Common use of Revolving Commitment Clause in Contracts

Revolving Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (the “Revolving Loans”) to the Borrower in Dollars from time to time in the amount of such Revolving Lender’s Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that (i) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Revolving Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("Revolving Loans") from time to time in from the Closing Date until the Maturity Date, or such earlier date as the Revolving Commitments shall have been terminated as provided herein; provided, however, that (i) the sum of the aggregate outstanding principal amount of Revolving Loans shall not exceed FIFTY MILLION DOLLARS ($50,000,000) (as such aggregate maximum amount may be reduced from time to time as provided in Section 3.4, the "Revolving Committed Amount"), (ii) with regard to each Lender individually, the sum of such Lender’s 's outstanding Revolving Loans plus such Lender's Participation Interests in Letters of Credit and LOC Obligations shall not exceed such Lender's Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that Committed Amount and (iiii) the sum of the aggregate outstanding principal amount of Revolving Loans plus LOC Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than ten (10) Eurodollar Loans which are Revolving Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject (a) Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans in U.S. dollars (the “Revolving Loans”) to the Borrower in Dollars from time to time during the Revolving Commitment Period in the an aggregate principal amount of at any one time outstanding which, when added to such Revolving Lender’s Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that sum of (i) the aggregate principal amount Letter of Revolving Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), Credit Outstandings and (ii) the aggregate principal amount of Revolving Obligations outstanding shall the Swingline Loans then outstanding, does not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, amount of such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. During the Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as Commitment Period the Borrower may requestuse the Revolving Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and may be repaid and reborrowed reborrowing, all in accordance with the provisions terms and conditions hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 1.2 and 1.6, provided that all Revolving Loans made as part of the same Borrowing shall, unless otherwise specifically provided herein, consist of Revolving Loans of the same Type. (b) The Borrower shall repay all outstanding Revolving Loans, together with all accrued and unpaid interest thereon and all other amounts payable hereunder, on the Revolving Facility Final Maturity Date.

Revolving Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally severally, but not jointly, agrees to make revolving credit loans in Dollars (the each a “Revolving LoansLoan”) to the Borrower in Dollars from time to time in an aggregate principal Dollar Amount of up to SEVENTY-FIVE MILLION DOLLARS ($75,000,000) (as such aggregate maximum amount may be increased from time to time as provided in Section 2.19 or reduced from time to time as provided in Section 2.5 or Section 4.1(o), the amount “Revolving Committed Amount”) for the purposes hereinafter set forth (such facility, the “Revolving Facility”); provided, however, that (A) with regard to each Revolving Lender individually, the sum of such Revolving Lender’s Revolving Commitment Percentage of the aggregate principal Dollar Amount of outstanding Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that (i) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, plus such Revolving Lender’s Revolving Commitment Percentage of outstanding Swingline Loans plus such Revolving Lender’s Revolving Commitment Percentage of outstanding LC Obligations plus such Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding Foreign Currency Reserve shall not at any time exceed such Revolving Lender’s Revolving CommitmentCommitment and (B) with regard to the Revolving Lenders collectively, the aggregate Revolving Credit Outstandings shall not exceed the Revolving Committed Amount then in effect. Revolving Loans may consist of Alternate Base Rate Loans or Eurodollar LIBOR Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Revolving Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("Revolving Loans") from time to time in from the amount of Closing Date until the Maturity Date, or such Revolving Lender’s Revolving Commitment Percentage of earlier date as the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forthCommitments shall have been terminated as provided herein; provided provided, however, that (i) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individuallythe Lenders collectively, such Revolving Lender’s Revolving Commitment Percentage the amount of the Revolving Obligations outstanding shall not at any time exceed the Revolving Committed Amount; provided, further, (ii) with regard to each Lender individually, such Lender's Revolving Commitment Percentage of the sum of the Revolving Loans plus LOC Obligations outstanding plus Swingline Loans outstanding shall not exceed such Lender's Revolving Lender’s Commitment Percentage of the Revolving CommitmentCommitted Amount. