Common use of Making of Loans Clause in Contracts

Making of Loans. (a) Except as contemplated by Section 2.11, Loans shall be either ABR Loans or Eurodollar Loans as the Borrower may request subject to and in accordance with this Section, provided, that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type and, provided, further, that during the period commencing on the Closing Date and ending on the later to occur of (i) the date upon which the Final Order shall have been entered by the Bankruptcy Court and (ii) the date that is 45 days after the date upon which the Interim Order shall have been entered by the Bankruptcy Court, all Loans shall be ABR Loans. Each Bank may fulfill its Tranche A Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Bank to make such Loan; provided that any such use of a lending office shall not affect the obligation of the Borrower to repay such Loan in accordance with the terms of this Agreement. Each Bank shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrower pursuant to Section 2.15. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than fifteen (15) Borrowings of Eurodollar Loans may be outstanding at any time. (b) The Borrower shall give the Agent prior notice of each Borrowing hereunder of at least three Business Days for Eurodollar Loans and one Business Day for ABR Loans (subject, in the case of ABR Loans, to the last sentence of this Section); such notice shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 (and integral multiples of $1,000,000) in the case of Eurodollar Loans and $1,000,000 (and integral multiples of $100,000) in the case of ABR Loans) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Agent not later than 1:00 p.m., New York City time, on the third Business Day in the case of Eurodollar Loans and 12:00 noon, New York City time on the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made except as provided in the last sentence of this Section 2.06(b). Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR Loans. The Agent shall promptly notify each Bank of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. On the borrowing date specified in such notice, each Bank shall make its share of the Borrowing available at the office of the Agent at 2▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, no later than 12:00 noon, New York City time, in immediately available funds. Upon receipt of the funds made available by the Banks to fund any borrowing hereunder, the Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the Borrower and shall use reasonable efforts to make the funds so received from the Banks available to the Borrower no later than 2:00 p.m. New York City time (other than as provided in the following sentence). With respect to ABR Loans of $50,000,000 or less, the Banks shall make such Borrowings available to the Agent and the Agent shall disburse such Borrowings in accordance with the Borrower’s instructions consistent with this Agreement by 3:00 p.m., New York City time, on the same Business Day that the Borrower gives notice to the Agent of such Borrowing by 1:00 p.m., New York City time.

Making of Loans. (a) Except as contemplated by Section 2.11, Loans shall be either ABR Loans or Eurodollar Loans as the Borrower Borrowers may request subject to and in accordance with this Section, provided, provided that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type and, provided, further, that during the period commencing on the Closing Date and ending on the later to occur of (i) the date upon which the Final Order shall have been entered by the Bankruptcy Court and (ii) the date that is 45 days after the date upon which the Interim Order shall have been entered by the Bankruptcy Court, all Loans shall be ABR LoansType. Each Bank Lender may fulfill its Tranche A Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Bank Lender to make such Loan; provided that any such use of a lending office shall not affect the obligation of the Borrower Borrowers to repay such Loan in accordance with the terms of this Agreement. Each Bank Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrower Borrowers pursuant to Section 2.15Sections 2.15 or 2.18. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than fifteen (15) Borrowings of Eurodollar Loans may be outstanding at any time. (b) The Borrower Borrowers shall give the Administrative Agent prior written, telex, facsimile or telephonic (confirmed promptly in writing) notice of each Borrowing of Revolving Loans hereunder of at least three (3) Business Days for Eurodollar Loans and one (1) Business Day for ABR Loans (subject, in the case of ABR Loans, to the last sentence of this Section); such notice shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 (and or any integral multiples multiple of $1,000,000) 1,000,000 in the case of Eurodollar Loans and $1,000,000 (and integral multiples of $100,000) in the case of ABR Loansexcess thereof) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Administrative Agent not later than 1:00 p.m.12:00 noon, New York City time, on the third Business Day in the case of Eurodollar Loans and 12:00 noon, New York City time on the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made except as provided in the last sentence of this Section 2.06(b)made. Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR Loans. The Administrative Agent shall promptly notify each Bank Tranche A Lender of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. On the borrowing Borrowing date specified in such notice, each Bank Tranche A Lender shall make its share of the Borrowing available at the office of the Administrative Agent at 2▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, no later than 12:00 noon, New York City time, in immediately available funds. Upon receipt of the funds made available by the Banks Tranche A Lenders to fund any borrowing Borrowing hereunder, the Administrative Agent shall disburse such funds in the manner specified in the notice of borrowing Borrowing delivered by the Borrower Borrowers. (c) The Borrowers shall give the Administrative Agent prior notice of the making of the Term Loans of at least three (3) Business Days if the Term Loans or a portion thereof are to be made as Eurodollar Loans and one (1) Business Day if the Term Loans are to be made as ABR Loans; such notice shall be irrevocable and shall use reasonable efforts specify the amount of the proposed Borrowing that is to make be made as a Eurodollar Loan (which shall not be less than $5,000,000 or any integral multiple of $1,000,000 in excess thereof) and the funds so date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received from by the Banks available to the Borrower no Administrative Agent not later than 2:00 p.m. New York City time (other than as provided in the following sentence). With respect to ABR Loans of $50,000,000 or less, the Banks shall make such Borrowings available to the Agent and the Agent shall disburse such Borrowings in accordance with the Borrower’s instructions consistent with this Agreement by 3:00 p.m.12:00 noon, New York City time, on the same third Business Day that in the Borrower gives case of Eurodollar Loans and the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made. Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR Loans. The Administrative Agent shall promptly notify each Tranche B Lender of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing by 1:00 p.m.or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. On the Borrowing date specified in such notice, each Tranche B Lender shall make its share of the Borrowing available at the office of the Administrative Agent at 2▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, no later than 12:00 noon, New York City time, in immediately available funds, except to the extent such Lender elects to convert the Existing Term Loans into Term Loans pursuant to Section 2.1(b). Upon receipt of the funds made available by the Tranche B Lenders to fund any Borrowing hereunder, the Administrative Agent shall disburse such funds in the manner specified in the notice of Borrowing delivered by the Borrowers.

Making of Loans. (a) Except as contemplated by Section 2.112.10, Loans shall be either ABR Loans or Eurodollar Loans as the relevant Borrower may request subject to and in accordance with this Section, provided, provided that all Loans made to a single Borrower pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type and, provided, further, that during the period commencing on the Closing Date and ending on the later to occur of (i) the date upon which the Final Order shall have been entered by the Bankruptcy Court and (ii) the date that is 45 days after the date upon which the Interim Order shall have been entered by the Bankruptcy Court, all Loans shall be ABR LoansType. Each Bank DIP Lender may fulfill its Tranche A Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Bank DIP Lender to make such Loan; provided that any such use of a lending office shall not affect the obligation of the Borrower to repay such Loan in accordance with the terms of this Agreement. Each Bank shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrower pursuant to Section 2.15. Subject to the other provisions of this Section and the provisions of Section 2.122.11, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than fifteen ten (1510) Borrowings of Eurodollar Loans may be outstanding at any time. (b) The relevant Borrower shall give the Administrative Agent prior notice of each Borrowing hereunder of (x) at least three (3) Business Days Days' prior notice for each Borrowing of Eurodollar Loans and one Business Day (y) same day notice for ABR Loans (subject, in the case each Borrowing of ABR Loans, to the last sentence of this Section); such notice shall be irrevocable and shall specify (x) the amount of the proposed such Borrowing (which shall not be less than $5,000,000 (and or an integral multiples multiple of $1,000,000) 100,000 in excess thereof in the case of Eurodollar Loans and not less than $1,000,000 (and or an integral multiples multiple of $100,000) 500,000 in excess thereof in the case of ABR Loans), (y) and the date thereof of such Borrowing (which shall be a Business Day) and shall contain (z) the disbursement instructionsinstructions for such Borrowing. Such notice, to be effective, must be received by the Administrative Agent not later than 1:00 p.m.(1) 12:00 noon, New York City time, on the third Business Day in the case of Eurodollar Loans and 12:00 noon, New York City time on the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made made, in the case of Eurodollar Loans and (2) 10:00 A.M., New York City time, on the day such Borrowing is to be made, in the case of ABR Loans, except as provided in the last sentence of this Section 2.06(b2.05(b). Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR Loans. The Administrative Agent shall promptly notify each Bank DIP Lender of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. On the borrowing date specified in such notice, each Bank DIP Lender shall make its share of the Borrowing available at the office of the Administrative Agent at 2▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, no later than 12:00 noon, New York City time, in immediately available funds. Upon receipt of the funds made available by the Banks DIP Lenders to fund any borrowing hereunder, the Administrative Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the Borrower and shall use reasonable efforts to make the funds so received from the Banks available to the Borrower no later than 2:00 p.m. New York City time (other than as provided in the following sentence). With respect to ABR Loans of $50,000,000 or less, the Banks shall make such Borrowings available to the Agent and the Agent shall disburse such Borrowings in accordance with the Borrower’s instructions consistent with this Agreement by 3:00 p.m., New York City time, on the same Business Day that the Borrower gives notice to the Agent of such Borrowing by 1:00 p.m., New York City time.

