with the provisions of this Agreement. At no time shall the sum of the then outstanding aggregate principal amount of the Tranche A Loans plus the then LC Exposure exceed the lesser of such Revolving Lender’s Commitment or such Revolving Lender’s Commitment Percentage of the lesser of (ix) the Total Tranche A Commitment of $300,000,000, as the same may be reduced from time to time pursuant to Sections 2.12 and 2.13 and (ii) from and after the execution and delivery of the Combined Revolving Borrowing Base Amendmentor (y) the Revolving Domestic Total Commitments, subject to the Borrowing Base. (ii) Each Borrowing of a Tranche A Loan shall be made by the Tranche A Lenders pro rata in accordance with their respective Tranche A Commitments; provided, however, that the failure of any Tranche A Lender to make any Tranche A Loan shall not in itself relieve the other Tranche A Lenders of their obligations to lend. (b) Tranche B Term Loan Commitment.following limitations: (i) Each Tranche B Lender, severally and not jointly with the other Tranche B Lenders agrees, upon the terms and subject to the conditions herein set forth, to make available to the Borrower a term loan in an The aggregate principal outstanding amount equal to such Tranche B Lender's Tranche B Commitment (collectively, the "Tranche B Loan"). Upon the satisfaction (or waiver) of the conditions set forth in Section 4.03, each Tranche B Lender Credit Extensions (excluding FILO Loans) shall make its portion of not at any time exceed the Tranche B Revolving Loan to the Borrower in the amount equal to such Tranche B Lender's Tranche B Commitment Percentage of $425,000,000. Once repaid, the Tranche B Loan may not be reborrowed and the Total Tranche B Commitment shall be automatically and permanently reduced by an amount equal to the amount so repaidCap. (ii) The Tranche B Loan shall be made by aggregate outstanding amount of the Tranche B Lenders pro rata in accordance with their respective Tranche B Commitment; provided, however, that the failure of any Tranche B Lender to make its Tranche B Loan Domestic Credit Extensions (excluding FILO Loans) shall not in itself relieve at any time cause the other Tranche B Lenders of their obligations Domestic Availability to lendbe less than zero. (ciii) Other than as otherwise provided in Section 2.04(b), each Borrowing shall be comprised entirely The aggregate outstanding amount of ABR Loans or Eurodollar Loans as the Borrower may request in accordance herewith. Each Lender at its option may make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided that any exercise of such option Canadian Credit Extensions shall not affect at any time exceed the obligation of the Borrower to repay such Canadian Loan in accordance with the terms of this AgreementCap. (div) At The aggregate outstanding amount of the commencement of each Interest Period for UK Credit Extensions shall not at any Eurodollar Borrowing, such Borrowing shall be in an aggregate amount that is in an integral multiple of $1,000,000 and not less than $5,000,000. At time exceed the time that each ABR Borrowing is made, such Borrowing shall be in an aggregate amount that is an integral multiple of $500,000 and not less than $1,000,000 provided, that an ABR Borrowing may be in an aggregate amount that is equal to the entire Unused Tranche A Commitment or that is required to finance the reimbursement of an LC Disbursement as contemplated by Section 2.03(e). Borrowings of more than one Type may be outstanding at the same timeUK Loan Cap. (ev) Notwithstanding The aggregate outstanding amount of the Canadian Credit Extensions plus the aggregate outstanding amount of the UK Credit Extensions shall not at any time exceed fifty percent (50%) of the Revolving Loan Cap. (vi) The Revolving Loans made to and the Letters of Credit issued on behalf of, the Canadian Borrower by the Canadian Lenders may be either in $ or CD$, at the option of the Canadian Borrower, as herein set forth. (vii) The Revolving Loans made to and the Letters of Credit issued on behalf of, the UK Borrower by the UK Lenders may be either in $, Euros or Pounds Sterling, at the option of the UK Borrower, as herein set forth. (viii) No Revolving Lender shall be obligated to issue any Letter of Credit, and Letters