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than five Eurodollar Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject to the -------------------- terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (the “"Revolving Loans”loans") to the Borrower in Dollars from time to time in the --------------- amount of such Revolving Lender’s 's Revolving Commitment Percentage of the such Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that Revolving Loans hereunder -------- shall be available (and existing Revolving Loans may be extended and renewed) only if and where the Existing Credit Agreement shall be fully drawn upon and there shall be no remaining availability thereunder (that is, the liquidity facility established hereby shall be in the nature of an overadvance line); and provided further that (i) with regard to the Lenders collectively, the aggregate -------- ------- principal amount of Revolving Obligations outstanding shall not at any time shall not exceed FIVE the lesser of (A) ONE HUNDRED MILLION DOLLARS ($500,000,000100,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereofreferenced on Schedule 2.1(a), the “Total "Revolving Committed Amount”") or (B) until the -------------- -------------------------- Security Release Date relating to inventory (but not thereafter), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iiiii) with regard to each Revolving Lender individually, such Revolving Lender’s 's Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time shall not exceed such Lender's Revolving Lender’s Revolving CommitmentCommitted Amount. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("Revolving Loans") from time to time in from the Closing Date until the Maturity Date, or such earlier date as the Revolving Commitments shall have been terminated as provided herein; provided, however, that the sum of the aggregate outstanding principal amount of Revolving Loans shall not exceed FIFTY MILLION DOLLARS ($50,000,000) (as such aggregate maximum amount may be reduced from time to time as provided in Section 3.4, the "Revolving Committed Amount"); provided, further, (A) with regard to each Lender individually, such Lender’s 's outstanding Revolving Loans shall not exceed such Lender's Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that Committed Amount, and (iB) the sum of the aggregate outstanding principal amount of Revolving Loans plus LOC Obligations outstanding plus Swingline Loans shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than 6 Eurodollar Loans which are Revolving Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During Prior to the Commitment PeriodTermination Date, subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans in Dollars or in any Alternative Currency to the Borrower (the “Revolving Loans”) to the Borrower in Dollars from time to time in the amount of such Revolving Lender’s Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided provided, however, that (i) with regard to each Lender individually, the sum of such Lender’s share of outstanding Revolving Loans, plus such Lender’s Commitment Percentage of outstanding Swingline Loans, plus such Lender’s Commitment Percentage of LOC Obligations shall not exceed such Lender’s Commitment Percentage of the aggregate Committed Amount, and (ii) with regard to the Lenders collectively, the Advances Outstanding shall not exceed the aggregate Committed Amount then in effect. For purposes hereof, the aggregate amount available hereunder shall be NINE HUNDRED MILLION DOLLARS ($900,000,000.00) (as such aggregate maximum amount may be reduced from time to time as provided in Section 2.6, the “Committed Amount”) (for the avoidance of doubt, the Committed Amount of any Lender or Class of Lenders shall mean the aggregate Commitments of such Lender or Class of Lenders); provided, however, that the aggregate principal amount of all outstanding Revolving Loans and LOC Obligations outstanding in Alternative Currencies shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (the Alternative Currency Sub Limit. Revolving Loans denominated in Dollars may consist of Alternate Base Rate Loans or EURIBOR/LIBOR Rate Loans, or a combination thereof, as such amount the Initial Borrower may request, and may be increased or reduced from time to time repaid and reborrowed in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans denominated in any Alternative Currency may consist of Alternate Base Rate Loans or Eurodollar EURIBOR/LIBOR Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof. Notwithstanding the foregoing, any Revolving Loans made on the Closing Date or on either of the two Business Days immediately following the Closing Date may only consist of Alternate Base Rate Loans denominated in Dollars. Any Loans denominated in Dollars shall be made by each Lender at its Domestic Lending Office and any Loans denominated in any Alternative Currency shall be made by each Lender at its EURIBOR/LIBOR Lending Office.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Commitment Percentage of revolving credit loans (the “"Revolving Loans”") to the Borrower in Dollars from time to time in from the amount of Closing Date until the Termination Date, or such Revolving Lender’s Revolving Commitment Percentage of earlier date as the Revolving Loans requested by the Borrower hereunder Commitments shall have been terminated as provided herein for the purposes hereinafter set forth; provided, however, that Revolving Loans shall not be made hereunder until the Term Loan shall have been advanced by the Lenders pursuant to and in accordance with the terms of Section 2.2; provided further, however, that (i) the sum of the aggregate principal amount of outstanding Revolving Obligations outstanding Loans shall not at any time exceed EIGHTY-FIVE HUNDRED MILLION DOLLARS ($500,000,00085,000,000) (as such aggregate maximum amount may be increased or reduced from time to time as provided in accordance with the provisions hereofSection 3.4, the “Total "Revolving Committed Amount”"); provided, further, (i) with regard to each Lender individually, such Lender's outstanding Revolving Loans shall not exceed such Lender's Commitment Percentage of the Revolving Committed Amount, and (ii) with regard to the Lenders collectively, the aggregate principal amount of outstanding Revolving Loans plus LOC Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving CommitmentCommitted Amount. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, that no more than 12 separate Eurodollar Loans shall be outstanding hereunder at any time. For purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period. Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (the collectively, “Revolving Loans” and each a “Revolving Loan”) to the Borrower in Dollars from time to time in for the amount purposes hereinafter set forth; provided, however, that (i) with regard to each Revolving Lender individually, the sum of such Revolving Lender’s outstanding Revolving Loans plus such Revolving Lender’s LOC Commitment Percentage of LOC Obligations such shall not exceed such Revolving Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and (ii) with regard to the Revolving Lenders collectively, the sum of the aggregate amount of outstanding Revolving Loans requested by plus LOC Obligations plus Swingline Loans shall not exceed the Borrower hereunder for the Revolving Committed Amount. For purposes hereinafter set forth; provided that (i) hereof, the aggregate principal amount of Revolving Loans plus LOC Obligations plus the Swingline Loans that may be outstanding shall not at any time under this Section 2.1 shall not exceed FIVE THREE HUNDRED FIFTY MILLION DOLLARS ($500,000,000350,000,000) (as such aggregate maximum amount may be increased or reduced from time to time as provided in accordance with the provisions hereofSection 2.5 or 2.22, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Alternate Base Rate Loans, LIBOR Rate Loans or Eurodollar LIBOR Market Index Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof. LIBOR Rate Loans shall be made by each Lender at its LIBOR Lending Office and Alternate Base Rate Loans and LIBOR Market Index Rate Loans at its Domestic Lending Office.

Revolving Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (the “"Revolving Loans”") to the Parent Borrower in Dollars from time to time in the amount of such Revolving Lender’s Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided provided, however, that (i) with regard to each Lender individually, the sum of such Lender's outstanding Revolving Loans and SFG Revolving Loans plus such Lender's Revolving Commitment Percentage of Swingline Loans plus such Lender's LOC Commitment Percentage of LOC Obligations shall not exceed such Lender's Revolving Commitment Percentage of the Revolving Committed Amount and (ii) with regard to the Lenders collectively, the sum of the aggregate principal amount of outstanding Revolving Loans plus SFG Revolving Loans plus Swingline Loans plus LOC Obligations outstanding shall not at any time exceed the Revolving Committed Amount. For purposes hereof, the aggregate amount available under this Section 2.1(a) shall be EIGHT HUNDRED FIVE HUNDRED MILLION DOLLARS ($500,000,000805,000,000) (as such aggregate maximum amount may be increased or reduced from time to time as provided in accordance with the provisions hereofSection 2.8, the “Total "Revolving Committed Amount”"), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Alternate Base Rate Loans or Eurodollar LIBOR Rate Loans, or a combination thereof, as the Parent Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof. LIBOR Rate Loans shall be made by each Lender at its LIBOR Lending Office and Alternate Base Rate Loans at its Domestic Lending Office.

Revolving Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (the “Committed Revolving Loans”) in Dollars and in Available Foreign Currencies on any Business Day to the requesting Borrower in Dollars from time to time in the amount of such Revolving Lender’s Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forthor Borrowers; provided that (i) with respect to each Borrower, the aggregate principal amount of Revolving Obligations owing by such Borrower shall not exceed its Designated Borrowing Limit, (ii) with respect to the Revolving Lenders collectively, (A) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION ONE BILLION DOLLARS ($500,000,0001,000,000,000) (as such amount may be increased or reduced from time to time decreased in accordance with the provisions hereof, the “Total Aggregate Revolving Committed Amount”), ) and (iiB) the aggregate principal amount of Revolving Obligations outstanding in Foreign Currencies shall not at any time exceed THREE HUNDRED MILLION DOLLARS ($300,000,000) (as such amount may be decreased in accordance with the Borrowing Baseprovisions hereof, the “Aggregate Foreign Revolving Committed Amount”), and (iii) with regard respect to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Committed Revolving Obligations outstanding shall not at any time exceed such its respective Revolving Lender’s Revolving CommitmentCommitted Amount. Committed Revolving Loans may consist be comprised of Base Rate Loans or Eurodollar Loans, Eurocurrency Rate Loans, or a combination thereof, as the respective Borrower may request, request and may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender’s Applicable Percentage of revolving credit loans requested by the Borrower in Dollars (the “Revolving Loans”) to the Borrower in Dollars from time to time in from the amount of Closing Date until the Maturity Date, or such Revolving Lender’s Revolving Commitment Percentage of earlier date as the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forthCommitments shall have been terminated as provided herein; provided provided, however, that (i) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individuallythe