Making of Loans. (a) Except as contemplated by Section 2.11, Loans shall be either ABR Loans or Eurodollar Loans as the Borrower may request subject to and in accordance with this Section, provided, PROVIDED that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type and, provided, further, that during the period commencing on the Closing Date and ending on the later to occur of (i) the date upon which the Final Order shall have been entered by the Bankruptcy Court and (ii) the date that is 45 days after the date upon which the Interim Order shall have been entered by the Bankruptcy Court, all Loans shall be ABR LoansType. Each Bank DIP Lender may fulfill its Tranche A Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Bank DIP Lender to make such Loan; provided PROVIDED that any such use of a lending office shall not affect the obligation of the Borrower to repay such Loan in accordance with the terms of this Agreement. Each Bank DIP Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which that will not result in the payment of increased costs by the Borrower pursuant to Section 2.152.15 or 2.18. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided PROVIDED that no more than fifteen five (155) Borrowings of Eurodollar Loans may be outstanding at any time. (b) The Borrower shall give the Agent prior notice of each Borrowing hereunder of at least three (3) Business Days for Eurodollar Loans and one (1) Business Day for ABR Loans (subject, in the case of ABR Loans, to the last sentence of this Section); such notice shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 (and 2,500,000 or an integral multiples multiple of $1,000,000) 500,000 in excess thereof in the case of Eurodollar Loans and not less than $1,000,000 (and or an integral multiples multiple of $100,000) 500,000 in excess thereof in the case of ABR Loans) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Agent not later than 1:00 p.m.12:00 noon, New York City time, on the third Business Day in the case of Eurodollar Loans and 12:00 noon, New York City time on the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made except as provided in the last sentence of this Section 2.06(b). Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR Loans. The Agent shall promptly notify each Bank DIP Lender of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. On the borrowing date specified in such notice, each Bank DIP Lender shall make its share of the Borrowing available at the office of the Agent at 2▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, no later than 12:00 noon, New York City time, in immediately available funds. Upon receipt of the funds made available by the Banks DIP Lenders to fund any borrowing hereunder, the Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the Borrower and shall use reasonable efforts to make the funds so received from the Banks available to the Borrower no later than 2:00 p.m. New York City time (other than as provided in the following sentence). With respect to ABR Loans of $50,000,000 or less, the Banks shall make such Borrowings available to the Agent and the Agent shall disburse such Borrowings in accordance with the Borrower’s instructions consistent with this Agreement by 3:00 p.m., New York City time, on the same Business Day that the Borrower gives notice to the Agent of such Borrowing by 1:00 p.m., New York City time.

Making of Loans. (a) Except as contemplated by Section 2.11, Loans shall be either ABR Loans or Eurodollar Loans as the Borrower may request subject to and in accordance with this Section, provided, that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type and, provided, further, that during the period commencing on the Closing Date and ending on the later to occur of (i) the date upon which the Final Order shall have been entered by the Bankruptcy Court and (ii) the date that is 45 days after the date upon which the Interim Order shall have been entered by the Bankruptcy Court, all Loans shall be ABR LoansType. Each Bank Lender may fulfill its Tranche A Commitment or Tranche B Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Bank Lender to make such Loan; provided provided, that any such use of a lending office shall not affect the obligation of the Borrower to repay such Loan in accordance with the terms of this Agreement. Each Bank Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrower pursuant to Section 2.15. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than fifteen ten (1510) Borrowings of Eurodollar Loans may be outstanding at any time. (b) The Borrower shall give the Paying Agent prior notice of each Borrowing hereunder of at least three (3) Business Days for Eurodollar Loans and one (1) Business Day for ABR Loans (subject, in the case of ABR Loans, to the last sentence of this Section); such notice shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 (and integral multiples of $1,000,000) in the case of Eurodollar Loans and $1,000,000 (and integral multiples of $100,000) in the case of ABR Loans) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Paying Agent not later than 1:00 p.m., New York City time, on the third Business Day in the case of Eurodollar Loans and 12:00 noon, New York City time on the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made except as provided in the last sentence of this Section 2.06(b). Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for a Borrowing of ABR Loans. The Paying Agent shall promptly notify each Bank Lender of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. On the borrowing date specified in such notice, each Bank Lender shall make its share of the Borrowing available at the office of the Paying Agent at 2▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, no later than 12:00 noon, New York City time, in immediately available funds. Upon receipt of the funds made available by the Banks Lenders to fund any borrowing hereunder, the Paying Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the Borrower and shall use reasonable efforts to make the funds so received from the Banks Lenders available to the Borrower no later than 2:00 p.m. New York City time (other than as provided in the following sentence). With respect to ABR Loans in an aggregate amount of $50,000,000 20,000,000 or less, the Banks Lenders shall make such Borrowings available to the Paying Agent and the Paying Agent shall disburse such Borrowings in accordance with the Borrower’s 's instructions consistent with this Agreement by 3:00 p.m., New York City time, on the same Business Day that the Borrower gives notice to the Paying Agent of such Borrowing by 1:00 p.m.10:00 a.m., New York City time.

Making of Loans. (a) Except as contemplated by Section 2.11, Loans shall be either ABR ------------ Index Rate Loans or Eurodollar Loans as the Borrower Borrowers may request subject to and in accordance with this Section, provided, provided that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type and, provided, further, that during the period commencing on the Closing Date and ending on the later to occur of (i) the date upon which the Final Order shall have been entered by the Bankruptcy Court and (ii) the date that is 45 days after the date upon which the Interim Order shall have been entered by the Bankruptcy Court, all Loans shall be ABR LoansType. Each Bank Lender may fulfill its Tranche A Commitment with respect to any Eurodollar Loan or ABR Index Rate Loan by causing any lending office of such Bank Lender to make such Loan; provided that any such use of a lending office shall -------- not affect the obligation of the Borrower Borrowers to repay such Loan in accordance with the terms of this Agreement. Each Bank Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrower Borrowers pursuant to Section 2.15Sections 2.15 or 2.18. Subject to the other ------------- ---- provisions of this Section and the provisions of Section 2.12, Borrowings of ------------ Loans of more than one Type may be incurred at the same time, provided that no -------- more than fifteen ten (1510) Borrowings of Eurodollar Loans may be outstanding at any time. (b) The Borrower shall Parent shall, on behalf of itself or any of the Borrowers, give the Administrative Agent prior written, telex, facsimile or telephonic (confirmed promptly in writing) notice of each Borrowing hereunder of at least three (3) Business Days for Eurodollar Loans and one on the same Business Day for ABR Loans (subject, in the case of ABR any Index Rate Loans, to the last sentence of this Section); such notice shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 (and 1,000,000 or any integral multiples multiple of $1,000,000) 1,000,000 in the case of Eurodollar Loans and $1,000,000 (and integral multiples of $100,000) in the case of ABR Loansexcess thereof) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Administrative Agent not later than 1:00 p.m.12:00 noon, New York City time, on the third Business Day in the case of Eurodollar Loans and 12:00 noon, New York City time on the first same Business Day in the case of ABR Index Rate Loans, preceding the date on which such Borrowing is to be made except as provided in the last sentence of this Section 2.06(b)made. Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Index Rate Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR Index Rate Loans. The Administrative Agent shall promptly notify each Bank Lender of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. On the borrowing Borrowing date specified in such notice, each Bank Lender shall make its share of the Borrowing available at the office of the Agent at 2▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇by wire transfer to Agent's account as set forth in Annex C, no later than 12:00 noon, ------- New York City time, in immediately available funds. Upon receipt of the funds made available by the Banks Lenders to fund any borrowing Borrowing hereunder, the Administrative Agent shall disburse such funds in the manner specified in the notice of borrowing Borrowing delivered by the Borrower and shall use reasonable efforts to make the funds so received from the Banks available to the Borrower no later than 2:00 p.m. New York City time (other than as provided in the following sentence). With respect to ABR Loans of $50,000,000 or less, the Banks shall make such Borrowings available to the Agent and the Agent shall disburse such Borrowings in accordance with the Borrower’s instructions consistent with this Agreement by 3:00 p.m., New York City time, on the same Business Day that the Borrower gives notice to the Agent of such Borrowing by 1:00 p.m., New York City timeBorrowers.