of Credit shall be available from the Issuing Bank, subject to the ratable participation of all Revolving Lenders, as set forth in Section 2.6. The aggregate Domestic Letter of Credit Outstandings shall not at any time exceed the Domestic Letter of Credit Sublimit, the aggregate Canadian Letter of Credit Outstandings shall not at any time exceed the Canadian Letter of Credit Sublimit, and the aggregate UK Letter of Credit Outstandings shall not at any time exceed the UK Letter of Credit Sublimit. (ix) Subject to all of the other provision provisions of this Agreement, Revolving Loans that are repaid may be reborrowed prior to the Termination Date. No new Credit Extension, however, shall be made to the Borrowers after the Termination Date. (x) (A) Notwithstanding anything to the contrary contained in this Section 2.1(a), subject to the terms and conditions set forth herein, the Canadian Borrower may, from time to time, directly obtain Loans (but in no event shall not be entitled the outstanding amount of such Loans, when aggregate with other outstanding Canadian Loans, exceed the Canadian Total Commitments) to requestthe extent of then unused portion of the Domestic Loan Cap only if and to the extent that the following conditions are satisfied: (1) the Canadian Borrower must have utilized all then remaining Canadian Availability; and (2) no Overadvance shall result therefrom; and (3) no Default or Event of Default shall exist, or arise from the making of such Loan and all other conditions precedent to elect to convert or continue, any Borrowing if the Interest Period requested with respect thereto would end after obtaining of Credit Extensions by the Maturity DateBorrowers shall have been satisfied.

Commitments of the Lenders. (a) Tranche A Subject to the terms and conditions set forth herein, each Revolving CommitmentLender agrees to make ABL Revolving Loans to the Borrower from time to time during the Availability Period in an aggregate principal amount that will not result in (i) such Revolving Lender’s Revolving Exposure exceeding such Revolving Lender’s Revolving Commitment and (ii) the total Revolving Exposure of all Revolving Lenders exceeding the Maximum Revolving Availability, subject to the ABL Administrative Agent’s authority, in its Permitted Discretion, to make Protective Advances pursuant to the terms of Section 2.04. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow ABL Revolving Loans. (ib) Each Tranche A FILO Lender severally and not jointly with the other Tranche A Lenders agrees, upon the terms and subject to the conditions herein set forth, to make revolving extend credit loans (each a "Tranche A Loan" and collectively, the "Tranche A Loans") to the Borrower at any time Borrower, in the form of the FILO Term Loan and from time to time during the Availability Period in an aggregate principal amount not to exceedexceed such FILO Lender’s FILO Commitment, when added in each case subject to such Tranche A Lender's Tranche A Commitment Percentage of its LC Exposure, the Tranche A Commitment of such Lender, which Tranche A Loans may be repaid and reborrowed in accordance with the provisions of this Agreement. At no time shall the sum of the then outstanding aggregate principal amount of the Tranche A Loans plus the then LC Exposure exceed the lesser of following limitations: (i) The FILO Term Loan shall be made in a single drawing on the Total Tranche A Commitment Effective Date. Upon funding of $300,000,000the FILO Term Loan on the Effective Date, as the same may FILO Commitments shall be reduced from time to time pursuant to Sections 2.12 and 2.13 and (ii) from and after the execution and delivery of the Borrowing Base Amendment, the Borrowing Base$0. (ii) Each Borrowing Repayments and prepayments of a Tranche A the FILO Term Loan shall may not be made by the Tranche A Lenders pro rata in accordance with their respective Tranche A Commitments; provided, however, that the failure of any Tranche A Lender to make any Tranche A Loan shall not in itself relieve the other Tranche A Lenders of their obligations to lendreborrowed. (biii) Tranche B The FILO Term Loan Commitmentadvance rate shall be the lesser of (A) the product of (x) five percent (5%) multiplied by (y) the appraised Net Orderly Liquidation