Lenders collectively, such Revolving Lender’s Revolving Commitment Percentage the amount of the Revolving Obligations outstanding shall not at any time exceed the Revolving Committed Amount; provided, further, (ii) with regard to each Lender individually, such Lender’s Applicable Percentage of the sum of the Revolving Loans plus LOC Obligations outstanding plus Swingline Loans outstanding shall not exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than ten Eurodollar Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each U.S. Revolving Lender severally agrees to make available to Airgas such U.S. Revolving Lender's U.S. Revolving Commitment Percentage of revolving credit loans requested by Airgas in U.S. Dollars (the “"U.S. Revolving Loans”") to the Borrower in Dollars from time to time in from the amount of Closing Date until the Termination Date, or such earlier date as the U.S. Revolving Lender’s Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder Commitments shall have been terminated as provided herein for the purposes hereinafter set forth; provided provided, however, that (i) the aggregate principal amount of outstanding U.S. Revolving Obligations outstanding Loans shall not at any time exceed FIVE THREE HUNDRED EIGHT MILLION U.S. DOLLARS ($500,000,000308,000,000) (as such aggregate maximum amount may be increased or reduced from time to time as provided in accordance with the provisions hereofSection 4.4, the “Total "U.S. Revolving Committed Amount”"); provided, further, (i) with regard to each U.S. Revolving Lender individually, such U.S. Revolving Lender's outstanding U.S. Revolving Loans shall not exceed such U.S. Revolving Lender's U.S. Revolving Commitment Percentage of the U.S. Revolving Committed Amount and (ii) with regard to the U.S. Revolving Lenders collectively, the aggregate principal amount of outstanding U.S. Revolving Loans plus the aggregate principal amount of outstanding Competitive U.S. Loans plus the aggregate principal amount of outstanding U.S. Swingline Loans plus U.S. LOC Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each U.S. Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving CommitmentCommitted Amount. U.S. Revolving Loans may consist of U.S. Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower Airgas may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, that no more than 11 Eurodollar Loans shall be outstanding hereunder at any time. For purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period. U.S. Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("Loans") from time to time in from the amount of Closing Date until the Maturity Date, or such Revolving Lender’s Revolving Commitment Percentage of earlier date as the Revolving Loans requested by the Borrower hereunder Commitments shall have been terminated as provided herein for the purposes hereinafter set forth; provided, however, that the sum of the aggregate principal amount of outstanding Loans shall not exceed FIFTEEN MILLION DOLLARS ($15,000,000) (as such aggregate maximum amount may be reduced from time to time as provided that in Section 3.4, the "Committed Amount"); provided, further, (iA) with regard to each Lender individually, such Lender's outstanding Loans shall not exceed such Lender's Commitment Percentage of the Committed Amount, and (B) the aggregate principal amount of Revolving outstanding Loans plus LOC Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than 5 Eurodollar Loans shall be outstanding hereunder at any time. For purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period. Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Commitment Percentage of revolving credit loans (the “"Revolving Loans”") to the Borrower in Dollars from time to time in from the amount of Closing Date until the Termination Date, or such Revolving Lender’s Revolving Commitment Percentage of earlier date as the Revolving Loans requested by the Borrower hereunder Commitments shall have been terminated as provided herein for the purposes hereinafter set forth; provided further, however, that (i) the sum of the aggregate principal amount of outstanding Revolving Obligations outstanding Loans shall not at any time exceed SEVENTY-FIVE HUNDRED MILLION DOLLARS ($500,000,00075,000,000) (as such aggregate maximum amount may be increased or reduced from time to time as provided in accordance with the provisions hereofSection 3.4, the “Total "Revolving Committed Amount”"); provided, further, (i) with regard to each Lender individually, such Lender's outstanding Revolving Loans shall not exceed such Lender's Commitment Percentage of the Revolving Committed Amount, and (ii) with regard to the Lenders collectively, the aggregate principal amount of outstanding Revolving Loans plus LOC Obligations outstanding plus the aggregate principal amount of outstanding Competitive Loans plus the aggregate principal amount of outstanding Swingline Loans shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving CommitmentCommitted Amount. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, that no more than 12 separate Eurodollar Loans shall be outstanding hereunder at any time. For purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period. Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject to -------------------- the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (the “"Revolving Loans”") to the Borrower in Dollars from --------------- time to time in the amount of such Revolving Lender’s 's Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that (i) the aggregate principal amount -------- of Revolving Obligations outstanding shall not at any time exceed FIVE TWO HUNDRED NINETY MILLION DOLLARS ($500,000,000290,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “"Total ----- Revolving Committed Amount”"), (ii) the aggregate principal amount of Revolving Loan -------------------------- Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s 's Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s 's Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (the “"Revolving Loans”") to the Borrower in Dollars Borrowers from time to time in the an aggregate principal amount of up to such Revolving Lender’s 's Revolving Commitment Percentage of THIRTY-FIVE MILLION DOLLARS ($35,000,000) (as such aggregate maximum amount may be increased as provided in Section 2.4 or reduced from time to time as provided in Section 2.6, the "Revolving Loans requested by the Borrower hereunder Committed Amount") for the purposes hereinafter set forth; provided provided, however, that (i) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, the sum of such Lender's share of outstanding Revolving Loans plus such Lender’s 's Revolving Commitment Percentage of outstanding Swingline Loans plus such Lender's LOC Commitment Percentage of outstanding LOC Obligations shall not exceed such Lender's Revolving Commitment, and (ii) with regard to the Lenders collectively, the sum of the outstanding Revolving Loans plus outstanding Swingline Loans plus outstanding LOC Obligations shall not exceed the lesser of (A) the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving CommitmentCommitted Amount and (B) the Borrowing Base. Revolving Loans may consist of Alternate Base Rate Loans or Eurodollar LIBOR Rate Loans, or a combination thereof, as the Parent Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof. LIBOR Rate Loans shall be made by each Lender at its LIBOR Lending Office and Alternate Base Rate Loans at its Domestic Lending Office.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Revolving Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("Revolving Loans") from time to time in from the amount of Closing Date until the Maturity Date, or such earlier date as the Revolving Lender’s Revolving Commitment Percentage Commitments shall have been terminated as provided herein; provided, however, that the sum of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that (i) the aggregate outstanding principal amount of Revolving Obligations outstanding Loans shall not at any time exceed FIVE ONE HUNDRED MILLION DOLLARS ($500,000,000100,000,000) (as such aggregate maximum amount may be increased or reduced from time to time as provided in accordance with the provisions hereofSection 3.4, the “Total "Revolving Committed Amount”"); provided, further, (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iiiA) with regard to each Revolving Lender individually, such Lender's outstanding Revolving Loans shall not exceed such Lender’s 's Revolving Commitment Percentage Committed Amount, and (B) the sum of the aggregate outstanding principal amount of Revolving Loans plus LOC Obligations outstanding plus Swingline Loans shall not at any time exceed such the aggregate Revolving Lender’s Revolving CommitmentCommitted Amount. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than 8 Eurodollar Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and may be repaid and reborrowed conversions may, in accordance with the provisions hereof., be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest 29 35

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("Revolving Loans") from time to time in from the amount of Closing Date until the Conversion Date, or such Revolving Lender’s Revolving Commitment Percentage of earlier date as the Revolving Loans requested by the Borrower hereunder Commitments shall have been terminated as provided herein for the purposes hereinafter set forth; provided provided, however, that (i) the sum of the aggregate principal amount of outstanding Revolving Obligations outstanding Loans shall not at any time exceed FIVE HUNDRED FIFTY MILLION DOLLARS ($500,000,00050,000,000) (as such aggregate maximum amount may be increased or reduced from time to time as provided in accordance with the provisions hereofSection 3.4, the “Total "Revolving Committed Amount”"); provided, further, (i) with regard to each Lender individually, such Lender's outstanding Revolving Loans shall not exceed such Lender's Commitment Percentage of the Revolving Committed Amount, and (ii) with regard to the Lenders collectively, the aggregate principal amount of outstanding Revolving Obligations outstanding Loans shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving CommitmentCommitted Amount. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, that, prior to the Conversion Date, no more than 8 Eurodollar Loans shall be outstanding hereunder at any time. For purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period. Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans in Dollars (the “Revolving Loans”"REVOLVING LOANS") to the Borrower in Dollars from time to time in the amount of such Revolving Lender’s 's Revolving Commitment Percentage of the such Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided PROVIDED that (i) with regard to the aggregate principal Lenders collectively, the amount of the Revolving Obligations outstanding (including the Dollar Amount (determined as of the most recent Determination Date) of the outstanding Foreign Currency Loans) shall not at any time exceed FIVE HUNDRED MILLION DOLLARS the lesser of ($500,000,000A) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Aggregate Revolving Committed Amount”), Amount and (iiB) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iiiii) with regard to each Revolving Lender individually, the amount of such Revolving Lender’s 's Revolving Commitment Percentage of the sum of the Revolving Loans PLUS the Dollar Amount (determined as of the most recent Determination