Making of Loans. (a) Except as contemplated by Section 2.11, Loans shall be either ABR Loans or Eurodollar Loans as the Borrower may request subject to and in accordance with this Section, provided, that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type and, provided, further, that during the period commencing on the Closing Date and ending on the later to occur of (i) the date upon which the Final Order shall have been entered by the Bankruptcy Court and (ii) the date that is 45 days after the date upon which the Interim Order shall have been entered by the Bankruptcy Court, all Loans shall be ABR LoansType. Each Bank Lender may fulfill its Tranche A Commitment, Tranche B Commitment or Tranche [B]C Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Bank Lender to make such Loan; provided provided, that any such use of a lending office shall not affect the obligation of the Borrower to repay such Loan in accordance with the terms of this Agreement. Each Bank Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrower pursuant to Section 2.15. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than fifteen ten (1510) Borrowings of Eurodollar Loans may be outstanding at any time. (b) . The Borrower shall give the Paying Agent prior notice of each Borrowing hereunder of at least three (3) Business Days for Eurodollar Loans and one (1) Business Day for ABR Loans (subject, in the case of ABR Loans, to the last sentence of this Section); such notice shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 (and integral multiples of $1,000,000) in the case of Eurodollar Loans and $1,000,000 (and integral multiples of $100,000) in the case of ABR Loans) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Paying Agent not later than 1:00 p.m., New York City time, on the third Business Day in the case of Eurodollar Loans and 12:00 noon, New York City time on the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made except as provided in the last sentence of this Section 2.06(b). Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for a Borrowing of ABR Loans. The Paying Agent shall promptly notify each Bank Lender of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. On the borrowing date specified in such notice, each Bank Lender shall make its share of the Borrowing available at the office of the Paying Agent at 2▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, no later than 12:00 noon, New York City time, in immediately available funds. Upon receipt of the funds made available by the Banks Lenders to fund any borrowing hereunder, the Paying Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the Borrower and shall use reasonable efforts to make the funds so received from the Banks Lenders available to the Borrower no later than 2:00 p.m. New York City time (other than as provided in the following sentence). With respect to ABR Loans in an aggregate amount of $50,000,000 20,000,000 or less, the Banks Lenders shall make such Borrowings available to the Paying Agent and the Paying Agent shall disburse such Borrowings in accordance with the Borrower’s 's instructions consistent with this Agreement by 3:00 p.m., New York City time, on the same Business Day that the Borrower gives notice to the Paying Agent of such Borrowing by 1:00 p.m.10:00 a.m., New York City time.

Making of Loans. (a1) Except as contemplated by Section 2.11, Loans shall be either ABR Loans or Eurodollar Loans as the Borrower may request subject to and in accordance with this Section, provided, that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type and, provided, further, that during the period commencing on the Closing Date and ending on the later to occur of (i) the date upon which the Final Order shall have been entered by the Bankruptcy Court and (ii) the date that is 45 days after the date upon which the Interim Order shall have been entered by the Bankruptcy Court, all Loans shall be ABR Loans. Each Bank may fulfill its Tranche A Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Bank to make such Loan; provided that any -------- such use of a lending office shall not affect the obligation of the Borrower to repay such Loan in accordance with the terms of this Agreement. Each Bank shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrower pursuant to Section 2.15. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than fifteen (15) Borrowings of Eurodollar Loans may be outstanding at any time2.13. (b2) The Borrower shall give the Agent prior notice of each Borrowing hereunder of at least three Business Days for Eurodollar Loans and one Business Day for ABR Loans (subject, except as provided in the case of ABR Loans, to the last sentence of this SectionSection 2.06(b); ), such notice shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 (and integral multiples of $1,000,000) in the case of Eurodollar Loans and $1,000,000 (and integral multiples of $100,000) in the case of ABR Loans) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Agent not later than 1:00 p.m., New York City time, on the third Business Day in the case of Eurodollar Loans and 12:00 noon, New York City time on the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made except as provided in the last sentence of this Section 2.06(b). Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR Loans. The Agent shall promptly notify each Bank of its proportionate share of such Borrowing, Borrowing and the date of such Borrowing, the Type of Borrowing or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. On the borrowing date specified in such notice, each Bank shall make its share of the Borrowing available at the office of the Agent at 2▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, no later than 12:00 noon, New York City time, in immediately available funds. Upon receipt of the funds made available by the Banks to fund any borrowing Borrowing hereunder, the Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the Borrower and shall use reasonable efforts to make the funds so received from the Banks available to the Borrower no later than 2:00 p.m. New York City time (other than as provided in the following sentence). With respect to ABR Loans of $50,000,000 5,000,000 or less, the Banks shall make such Borrowings available to the Agent and the Agent shall disburse such Borrowings in accordance with the Borrower’s instructions consistent with this Agreement Borrower by 3:00 4:00 p.m., New York City time, on the same Business Day that the Borrower gives notice to the Agent of such Borrowing by 1:00 12:00 noon, New York City time, provided that the Agent has -------- notified the Banks thereof by 2:00 p.m., New York City time, on such day.

Making of Loans. (a) Except as contemplated by Section 2.11, Loans shall be either ABR Loans or Eurodollar Loans as the Borrower may request subject to and in accordance with this Section, provided, that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type and, provided, further, that during the period commencing on the Closing Date and ending on the later to occur of (i) the date upon which the Final Order shall have been entered by the Bankruptcy Court and (ii) the date that is 45 days after the date upon which the Interim Order shall have been entered by the Bankruptcy Court, all Loans shall be ABR Loans. Each Bank may fulfill its Tranche A Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Bank to make such Loan; provided that any such use of a lending office shall not affect the obligation of the Borrower to repay such Loan in accordance with the terms of this Agreement. Each Bank shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrower pursuant to Section 2.15. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than fifteen (15) Borrowings of Eurodollar Loans may be outstanding at any time. (b) The Borrower shall give the Agent prior notice of each Borrowing hereunder of at least three Business Days for Eurodollar Loans and one Business Day for ABR Loans (subject, in the case of ABR Loans, to the last sentence of this Section); such notice shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 (and integral multiples of $1,000,000) in the case of Eurodollar Loans and $1,000,000 (and integral multiples of $100,000) in the case of ABR Loans) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Agent not later than 1:00 p.m., New York City time, on the third Business Day in the case of Eurodollar Loans and 12:00 noon, New York City time on the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made except as provided in the last sentence of this Section 2.06(b). Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR Loans. The Agent shall promptly notify each Bank of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. On the borrowing date specified in such notice, each Bank shall make its share of the Borrowing available at the office of the Agent at 2▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, no later than 12:00 noon, New York City time, in immediately available funds. Upon receipt of the funds made available by the Banks to fund any borrowing hereunder, the Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the Borrower and shall use reasonable efforts to make the funds so received from the Banks available to the Borrower no later than 2:00 p.m. New York City time (other than as provided in the following sentence). With respect to ABR Loans of $50,000,000 or less, the Banks shall make such Borrowings available to the Agent and the Agent shall disburse such Borrowings in accordance with the Borrower’s instructions consistent with this Agreement by 3:00 p.m., New York City time, on the same Business Day that the Borrower gives notice to the Agent of such Borrowing by 1:00 p.m., New York City time.for