Value of Eligible Inventory of the Borrower, and (B) $7,500,000. To the extent that the outstanding balance of the FILO Term Loan should ever exceed the amount described in clause (A) above, an Availability Reserve will be implemented in the amount of the shortfall. (ic) Each Tranche B Lender, severally and not jointly with the other Tranche B Lenders Supplemental Term Lender agrees, upon the terms and subject to the conditions herein set forth, to make available extend credit to the Borrower a term loan Borrower, in the form of the Supplemental Term Loan and in an amount not to exceed such Supplemental Term Lender’s Supplemental Term Commitment, in each case subject to the following limitations: (i) The Supplemental Term Loan shall be made in a single drawing in the aggregate principal amount equal to such Tranche B Lender's Tranche B Commitment (collectivelyof $17,500,000 on the First Amendment Effective Date. Upon funding of the Supplemental Term Loan on the First Amendment Effective Date, the "Tranche B Loan"). Upon the satisfaction (or waiver) of the conditions set forth in Section 4.03, each Tranche B Lender shall make its portion of the Tranche B Loan to the Borrower in the amount equal to such Tranche B Lender's Tranche B Commitment Percentage of $425,000,000. Once repaid, the Tranche B Loan may not be reborrowed and the Total Tranche B Commitment Supplemental Term Commitments shall be automatically and permanently reduced by an amount equal to the amount so repaid$0. (ii) The Tranche B Loan shall be made by the Tranche B Lenders pro rata in accordance with their respective Tranche B Commitment; provided, however, that the failure of any Tranche B Lender to make its Tranche B Loan shall not in itself relieve the other Tranche B Lenders of their obligations to lend. (c) Other than as otherwise provided in Section 2.04(b), each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans as the Borrower may request in accordance herewith. Each Lender at its option may make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided that any exercise of such option shall not affect the obligation Repayments and prepayments of the Borrower to repay such Supplemental Term Loan in accordance with the terms of this Agreement. (d) At the commencement of each Interest Period for any Eurodollar Borrowing, such Borrowing shall be in an aggregate amount that is in an integral multiple of $1,000,000 and not less than $5,000,000. At the time that each ABR Borrowing is made, such Borrowing shall be in an aggregate amount that is an integral multiple of $500,000 and not less than $1,000,000 provided, that an ABR Borrowing may be in an aggregate amount that is equal to the entire Unused Tranche A Commitment or that is required to finance the reimbursement of an LC Disbursement as contemplated by Section 2.03(e). Borrowings of more than one Type may be outstanding at the same time. (e) Notwithstanding any other provision of this Agreement, the Borrower shall not be entitled to request, or to elect to convert or continue, any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Datereborrowed.

Commitments of the Lenders. (a) Tranche A Revolving Commitment. (i) Each Tranche A Lender severally and not jointly with the other Tranche A Lenders agrees, upon the terms and subject to the conditions herein set forthforth (including, without limitation, the provisions of Section 2.27), to make revolving credit loans (each a "Tranche A Loan" and and, collectively, the "Tranche A Loans") to the Borrower and to participate in Documentary Letters of Credit issued by the Documentary Letter of Credit Fronting Bank at any time and from time to time during the Availability Period period commencing on the date hereof and ending on the Termination Date (or the earlier date of termination of the Total Commitment) in an aggregate principal amount not to exceed, when added to such Tranche A Lender's Tranche A Commitment Percentage of its LC Exposure, exceed the Tranche A Revolving Credit Commitment of such Lender, which Tranche A Loans may be repaid and reborrowed in accordance with the provisions of this Agreement. At no time shall the sum of the then outstanding aggregate principal amount of the Tranche A Loans plus the then LC Exposure aggregate Documentary