Making of Loans. (a) Subject to the terms and conditions contained herein, each Bank severally agrees to make Loans to the Borrower from time to time during the period from the date hereof to the Final Maturity Date (or upon the earlier termination of the Commitment in accordance with the provisions hereof) in an amount not to exceed, in the aggregate at any one time outstanding, such Bank's Pro Rata Share of (i) the Commitment on such date less (ii) the Letter of Credit Exposure. Each Loan shall be made to the Borrower by each Bank in accordance with its Pro Rata Share of the then applicable Commitment as provided in clause (c) below. Except as contemplated by expressly provided in Section 2.113.3, Loans requested hereunder by the Borrower on any date shall be in a minimum principal amount of $1,000,000 and in integral multiples of $500,000. (b) Each Loan shall be either an ABR Loans Loan or a Eurodollar Loans Loan as the Borrower may request subject to and in accordance with this Section, Section 2.3 hereof. Loans of more than one type may be outstanding at the same time; provided, that all there shall not at any time be more than a total of six Eurodollar Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type and, provided, further, that during the period commencing on the Closing Date and ending on the later to occur of (i) the date upon which the Final Order shall have been entered by the Bankruptcy Court and (ii) the date that is 45 days after the date upon which the Interim Order shall have been entered by the Bankruptcy Court, all Loans shall be ABR Loansoutstanding. Each Bank may may, at its option, fulfill its Tranche A Commitment Pro Rata Share with respect to any Eurodollar Loan or ABR Loan by causing any lending office a Lending Office of such Bank to make such Loan; provided provided, however, that any exercise of such use of a lending office option shall not affect the obligation of the Borrower to repay such Loan in accordance with the terms of this Agreement. Each Bank shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrower pursuant to Section 2.15. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than fifteen (15) Borrowings of Eurodollar Loans may be outstanding at any time. (bc) The Borrower Each Bank shall give the Agent prior notice advance its portion of each Borrowing Loan hereunder of at least three Business Days for Eurodollar Loans and one Business Day for ABR Loans (subjecton the proposed date thereof by paying the required amount to the Administrative Agent in New York, New York, in the case of ABR Loans, to the last sentence of this Section); such notice shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 (and integral multiples of $1,000,000) in the case of Eurodollar Loans and $1,000,000 (and integral multiples of $100,000) in the case of ABR Loans) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Agent immediately available funds not later than 1:00 p.m., New York City time, on the third Business Day in the case of Eurodollar Loans and 12:00 noon, New York City time on the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made except as provided in the last sentence of this Section 2.06(b). Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR Loans. The Agent shall promptly notify each Bank of its proportionate share of such Borrowing, the date of such BorrowingLoan. The Administrative Agent shall, the Type of Borrowing or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. On the borrowing date specified in such notice, each Bank shall make its share of the Borrowing available at the office of the Agent at 2▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, no later than 12:00 noon, New York City time, in immediately available funds. Upon receipt of the funds made available by the Banks to fund any borrowing hereunder, the Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the Borrower and shall use reasonable efforts to make the funds so received from the Banks available to the Borrower no later than 2:00 p.m. New York City time (other than as provided in the following sentence). With respect to ABR Loans of $50,000,000 or less, the Banks shall make such Borrowings available to the Agent and the Agent shall disburse such Borrowings in accordance with the Borrower’s instructions consistent with this Agreement by 3:00 p.m., New York City timetime on such date, on credit the same Business Day that amount so received to the general deposit account maintained by the Borrower gives notice with the Administrative Agent. If a Loan is not made on any date requested by the Borrower because any condition precedent to such Loan hereunder shall not have been met or for any other reason, the Administrative Agent shall promptly return to each Bank which has advanced funds to the Administrative Agent any amounts so transferred. (d) Unless the Administrative Agent shall have received notice from a Bank prior to the proposed date of any Loan that such Bank will not make available to the Administrative Agent such Bank's share of such Borrowing Loan, the Administrative Agent may assume that such Bank has made such share available on such date in accordance with paragraph (c) of this Section and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Bank has not in fact made its share of the applicable Loan available to the Administrative Agent, then the applicable Bank and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Bank, the greater of the Federal Funds Effective Rate and a rate determined by 1:00 p.m.the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrower, New York City timethe interest rate applicable to ABR Loans. If such Bank pays such amount to the Administrative Agent, then such amount shall constitute such Bank's Loan.

Making of Loans. (a) Except as contemplated by Section 2.11, Loans Each Loan shall be either ABR Loans an Alternate Base Rate Loan or a Eurodollar Loans Loan as the Borrower Parent may request subject to and in accordance with this Section. The Parent shall give the Agent at least three Business Days' prior written, provided, that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type and, provided, further, that during the period commencing on the Closing Date and ending on the later to occur of (i) the date upon which the Final Order shall have been entered by the Bankruptcy Court and (ii) the date that is 45 days after the date upon which the Interim Order shall have been entered by the Bankruptcy Court, all Loans shall be ABR Loans. Each Bank may fulfill its Tranche A Commitment with respect to any Eurodollar Loan telegraphic or ABR Loan by causing any lending office of such Bank to make such Loan; provided that any such use of a lending office shall not affect the obligation of the Borrower to repay such Loan in accordance with the terms of this Agreement. Each Bank shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrower pursuant to Section 2.15. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than fifteen (15) Borrowings of Eurodollar Loans may be outstanding at any time.telephonic (b) The Borrower shall give the Agent prior notice of each Borrowing hereunder of at least three Business Days for Eurodollar Loans and one Business Day for ABR Loans (subject, in the case of ABR Loans, to the last sentence of this Section); such notice shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 (and integral multiples of $1,000,000) in the case of Eurodollar Loans and $1,000,000 (and integral multiples of $100,000) in the case of ABR Loans) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Agent not later than 1:00 p.m., New York City time, on the third Business Day in the case of Eurodollar Loans and 12:00 noon, New York City time on the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made except as provided in the last sentence of this Section 2.06(b). Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR Loans. The Agent shall promptly notify each Bank Lender of its proportionate share Percentage of such Borrowingeach Borrowing under this Section, the date of such Borrowing, whether such Loan is a Domestic Loan or a Foreign Loan, the Type type of Borrowing or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. On the borrowing date specified in such notice, each Bank Lender shall make its share Percentage of the Borrowing available at the office offices of the Agent's Agent at 2Bank Services Department, 140 ▇▇▇▇ ▇▇▇▇ ▇▇., ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇tention: Donn▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇ credit to All American Communications Clearing Acct., Account No. 144-▇-▇▇▇▇▇ (▇▇ference: "All American Communications, Inc. - Credit Agreement dated as of October 23, 1996") no later than 12:00 noon, 1:00 P.M. New York City time, time in Federal or other immediately available funds. Upon receipt of the funds to be made available by the Banks Lenders to fund any borrowing Borrowing hereunder, the Agent shall disburse such funds in by depositing the manner specified in requested amounts into the notice of borrowing delivered by Chase Account if a Domestic Loan or into the Borrower and shall use reasonable efforts NBV Account if a Foreign Loan. (c) Each Lender may at its option fulfill its obligation to make Eurodollar Loans by causing a foreign branch or affiliate to fund such Eurodollar Loans, provided that any exercise of such option shall not affect the funds so received from obligation of the Banks available Borrowers to the Borrower no later than 2:00 p.m. New York City time (other than as provided in the following sentence). With respect to ABR repay Loans of $50,000,000 or less, the Banks shall make such Borrowings available to the Agent and the Agent shall disburse such Borrowings in accordance with the Borrower’s instructions consistent with terms hereof. Subject to the other provisions of this Agreement by 3:00 p.m.Section, New York City time, on Loans of more than one interest rate type may be outstanding at the same Business Day time. (d) The amount of any Borrowing of new funds shall be in an aggregate principal amount of $500,000 (or such lesser amount as shall equal the available but unused portion of the Commitments) or such greater amount which is an integral multiple of $100,000; provided, however that the Borrower gives notice to amount of any Borrowing of new funds which shall be a Eurodollar Loan shall be in an aggregate principal amount of $1,500,000 or such greater amount which is an integral multiple of $100,000. (e) Notwithstanding the Agent provisions of such Borrowing by 1:00 p.m.clause (a) above and/or the absence of a request from the Parent that the Lenders make a Loan, New York City time.the Lenders may make Loans and apply the proceeds thereof as follows:

Making of Loans. (ai) Except as contemplated by Section 2.11Subject to the terms and conditions set forth in this Agreement, each of the Lenders severally agrees to lend to the Borrower on the Closing Date, for the purposes set forth in §7.19, the sum of such Lender’s Commitment. The Loans shall be either ABR made pro rata in accordance with each Lender’s Commitment Percentage. (ii) Provided that the Loans advanced pursuant to §2.1(a)(i) have been repaid in full on or Eurodollar Loans as before July 6, 2015, and subject to the terms and conditions set forth in this Agreement, each of the Lenders severally agrees to lend to the Borrower, and the Borrower may request subject borrow (but not repay and reborrow) from time to time up to a maximum of five (5) times between the Closing Date and July 6, 2015 (the “Term Loan Commitment Period”) upon notice by the Borrower to the Agent given in accordance with this Section§2.1(c), such sums as are requested by the Borrower for the purposes set forth in §7.19 up to a maximum aggregate principal amount outstanding (after giving effect to all amounts requested) at any one time equal to the lesser of (i) the sum of such Lender’s Commitment and (ii) such Lender’s Commitment Percentage of the sum of (A) the Unencumbered Pool Availability minus (B) the sum of the amount of all outstanding Loans and the other Unsecured Debt; provided, that that, in all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, events no Default or Event of Default shall have occurred and be Loans of the same Type and, continuing; and provided, further, that during the period commencing on outstanding principal amount of the Closing Date Loans (after giving effect to all amounts requested) shall not at any time exceed the Total Commitment, and ending on the later outstanding principal amount of the Loans (after giving effect to occur all amounts requested) and the other Unsecured Debt shall not at any time cause a violation of (i) the date upon which covenants set forth in §8.1(a). The Borrower shall not have the Final Order shall have been entered by the Bankruptcy Court and (ii) the date that is 45 days right to request or drawdown any Loans after the date upon which the Interim Order shall have been entered by the Bankruptcy Court, all Term Loan Commitment Period has expired. The Loans shall be ABR Loansmade pro rata in accordance with each Lender’s Commitment Percentage. Each Bank may fulfill its Tranche A Commitment with respect to any Eurodollar request for a Loan or ABR Loan hereunder shall constitute a representation and warranty by causing any lending office the Borrower that all of such Bank to make such Loan; provided that any such use of a lending office shall not affect the obligation conditions required of the Borrower to repay such Loan set forth in accordance with the terms of this Agreement. Each Bank shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrower pursuant to Section 2.15. Subject to the other provisions of this Section §9.1 and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than fifteen (15) Borrowings of Eurodollar Loans may be outstanding at any time. (b) The Borrower shall give the Agent prior notice of each Borrowing hereunder of at least three Business Days for Eurodollar Loans and one Business Day for ABR Loans (subject, in the case of ABR Loans, to the last sentence of this Section); such notice shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 (and integral multiples of $1,000,000) in the case of Eurodollar Loans and $1,000,000 (and integral multiples of $100,000) in the case of ABR Loans) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Agent not later than 1:00 p.m., New York City time, §9.2 have been satisfied on the third Business Day in the case of Eurodollar Loans and 12:00 noon, New York City time on the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made except as provided in the last sentence of this Section 2.06(b). Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR Loans. The Agent shall promptly notify each Bank of its proportionate share of such Borrowing, the date of such Borrowing, request. The Agent may assume that the Type of Borrowing or Loans being requested conditions in §9.1 and the Interest Period or Interest Periods applicable thereto, as appropriate§9.2 have been satisfied unless it receives prior written notice from a Lender that such conditions have not been satisfied. On the borrowing date specified in such notice, each Bank No Lender shall make its share of the Borrowing available at the office of the Agent at 2▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, no later than 12:00 noon, New York City time, in immediately available funds. Upon receipt of the funds made available by the Banks to fund have any borrowing hereunder, the Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the Borrower and shall use reasonable efforts obligation to make the funds so received from the Banks available Loans to the Borrower no later than 2:00 p.m. New York City time (other than as provided in the following sentence). With respect to ABR Loans maximum aggregate principal outstanding balance of $50,000,000 or less, more than the Banks shall make such Borrowings available to the Agent and the Agent shall disburse such Borrowings in accordance with the Borrower’s instructions consistent with this Agreement by 3:00 p.m., New York City time, on the same Business Day that the Borrower gives notice to the Agent principal face amount of such Borrowing by 1:00 p.m., New York City timeits Note.

Making of Loans. (a) Except as contemplated by Section 2.112.12, Loans shall be either ABR Loans or Eurodollar Loans as the relevant Borrower may request subject to and in accordance with this Section, provided, provided that all Loans made to a single Borrower pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type and, provided, further, that during the period commencing on the Closing Date and ending on the later to occur of (i) the date upon which the Final Order shall have been entered by the Bankruptcy Court and (ii) the date that is 45 days after the date upon which the Interim Order shall have been entered by the Bankruptcy Court, all Loans shall be ABR LoansType. Each Bank DIP Lender may fulfill its Tranche A Commitment funding obligation with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Bank DIP Lender to make such Loan; provided that any such use of a lending office shall not affect the obligation of the Borrower to repay such Loan in accordance with the terms of this Agreement. Each Bank shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrower pursuant to Section 2.15. Subject to the other provisions of this Section and the provisions of Section 2.122.13, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than fifteen ten (1510) Borrowings of Eurodollar Loans may be outstanding at any time. (b) The relevant Borrower shall give the Administrative Agent prior notice of each Borrowing hereunder of (x) at least three (3) Business Days Days' prior notice for each Borrowing of Eurodollar Loans and one Business Day (y) same day notice for ABR Loans (subject, in the case each Borrowing of ABR Loans, to the last sentence of this Section); such notice shall be irrevocable and shall specify (x) the amount of the proposed such Borrowing (which shall not be less than $5,000,000 (and or an integral multiples multiple of $1,000,000) 100,000 in excess thereof in the case of Eurodollar Loans and not less than $1,000,000 (and or an integral multiples multiple of $100,000) 500,000 in excess thereof in the case of ABR Loans) and the Class of such Borrowing, (y) the date thereof of such Borrowing (which shall be a Business Day) and shall contain (z) the disbursement instructionsinstructions for such Borrowing. Such notice, to be effective, must be received by the Administrative Agent not later than 1:00 p.m.(1) 12:00 noon, New York City time, on the third Business Day in the case of Eurodollar Loans and 12:00 noon, New York City time on the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made made, in the case of Eurodollar Loans and (2) 10:00 A.M., New York City time, on the day such Borrowing is to be made, in the case of ABR Loans, except as provided in the last sentence of this Section 2.06(b2.07(b). Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR Loans. The Administrative Agent shall promptly notify each Bank DIP Lender of the relevant Class of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. On the borrowing date specified in such notice, (aa) if such Borrowing is a Tranche A Borrowing, each Bank Tranche A DIP Lender shall make an amount equal to its share Class Percentage of the Borrowing available at the office of the Administrative Agent at 2▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, no later than 12:00 noon, New York City time, in immediately available funds, and (bb) if such Borrowing is a Tranche B Borrowing, each Tranche B DIP Lender hereby irrevocably authorizes the Administrative Agent to make available to the Borrower an amount on deposit in such Tranche B DIP Lender's Tranche B Credit-Linked Deposit Account equal to such Tranche B DIP Lender's Class Percentage of such Tranche B Borrowing (it being understood that the funding obligation of each Tranche B DIP Lender with respect to such Borrowing shall be required to be satisfied solely by making such amount available, and the Borrower shall have no other recourse against such Tranche B DIP Lender with respect to the satisfaction of such funding obligation). Upon The Administrative Agent shall, in the case of a Tranche A Borrowing, upon receipt of the funds made available by the Banks Tranche A DIP Lenders to fund any borrowing hereundersuch Borrowing, the Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the Borrower Borrower, and shall use reasonable efforts to make the funds so received from the Banks available to the Borrower no later than 2:00 p.m. New York City time (other than as provided in the following sentence). With respect to ABR Loans case of $50,000,000 or lessa Tranche B Borrowing, disburse the Banks shall make such Borrowings available to relevant portions of the Agent and amounts on deposit in the Agent shall disburse such Borrowings Tranche B Credit-Linked Deposit Accounts in accordance with the manner specified in the notice of borrowing delivered by the Borrower’s instructions consistent with this Agreement by 3:00 p.m., New York City time, on the same Business Day that the Borrower gives notice to the Agent of such Borrowing by 1:00 p.m., New York City time.