Letter of Credit Outstandings exceed the lesser of (i) the Total Tranche A Commitment Revolving Credit Commitments of $300,000,000100,000,000, as the same may be reduced from time to time pursuant to Sections 2.12 and 2.13 and (ii) from and after 2.9 or 2.12, as the execution and delivery of the Borrowing Base Amendment, the Borrowing Base. (ii) Each Borrowing of a Tranche A Loan shall be made by the Tranche A Lenders pro rata in accordance with their respective Tranche A Commitmentscase may be; provided, howeverthat unless and until an aggregate amount of $20,000,000 of Net Cash Proceeds from dispositions of Designated Collateral have been applied to the repayment of the principal amount of the Existing Secured Obligations outstanding on the Filing Date, that the failure of any Tranche A Lender to make any Tranche A Loan Total Revolving Credit Commitment shall not in itself relieve exceed $80,000,000 at any time prior to April 1, 1998 or $55,000,000 at any time on or after April 1, 1998 (when the other Tranche A Lenders Total Revolving Credit Commitment reduces to $75,000,000 pursuant to Section 2.12(a)). In addition, at no time shall the then outstanding aggregate principal amount of their obligations Loans exceed an amount equal to lendthe Total Revolving Credit Commitments minus the Documentary Reserve. (b) Tranche B Term Loan Commitment. (i) Each Tranche B Lender, Lender severally and not jointly with the other Tranche B Lenders agrees, upon the terms and subject to the conditions herein set forthforth (including, without limitation, the provisions of Section 2.27), to make available to participate in Standby Letters of Credit issued by the Standby Letter of Credit Fronting Bank for the account of the Borrower a term loan at any time and from time to time during the period commencing on the date hereof and ending on the Termination Date (or the earlier date of termination of the Total Commitment) in an aggregate principal amount equal not to exceed the Standby L/C Commitment of such Tranche B Lender's Tranche B Commitment (collectively, . At no time shall the "Tranche B Loan"). Upon aggregate Standby Letters of Credit Outstandings exceed the satisfaction (or waiver) of the conditions set forth in Section 4.03, each Tranche B Lender shall make its portion of the Tranche B Loan to the Borrower in the amount equal to such Tranche B Lender's Tranche B Commitment Percentage Total Standby L/C Commitments of $425,000,000. Once repaid25,000,000, as the Tranche B Loan same may not be reborrowed and the Total Tranche B Commitment shall be automatically and permanently reduced by an amount equal from time to the amount so repaidtime. (iic) The Tranche B Loan Each Borrowing shall be made by the Tranche B Lenders pro rata in accordance with their respective Tranche B CommitmentRevolving Credit Commitments; provided, however, that the failure of any Tranche B Lender to make its Tranche B any Loan shall not in itself relieve the other Tranche B Lenders of their obligations to lend. (c) Other than as otherwise provided in Section 2.04(b), each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans as the Borrower may request in accordance herewith. Each Lender at its option may make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided that any exercise of such option shall not affect the obligation of the Borrower to repay such Loan in accordance with the terms of this Agreement. (d) At the commencement of each Interest Period for any Eurodollar Borrowing, such Borrowing shall be in an aggregate amount that is in an integral multiple of $1,000,000 and not less than $5,000,000. At the time that each ABR Borrowing is made, such Borrowing shall be in an aggregate amount that is an integral multiple of $500,000 and not less than $1,000,000 provided, that an ABR Borrowing may be in an aggregate amount that is equal to the entire Unused Tranche A Commitment or that is required to finance the reimbursement of an LC Disbursement as contemplated by Section 2.03(e). Borrowings of more than one Type may be outstanding at the same time. (e) Notwithstanding any other provision of this Agreement, the Borrower shall not be entitled to request, or to elect to convert or continue, any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.