Making of Loans. (a) Except as contemplated by Section 2.11, Loans shall be either ABR Loans or Eurodollar Loans as the Borrower may request subject to and in accordance with this Section, provided, provided that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type and, provided, further, that during the period commencing on the Closing Date and ending on the later to occur of (i) the date upon which the Final Order shall have been entered by the Bankruptcy Court and (ii) the date that is 45 days after the date upon which the Interim Order shall have been entered by the Bankruptcy Court, all Loans shall be ABR LoansType. Each Bank Lender may fulfill its Tranche A Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Bank Lender to make such Loan; provided that any such use of a lending office shall not affect the obligation of the Borrower to repay such Loan in accordance with the terms of this Agreement. Each Bank Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrower pursuant to Section 2.15. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than fifteen seven (157) Borrowings of Eurodollar Loans may be outstanding at any time. (b) The Borrower shall give the Agent prior notice of each Borrowing hereunder of at least three Business Days for Eurodollar Loans and one Business Day for ABR Loans (subject, in the case of ABR Loans, to the last sentence of this Section); such notice shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 2,500,000 (and integral multiples of $1,000,000) in the case of Eurodollar Loans and $1,000,000 (and integral multiples of $100,000) in the case of ABR Loans) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Agent not later than 1:00 p.m., New York City time, on the third Business Day in the case of Eurodollar Loans and 12:00 noon, New York City time on the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made except as provided in the last sentence of this Section 2.06(b)made. Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR Loans. The Agent shall promptly notify each Bank Lender of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. On the borrowing date specified in such notice, each Bank Lender shall make its share of the Borrowing available at the office of the Agent at 2▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, no later than 12:00 noon, New York City time, in immediately available funds. Upon receipt of the funds made available by the Banks Lenders to fund any borrowing hereunder, the Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the Borrower and shall use reasonable efforts to make the funds so received from the Banks Lenders available to the Borrower no later than 2:00 p.m. New York City time (other than as provided in the following sentence). With respect to ABR Loans of $50,000,000 or less, the Banks shall make such Borrowings available to the Agent and the Agent shall disburse such Borrowings in accordance with the Borrower’s instructions consistent with this Agreement by 3:00 p.m., New York City time, on the same Business Day that the Borrower gives notice to the Agent of such Borrowing by 1:00 p.m., New York City time.

Making of Loans. (a) Except as contemplated by Section 2.11, Loans shall be either ABR Loans or Eurodollar Loans as the Borrower may request subject to and in accordance with this Section, provided, provided that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type and, provided, further, that during the period commencing on the Closing Date and ending on the later to occur of (i) the date upon which the Final Order shall have been entered by the Bankruptcy Court and (ii) the date that is 45 days after the date upon which the Interim Order shall have been entered by the Bankruptcy Court, all Loans shall be ABR LoansType. Each Bank Lender may fulfill its Tranche A Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Bank Lender to make such Loan; provided that any such use of a lending office shall not affect the obligation of the Borrower to repay such Loan in accordance with the terms of this Agreement. Each Bank Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrower pursuant to Section 2.152.15 or Section 2.18. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than fifteen six (156) Borrowings of Eurodollar Loans may be outstanding at any time. (b) The Borrower shall give the Agent prior notice of each Borrowing hereunder of at least three Business Days for Eurodollar Loans and one Business Day for ABR Loans (subject, in the case of ABR Loans, to the last sentence of this Section); such notice shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 (and integral multiples of $1,000,000) 1,000,000 in the case of Eurodollar Loans and $1,000,000 (and integral multiples of $100,000) in the case of ABR Loans) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Agent not later than 1:00 p.m., New York City time, on the third Business Day in the case of Eurodollar Loans and 12:00 noon, New York City time on the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made except as made, provided that same day borrowings of ABR Loans in an aggregate amount of $1,000,000 will be available if notice is received by the last sentence of this Section 2.06(b)agent no later than 11:00 a.m., New York City time, on such day. Such With respect to Borrowings other than same day Borrowings, such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR Loans. The Agent shall promptly notify each Bank Lender of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. On the borrowing date specified in such notice, each Bank Lender shall make its share of the Borrowing available at the office of the Agent at 2▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, no later than 12:00 noon, New York City time, in immediately available funds. Upon receipt of the funds made available by the Banks Lenders to fund any borrowing hereunder, the Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the Borrower and shall use reasonable efforts to make the funds so received from the Banks Lenders available to the Borrower no later than 2:00 p.m. New York City time (other than as provided in the following sentence). With respect to ABR Loans of $50,000,000 or less, the Banks shall make such Borrowings available to the Agent and the Agent shall disburse such Borrowings in accordance with the Borrower’s instructions consistent with this Agreement by 3:00 p.m., New York City time, on the same Business Day that the Borrower gives notice to the Agent of such Borrowing by 1:00 p.m., New York City time.

Making of Loans. (a) Except as contemplated by Section 2.112.9, Loans shall be either ABR Loans or Eurodollar Loans as the Borrower may request subject to and in accordance with this Section, provided, provided that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type and, provided, further, that during the period commencing on the Closing Date and ending on the later to occur of (i) the date upon which the Final Order shall have been entered by the Bankruptcy Court and (ii) the date that is 45 days after the date upon which the Interim Order shall have been entered by the Bankruptcy Court, all Loans shall be ABR LoansType. Each Bank may fulfill its Tranche A Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Bank to make such Loan; provided that any such use of a lending office shall not affect the obligation of the Borrower to repay such Loan in accordance with the terms of this Agreement. Each Bank shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrower pursuant to Section 2.15. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than fifteen five (155) Borrowings of Eurodollar Loans may be outstanding at any time. (b) The Borrower shall give the Agent prior notice of each Borrowing hereunder of at least three Business Days for Eurodollar Loans and one Business Day for ABR Loans (subject, in the case of ABR Loans, to the last sentence of this Section); such notice shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 (and integral multiples of $1,000,000) in the case of Eurodollar Loans and $1,000,000 (and integral multiples of $100,000) 500,000 in the case of ABR LoansLoans or, in any such case, in such lesser amount as represents the available Unused Total Commitment) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Agent not later than 1:00 p.m.12:00 noon, New York City time, on the third Business Day in the case of Eurodollar Loans and 12:00 noon, New York City time on the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made except as provided in the last sentence of this Section 2.06(b2.6(b). Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans and, if Eurodollar Loans, the Interest Period with respect thereto. If no election of Interest Period is specified in any such notice for a Borrowing of Eurodollar Loans, such notice shall be deemed a request for an Interest Period of one month. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR Loans. The Agent shall promptly notify each Bank of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. On the borrowing date specified in such notice, each Bank shall make its share of the Borrowing available at the office of the Agent at 2▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, no later than 12:00 noon, New York City time, in immediately available funds. Upon receipt of the funds made available by the Banks to fund any borrowing hereunder, the Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the Borrower and shall use reasonable efforts to make the funds so received from the Banks available to the Borrower no later than 2:00 p.m. New York City time (other than as provided in the following sentence). With respect to ABR Loans of $50,000,000 5,000,000 or lessless (but not less than $500,000), the Banks shall make such Borrowings Loans available to the Agent and the Agent shall disburse such Borrowings in accordance with the Borrower’s instructions consistent with this Agreement Borrower by 3:00 4:00 p.m., New York City time, on the same Business Day that the Borrower gives notice to the Agent of such Borrowing by 1:00 12:00 p.m., New York City time.

Making of Loans. (a) Except as contemplated by Section 2.11, Loans shall be either ABR Loans or Eurodollar Loans as the Borrower may request subject to and in accordance with this Section, provided, provided that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type and, provided, further, that during the period commencing on the Closing Date and ending on the later to occur of (i) the date upon which the Final Order shall have been entered by the Bankruptcy Court and (ii) the date that is 45 days after the date upon which the Interim Order shall have been entered by the Bankruptcy Court, all Loans shall be ABR LoansType. Each Bank Lender may fulfill its Tranche A Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Bank Lender to make such Loan; provided that any such use of a lending office shall not affect the obligation of the Borrower to repay such Loan in accordance with the terms of this Agreement. Each Bank Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligatedobligated beyond such reasonable efforts) to select a lending office which will not result in the payment of increased costs by the Borrower pursuant to Section 2.15. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than fifteen seven (157) Borrowings of Eurodollar Loans may be outstanding at any time. (b) The Borrower shall give the Agent prior notice of each Borrowing hereunder of at least three Business Days for Eurodollar Loans and one Business Day for ABR Loans (subject, in the case of ABR Loans, to the last sentence of this Section); such notice shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 1,000,000 (and integral multiples of $1,000,000500,000) in the case of Eurodollar Loans and $1,000,000 500,000 (and integral multiples of $100,000) in the case of ABR Loans) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Agent not later than 1:00 p.m., New York City time, on the third Business Day in the case of Eurodollar Loans and 12:00 noon, New York City time on the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made except as provided in the last sentence of this Section 2.06(b2.6(b). Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR Loans. The Agent shall promptly notify each Bank Lender of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. On the borrowing date specified in such notice, each Bank Lender shall make its share of the Borrowing available at the office of the Agent at 2▇▇ ▇▇▇▇ ▇▇▇▇▇▇270 Park Avenue, ▇▇▇ ▇▇▇▇New York, New York 10017, no later than 12:00 noon, ▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇, no later than 12:00 noon, New York City time, in immediately available ▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ble funds. Upon receipt of the funds made available by the Banks Lenders to fund any borrowing hereunder, the Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the Borrower and shall use reasonable efforts to make the funds so received from the Banks Lenders available to the Borrower no later than 2:00 p.m. New York City time (other than as provided in the following sentence). With respect to ABR Loans of $50,000,000 5,000,000 or less, the Banks Lenders shall make such Borrowings available to the Agent and the Agent shall disburse such Borrowings in accordance with the Borrower’s 's instructions consistent with this Agreement by 3:00 p.m., New York City time, on the same Business Day that the Borrower gives notice to the Agent of such Borrowing by 1:00 p.m.10:00 a.m., New York City time.

Making of Loans. (a) Except as contemplated by Section 2.112.09, Loans shall be either ABR Loans or Eurodollar Loans as the Borrower Systemax may request subject to and in accordance with this Section, provided, provided that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type and, provided, further, that during the period commencing on the Closing Date and ending on the later to occur of (i) the date upon which the Final Order shall have been entered by the Bankruptcy Court and (ii) the date that is 45 days after the date upon which the Interim Order shall have been entered by the Bankruptcy Court, all Loans shall be ABR LoansType. Each Bank may fulfill its Tranche A Commitment portion of Maximum Revolving Loan Amount with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Bank to make such Loan; provided that any such use of a lending office shall not affect the obligation of the Borrower Borrowers to repay such Loan in accordance with the terms of this Agreement. Each Bank shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrower Borrowers pursuant to Section 2.152.13. Subject to the other provisions of this Section and the provisions of Section 2.122.10, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than fifteen eight (15) 8) Borrowings of Eurodollar Loans may be outstanding at any time. (b) The Borrower Systemax shall give the Agent prior notice of each Borrowing hereunder of at least three Business Days for Eurodollar Loans and one two Business Day Days for ABR Loans (subject, in the case of ABR Loans, to the last sentence of this Section); such notice shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 500,000 (and integral multiples of $1,000,000100,000) in the case of Eurodollar Loans and $1,000,000 500,000 (and integral multiples of $100,000) in the case of ABR Loans) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Agent not later than 1:00 p.m., New York City time, on the third Business Day in the case of Eurodollar Loans and 12:00 noon, New York City time on the first second Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made except as provided in the last sentence of this Section 2.06(b2.05(b). Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR Loans. The Agent shall promptly notify each Bank of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. On the borrowing date specified in such notice, each Bank shall may, in the exercise of its sole discretion, make its share of the Borrowing available at the office of the Agent at 2▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, no later than 12:00 noon, New York City time, in immediately available funds. Upon receipt of the funds made available by the Banks to fund any borrowing hereunder, the Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the Borrower and shall use reasonable efforts to make the funds so received from the Banks available to the Borrower no later than 2:00 p.m. New York City time (other than as provided in the following sentence). With respect to ABR Loans of $50,000,000 10,000,000 or less, the Banks shall make such Borrowings available to the Agent and the Agent shall disburse such Borrowings in accordance with the Borrower’s instructions consistent with this Agreement Systemax by 3:00 4:00 p.m., New York City time, on the same Business Day that the Borrower Systemax gives notice to the Agent of such Borrowing by 1:00 p.m., New York City time.

Making of Loans. (a) Except as contemplated by Section 2.11, Loans Each Loan shall be either ABR Loans an Alternate Base Rate Loan or Eurodollar Loans Loan (each such type of Loan, an "Interest Rate Type") as the Borrower may request subject request; provided that no more than an aggregate of twenty separate Eurodollar Loans would be outstanding with respect to and in accordance any Lender (for purposes of determining the number of such Loans outstanding, Loans with this Section, provided, that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type and, provided, further, that during the period Interest Periods commencing on the Closing Date and or ending on the later to occur of (i) the date upon which the Final Order shall have been entered by the Bankruptcy Court and (ii) the date that is 45 days after the date upon which the Interim Order shall have been entered by the Bankruptcy Court, all Loans different dates shall be ABR counted as different Loans). Each Bank Subject to Section 2.13(d), each Lender may at its option fulfill its Tranche A Commitment with respect to any Eurodollar Loan or ABR Loan Loans by causing any lending office of such Bank a foreign branch or affiliate to make such Loan; , provided that any exercise of such use of a lending office option shall not affect the obligation of the Borrower to repay such Loan in accordance with the terms hereof and of this Agreement. Each Bank shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrower pursuant to Section 2.15relevant Note. Subject to the other provisions of this Section, Section 2.9(b) and the provisions of Section 2.122.14, Borrowings of Loans of more than one Interest Rate Type may be incurred at the same time, provided that no more than fifteen (15) Borrowings of Eurodollar Loans may be outstanding at any the same time. (b) The Borrower hereby requests the Lenders to make the Term Loan, upon satisfaction of all the condition hereof, in the principal amount set forth on the initial Borrowing Certificate. (c) The Borrower shall give the Agent prior written, telecopier or telephonic (promptly confirmed in writing) notice of each Borrowing hereunder consisting of at least three Business Days for Eurodollar Loans and one Business Day for ABR Loans (subject, in the case of ABR Loans, to the last sentence of this Section)a Revolving Credit Loan hereunder; such notice shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 (and integral multiples of $1,000,000) in the case of Eurodollar Loans and $1,000,000 (and integral multiples of $100,000) in the case of ABR Loans) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Agent not later than 1:00 12:30 p.m., New York City time, on the third Business Day (i) in the case of Eurodollar Loans and 12:00 noonAlternate Base Rate Loans, New York City time on the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing Loan is to be made except as provided and (ii) in the last sentence case of this Section 2.06(b)Eurodollar Loans, on the fourth Business Day preceding the date on which such Loan is to be made. Such notice shall specify (A) the amount of the proposed borrowing, (B) the date thereof (which shall be a Business Day) and (C) whether the Borrowing Loan then being requested is to be (or what portion or portions thereof are to be) an Alternate Base Rate Loan or a Borrowing Eurodollar Loan and the Interest Period or Interest Periods with respect thereto in the case of ABR Loans or Eurodollar Loans. In the case of a Eurodollar Loan, if no election of an Interest Period is specified in such notice, such notice shall be deemed a request for an Interest Period of one month. If no election is made as to the Interest Rate Type of any Loan, such notice shall be deemed a request for Borrowing of ABR Loansan Alternate Base Rate Loan. The Lenders shall not be required to make Loans hereunder more often than three times each calendar week. (d) Each Loan requested hereunder on any date shall be made by each Lender in accordance with its respective Percentage. (e) The Agent shall promptly notify each Bank Lender of its proportionate share of such each Borrowing, the date of such Borrowing, the Type type or types of Borrowing or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. On the borrowing Borrowing date specified in such notice, each Bank Lender shall make its share of the Borrowing available at the office of the Chemical Bank, Agent at 2Bank Services Department, 140 ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇-▇▇▇▇, ▇▇tention: Jane▇ ▇. ▇▇▇▇▇▇, ▇▇r credit to the Chemical Clearing Account and in each case no later than 12:00 noon, noon New York City time, time in Federal or other immediately available funds. Upon receipt of the funds to be made available by the Banks Lenders to fund any borrowing Borrowing hereunder, the Agent shall disburse such funds in by depositing them into an account of the manner specified in the notice of borrowing delivered Borrower maintained by the Borrower and Agent. (f) The aggregate amount of any Borrowing consisting of Eurodollar Loans shall use reasonable efforts to make the funds so received from the Banks available to the Borrower no later than 2:00 p.m. New York City time (other than as provided be in the following sentence). With respect to ABR Loans a minimum aggregate principal amount of $50,000,000 1,000,000 or lesssuch greater amount which is an integral multiple of $100,000, the Banks shall make such Borrowings available to the Agent and the Agent aggregate amount of any Borrowing consisting of Alternate Base Rate Loans shall disburse be in a minimum aggregate principal amount of $500,000 or such Borrowings greater amount which is an integral multiple of $100,000 (or such lesser amount as shall equal (i) the available but unused portion of the aggregate Commitments, then in accordance with effect or (ii) the Borrower’s instructions consistent with this Agreement by 3:00 p.m., New York City time, on the same Business Day that the Borrower gives notice amount of any Borrowing to the Agent fund drawings under Letters of such Borrowing by 1:00 p.m., New York City timeCredit).