Commitments of the Lenders. (a) Tranche A Subject to the terms and conditions set forth herein, each Revolving Commitment. Lender agrees to make Revolving Loans to the Borrower from time to time during the Availability Period in an aggregate principal amount that will not result in (i) such Lender’s Revolving Exposure exceeding such Lender’s Revolving Commitment and (ii) the total Revolving Exposure of all Lenders exceeding the Maximum Availability, subject to the ABL Administrative Agent’s authority, in its Permitted Discretion, to make Protective Advances pursuant to the terms of Section 2.04. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Revolving Loans. Each Tranche A FILO Lender severally and not jointly with the other Tranche A Lenders agrees, upon the terms and subject to the conditions herein set forth, to make revolving extend credit loans (each a "Tranche A Loan" and collectively, the "Tranche A Loans") to the Borrower at any time Borrower, in the form of the FILO Term Loan and from time to time during the Availability Period in an aggregate principal amount not to exceed, when added to such Tranche A Lender's Tranche A Commitment Percentage of its LC Exposure, the Tranche A Commitment of exceed such Lender’s FILO Commitment, which Tranche A Loans may in each case subject to the following limitations: (a) The FILO Term Loan shall be repaid made in a single drawing on the Effective Date. (b) Repayments and reborrowed in accordance with the provisions of this Agreement. At no time shall the sum prepayments of the then outstanding aggregate principal amount of the Tranche A Loans plus the then LC Exposure exceed FILO Term Loan may not be reborrowed. (c) The FILO Term Loan advance rate shall be the lesser of (i) five percent (5%) of the Total Tranche A Commitment appraised Net Orderly Liquidation Value of $300,000,000Eligible Inventory of the Borrower, as the same may be reduced from time to time pursuant to Sections 2.12 and 2.13 and (ii) from and after $7,500,000. To the execution and delivery extent that the outstanding balance of the Borrowing Base Amendment, the Borrowing Base. (ii) Each Borrowing of a Tranche A Loan shall be made by the Tranche A Lenders pro rata in accordance with their respective Tranche A Commitments; provided, however, that the failure of any Tranche A Lender to make any Tranche A Loan shall not in itself relieve the other Tranche A Lenders of their obligations to lend. (b) Tranche B FILO Term Loan Commitment. should ever exceed five percent (i) Each Tranche B Lender, severally and not jointly with the other Tranche B Lenders agrees, upon the terms and subject to the conditions herein set forth, to make available to the Borrower a term loan in an aggregate principal amount equal to such Tranche B Lender's Tranche B Commitment (collectively, the "Tranche B Loan"). Upon the satisfaction (or waiver5%) of the conditions set forth in Section 4.03, each Tranche B Lender shall make its portion appraised Net Orderly Liquidation Value of Eligible Inventory of the Tranche B Loan to the Borrower Borrower, an Availability Reserve will be implemented in the amount equal to such Tranche B Lender's Tranche B Commitment Percentage of $425,000,000. Once repaid, the Tranche B Loan may not be reborrowed and the Total Tranche B Commitment shall be automatically and permanently reduced by an amount equal to the amount so repaid. (ii) The Tranche B Loan shall be made by the Tranche B Lenders pro rata in accordance with their respective Tranche B Commitment; provided, however, that the failure of any Tranche B Lender to make its Tranche B Loan shall not in itself relieve the other Tranche B Lenders of their obligations to lend. (c) Other than as otherwise provided in Section 2.04(b), each Borrowing shall be comprised entirely of ABR Loans or Eurodollar Loans as the Borrower may request in accordance herewith. Each Lender at its option may make any Eurodollar Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided that any exercise of such option shall not affect the obligation of the Borrower to repay such Loan in accordance with the terms of this Agreementshortfall. (d) At the commencement of each Interest Period for any Eurodollar Borrowing, such Borrowing shall be in an aggregate amount that is in an integral multiple of $1,000,000 and not less than $5,000,000. At the time that each ABR Borrowing is made, such Borrowing shall be in an aggregate amount that is an integral multiple of $500,000 and not less than $1,000,000 provided, that an ABR Borrowing may be in an aggregate amount that is equal to the entire Unused Tranche A Commitment or that is required to finance the reimbursement of an LC Disbursement as contemplated by Section 2.03(e). Borrowings of more than one Type may be outstanding at the same time. (e) Notwithstanding any other provision of this Agreement, the Borrower shall not be entitled to request, or to elect to convert or continue, any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.