Making of Loans. (a) Except as contemplated by Section 2.11Subject to the terms and conditions contained herein, each Bank severally agrees to make Loans shall be either ABR Loans to the Borrowers from time to time during the period from the Closing Date to the Final Maturity Date (or Eurodollar Loans as upon the Borrower may request subject to and earlier termination of the Commitment in accordance with this Sectionthe provisions hereof); provided that (i) no Loan shall be made if, providedafter giving effect to the making of such Loan (including, that all with respect to Loans made pursuant to Section 3.3(a), the same Borrowing shall, unless otherwise specifically provided herein, be Loans application of the same Type andproceeds thereof), providedthe outstanding principal amount of such Bank's Loans would exceed such Bank's Pro Rata Share of (A) the Commitment on such date less (B) the Letter of Credit Exposure, further(ii) no Loan shall be made if, that during after giving effect to the period commencing on making of such Loan, the Closing Date Total Exposure would exceed the Commitment and ending on (iii) no Loan denominated in a Foreign Currency shall be made if, after giving effect to the later making of such Loan, the Foreign Currency Exposure would exceed the Foreign Currency Sublimit. Subject to occur the Credit Agreement Final foregoing, each Loan shall be made to the requesting Borrower by each Bank in accordance with its Pro Rata Share of the then applicable Commitment as provided in clause (c) below. Loans requested hereunder (i) the date upon which the Final Order in Dollars, shall have been entered by the Bankruptcy Court be (x) if an ABR Loan, in a minimum principal amount of $500,000 and in integral multiples of $500,000 in excess thereof (except as expressly provided in Section 3.3) and (y) if a Eurodollar Loan, in a minimum principal amount of $1,000,000 and in integral multiples of $1,000,000 in excess thereof and (ii) in any Foreign Currency, shall be in a minimum principal amount equal to the date Dollar Equivalent Amount of $1,000,000 and in integral multiples of the Dollar Equivalent Amount of $500,000 in excess thereof. (b) Each Loan shall be either an ABR Loan or a Eurodollar Loan as the applicable Borrower may request in accordance with Section 2.3 hereof; provided that is 45 days after the date upon which the Interim Order shall have been entered by the Bankruptcy Court, all ABR Loans shall be ABR Loansdenominated in Dollars. Loans of more than one type may be outstanding at the same time; provided that there shall not at any time be more than a total of six Eurodollar Loans outstanding. Each Bank may may, at its option, fulfill its Tranche A Commitment Pro Rata Share with respect to any Eurodollar Loan or ABR Loan by causing any lending office a Lending Office of such Bank to make such Loan; provided provided, however, that any exercise of such use of a lending office option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement. Each Bank shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrower pursuant to Section 2.15. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than fifteen (15) Borrowings of Eurodollar Loans may be outstanding at any time. (bc) The Borrower Each Bank shall give the Agent prior notice advance its portion of each Borrowing Loan hereunder on the proposed date thereof by paying the required amount to the Administrative Agent in immediately available funds in the applicable Currency at the applicable Funding Office, at or prior to the applicable Funding Time, on the date of such Loan. The amounts made available by each Bank to the Administrative Agent will then be made available by the Administrative Agent to the applicable Borrower at least three Business Days for Eurodollar Loans and one Business Day for ABR Loans the applicable Funding Office, in like funds as received by the Administrative Agent (subjectwhich shall, in the case of ABR Loansborrowings by the US Borrower, be made available by credit of such funds to the last sentence general deposit account maintained by the US Borrower with the Administrative Agent). If a Loan is not made on any date requested by a Borrower because any condition precedent to such Loan hereunder shall not have been met or for any other reason, the Administrative Agent shall promptly return to each Bank which has advanced funds to the Administrative Agent any amounts so transferred. (d) Unless the Administrative Agent shall have received notice from a Bank prior to the proposed date of any Loan that such Bank will not make available to the Administrative Agent such Bank's share of such Loan, the Administrative Agent may assume that such Bank has made such share available on such date in accordance with paragraph (c) of this Section); Section and may, in reliance upon such notice shall be irrevocable and shall specify assumption, make available to the amount applicable Borrower a corresponding amount. In such event, if a Bank has not in fact made its share of the proposed Borrowing applicable Loan available to the Administrative Agent, then the applicable Bank and the applicable Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon, for each day from and including the date such amount is made available to such Borrower to but excluding the date of payment to the Administrative Agent, at (which shall not be less than $5,000,000 (and integral multiples of $1,000,000i) in the case of Eurodollar Loans such Bank, the greater of the Federal Funds Effective Rate and $1,000,000 a rate determined by the Administrative Agent in accordance with banking industry conventions on interbank compensation or (and integral multiples of $100,000ii) in the case of such Borrower, the interest rate applicable to ABR Loans) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Agent not later than 1:00 p.m., New York City time, on the third Business Day in the case of Eurodollar Loans and 12:00 noon, New York City time on the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made except as provided in the last sentence of this Section 2.06(b). Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as such Bank pays such amount to the Type of Administrative Agent, then such amount shall constitute such Bank's Loan, such notice shall be deemed a request for Borrowing of ABR Loans. The Agent shall promptly notify each Bank of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. On the borrowing date specified in such notice, each Bank shall make its share of the Borrowing available at the office of the Agent at 2▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, no later than 12:00 noon, New York City time, in immediately available funds. Upon receipt of the funds made available by the Banks to fund any borrowing hereunder, the Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the Borrower and shall use reasonable efforts to make the funds so received from the Banks available to the Borrower no later than 2:00 p.m. New York City time (other than as provided in the following sentence). With respect to ABR Loans of $50,000,000 or less, the Banks shall make such Borrowings available to the Agent and the Agent shall disburse such Borrowings in accordance with the Borrower’s instructions consistent with this Credit Agreement by 3:00 p.m., New York City time, on the same Business Day that the Borrower gives notice to the Agent of such Borrowing by 1:00 p.m., New York City time.Final