Date) of the Foreign Currency Loans PLUS LOC Obligations PLUS Swingline Loans outstanding shall not at any time exceed such Lender's Revolving Lender’s Revolving CommitmentCommitted Amount. Revolving Loans may consist of Base Rate Loans, CD Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (the “"Revolving Loans”") to the Borrower in Dollars from time to time in the amount of such Revolving Lender’s Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided provided, however, that (i) with regard to each Lender individually, the sum of such Lender's outstanding Revolving Loans plus such Lender's LOC Commitment Percentage of LOC Obligations shall not exceed such Lender's Revolving Commitment Percentage of the Revolving Committed Amount and (ii) with regard to the Lenders collectively, the sum of the aggregate amount of outstanding Revolving Loans plus LOC Obligations shall not exceed the Revolving Committed Amount. For purposes hereof, the aggregate principal amount of Revolving Loans plus LOC Obligations that may be outstanding shall not at any time under this Section 2.1(a) shall not exceed FIVE ONE HUNDRED MILLION Million DOLLARS ($500,000,000100,000,000) (as such aggregate maximum amount may be increased or reduced from time to time as provided in accordance with the provisions hereofSection 2.4, the “Total "Revolving Committed Amount”"), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Alternate Base Rate Loans, LIBOR Rate Loans or Eurodollar LIBOR Market Index Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof. LIBOR Rate Loans shall be made by each Lender at its LIBOR Lending Office and Alternate Base Rate Loans and LIBOR Market Index Rate Loans at its Domestic Lending Office.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Revolving Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("Revolving Loans") from time to time in from the amount of Amendment No. 4 Effective Date until the Maturity Date, or such Revolving Lender’s Revolving Commitment Percentage of earlier date as the Revolving Loans requested by the Borrower hereunder Commitments shall have been terminated as provided herein for the purposes hereinafter set forth; provided, however, that the sum of the aggregate principal amount of outstanding Revolving Loans shall not exceed TWENTY-FIVE MILLION DOLLARS ($25,000,000) (as such aggregate maximum amount may be reduced from time to time as provided that in Section 3.4, the "Revolving Committed Amount"); provided, further, (iA) with regard to each Lender individually, such Lender's outstanding Revolving Loans shall not exceed such Lender's Revolving Commitment Percentage of the Revolving Committed Amount, and (B) the aggregate principal amount of outstanding Revolving Loans plus LOC Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than 16 Eurodollar Loans shall be outstanding hereunder at any time. For purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period. Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to and upon the terms and conditions hereof-------------------- and relying upon the representations and warranties herein set forth, each Revolving Lender agrees, severally agrees and not jointly, at any time and from time to time from the Restatement Date until the Maturity Date, to make revolving credit loans (the “each a "Revolving Loan" and, collectively, "Revolving Loans”") to the Borrower for the purposes set forth in Dollars from time Section 9.13; provided, however, (i) with regard -------- ------- to time in the amount each Lender individually, such Lender's pro rata share of outstanding Revolving Loans shall not exceed such Revolving Lender’s Revolving 's Commitment Percentage of the Revolving Loans requested by Committed Amount, (ii) with regard to the Borrower hereunder for the purposes hereinafter set forth; provided that (i) Lenders collectively, the aggregate principal amount of Revolving Obligations Loans outstanding shall not at any time exceed ONE HUNDRED SEVENTY-FIVE HUNDRED MILLION DOLLARS ($500,000,000) (175,000,000), as such maximum amount may be increased or reduced from time to time as provided in accordance with the provisions hereofSection 2.05 or as otherwise provided herein (such amount, as so reduced from time to time, the “Total "Revolving Committed Amount”"), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard in addition to each the limitations set forth in the preceding subparagraphs (i) and (ii), in no event shall the sum of Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of Loans outstanding plus Swingline Loans outstanding plus the LOC Obligations ---- ---- outstanding plus Competitive Loans outstanding exceed the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving CommitmentCommitted ---- Amount. Revolving Loans hereunder may consist of Base Rate Loans or Eurodollar Rate Loans, Loans (or a combination thereof, ) as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender’s Revolving Commitment Percentage of revolving credit loans requested by the Borrower in Dollars (the “Revolving Loans”) to the Borrower in Dollars from time to time in from the amount of Closing Date until the Maturity Date, or such earlier date as the Revolving Commitments shall have been terminated as provided herein; provided, however, (i) with regard to each Lender individually, such Lender’s outstanding Revolving Loans shall not exceed such Lender’s Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that (i) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the sum of (A) the aggregate outstanding principal amount of Revolving Loans plus (B) the LOC Obligations outstanding plus (C) the Aggregate Derivative Reserve Amount shall not at any time exceed the Borrowing BaseRevolving Committed Amount, and (iii) with regard to each the sum of (A) the aggregate outstanding principal amount of Revolving Lender individuallyLoans plus (B) the LOC Obligations plus (C) the Aggregate Derivative Exposure Amount, such Revolving Lender’s Revolving Commitment Percentage of plus (D) the Revolving then-outstanding Term Loan Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitmentthe Borrowing Base. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may requestrequest (subject to the terms and conditions set forth herein); provided, however, that no more than ten (10) Eurodollar Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). The Revolving Loans made hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("Revolving Loans") from time to time in from the amount of Effective Date until the Maturity Date, or such Revolving Lender’s Revolving Commitment Percentage of earlier date as the Revolving Loans requested by Commitments shall have been terminated as provided herein; provided, that, the Borrower hereunder for the purposes hereinafter set forth; provided that (i) sum of the aggregate principal amount of outstanding Revolving Obligations outstanding Loans shall not at any time exceed FIVE HUNDRED TWENTY MILLION AND NO/100 DOLLARS ($500,000,00020,000,000.00) (as such aggregate maximum amount may be increased or reduced from time to time as provided in accordance with the provisions hereofSection 2.3 and Section 3.4, the “Total "Revolving Committed Amount”"); provided, (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Basefurther, and (iii) with regard to each Revolving Lender individually, that such Lender's outstanding Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding Loans shall not at any time exceed such Lender's Commitment Percentage of the Revolving Lender’s Revolving CommitmentCommitted Amount. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, that, no more than six (6) Eurodollar Loans shall be outstanding under this Agreement at any time. For purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings of Eurodollar Loans may, in accordance with the provisions hereof, be combined through extensions or conversions at the end of existing Interest Periods to constitute a single new Eurodollar Loan with the same Interest Period. Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions of this Agreement.

Revolving Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (the “Revolving Loans”) to the Borrower in Dollars from time to time in for the amount purposes hereinafter set forth; provided, however, that (i) with regard to each Lender individually, the sum of such Lender’s share of outstanding Revolving Loans plus such Lender’s Revolving Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Commitment Percentage of the aggregate Revolving Committed Amount, and (ii) with regard to the Lenders collectively, the sum of the aggregate amount of outstanding Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that (i) plus Swingline Loans plus LOC Obligations shall not exceed the aggregate principal Revolving Committed Amount. For purposes hereof, the aggregate amount of Revolving Obligations outstanding available hereunder shall not at any time exceed be TWO HUNDRED EIGHTY-FIVE HUNDRED MILLION DOLLARS ($500,000,000285,000,000) (as such aggregate maximum amount may be increased or reduced from time to time as provided in accordance with the provisions hereofSection 2.5, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Alternate Base Rate Loans or Eurodollar LIBOR Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof. LIBOR Rate Loans shall be made by each Lender at its LIBOR Lending Office and Alternate Base Rate Loans at its Domestic Lending Office.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Revolving Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("Revolving Loans") from time to time in from the amount of Closing Date until the Maturity Date, or such Revolving Lender’s Revolving Commitment Percentage of earlier date as the Revolving Loans requested by the Borrower hereunder Commitments shall have been terminated as provided herein for the purposes hereinafter set forth; provided provided, however, that (i) with regard to the Lenders collectively, the sum of the aggregate principal amount of outstanding Revolving Loans plus LOC Obligations outstanding plus Swingline Loans outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), Amount and (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Lender's outstanding Revolving Loans shall not exceed such Lender’s 's Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving CommitmentCommitted Amount. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, that no more than ten (10) Eurodollar Loans shall be outstanding hereunder at any time. For purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period. Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender’s Revolving Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars (“REVOLVING LOANS”) from time to time in from the Closing Date until the Maturity Date, or such earlier date as the Revolving Commitments shall have been terminated as provided herein; provided, HOWEVER, that (i) with regard to the Lenders collectively, the amount of the Revolving Obligations outstanding shall not exceed the Revolving Committed Amount; PROVIDED, FURTHER, (ii) with regard to each Lender individually, such Lender’s Revolving Commitment Percentage of the sum of the Revolving Loans PLUS LOC Obligations outstanding PLUS Swingline Loans outstanding shall not exceed such Lender’s Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that (i) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; PROVIDED, HOWEVER, that no more than ten Eurodollar Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Revolving Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (the “"Revolving Loans”") to the Borrower in Dollars from time to time in the amount of such Revolving Lender’s Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided provided, however, that (i) with regard to each Lender individually, the sum of such Lender's share of outstanding Revolving Loans plus such Lender's LOC Commitment Percentage of LOC Obligations plus such Lender's Swing Line Commitment Percentage of outstanding Swing Line Loans shall not exceed such Lender's Revolving Committed Amount, and (ii) with regard to the Lenders collectively, the sum of the aggregate principal amount of all outstanding Revolving Loans plus the aggregate amount of all outstanding LOC Obligations plus the aggregate amount of all outstanding Swing Line Loans plus the AAL Reserve shall not at any time exceed the lesser of (x) the Borrowing Base and (y) FIFTY-FIVE HUNDRED MILLION DOLLARS ($500,000,00055,000,000) (as such aggregate maximum amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”as provided herein), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof. Eurodollar Loans shall be made by each Lender at its Eurodollar Lending Office and Base Rate Loans at its Domestic Lending Office.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Revolving Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("Revolving Loans") from time to time in from the Closing Date until the Maturity Date, or such earlier date as the Revolving Commitments shall have been terminated as provided herein; provided, however, that the sum of the aggregate outstanding principal amount of Revolving Loans plus the aggregate amount of Swing Line Loans outstanding plus the outstanding LOC Obligations shall not exceed the lesser of (i) TWENTY FIVE MILLION DOLLARS ($25,000,000.00) (as such aggregate maximum amount may be reduced from time to time as provided in Section 3.4, the "Revolving Committed Amount") and (ii) the Borrowing Base; provided, further, with regard to each Lender individually, such Lender’s 's outstanding Revolving Loans plus its Participation Interests in Letters of Credit or LOC Obligations plus its Participation Interests in Swing Line Loans shall not exceed such Lender's Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that (i) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than 6 Eurodollar Loans which are Revolving Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Revolving Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("Revolving Loans") from time to time in from the amount of Effective Date until the Maturity Date, or such Revolving Lender’s Revolving Commitment Percentage of earlier date as the Revolving Loans requested by the Borrower hereunder Commitments shall have been terminated as provided herein for the purposes hereinafter set forth; provided provided, however, that (i) with regard to the Lenders collectively, the sum of the aggregate principal amount of outstanding Revolving Loans plus LOC Obligations outstanding plus Swingline Loans outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS the lesser of ($500,000,000A) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), Amount and (B) the Borrowing Base and (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Lender's outstanding Revolving Loans shall not exceed such Lender’s 's Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving CommitmentCommitted Amount. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, that no more than five (5) Eurodollar Loans shall be outstanding hereunder at any time. For purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period. Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans in Dollars (the “"Revolving Loans”") to the Borrower in Dollars and to the Canadian Borrower from time to time in the amount of such Revolving Lender’s Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided provided, however, that (i) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, the sum of such Revolving Lender’s 's Revolving Commitment Percentage of the aggregate principal amount of outstanding Revolving Loans plus outstanding Swingline Loans plus outstanding LOC Obligations shall not exceed such Revolving Lender's Revolving Commitment Percentage of the Revolving Committed Amount, (ii) with regard to the Revolving Lenders collectively, the sum of the aggregate principal amount of outstanding Revolving Loans plus outstanding Swingline Loans plus outstanding LOC Obligations outstanding shall not exceed the Revolving Committed Amount then in effect and (iii) the aggregate principal amount of outstanding Revolving Loans made to the Canadian Borrower shall not exceed $8,000,000 at any time. For purposes hereof, the aggregate principal amount available hereunder shall be THIRTY Million DOLLARS ($30,000,000) (as such aggregate maximum amount may be reduced from time exceed such to time as provided in Section 2.7, the "Revolving Lender’s Revolving CommitmentCommitted Amount"). Revolving Loans may consist of Alternate Base Rate Loans or Eurodollar LIBOR Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, (i) the Revolving Loans made on the Closing Date or on either of the two Business Days immediately following the Closing Date may only consist of Alternate Base Rate Loans and (ii) Revolving Loans made on the Closing Date shall not exceed $10,000,000. LIBOR Rate Loans shall be made by each Revolving Lender at its LIBOR Lending Office and Alternate Base Rate Loans at its Domestic Lending Office.

Revolving Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (the “"Revolving Loans”") to the Borrower in Dollars from time to time in the amount of such Revolving Lender’s Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided provided, however, that (i) with regard to each Lender individually, the sum of such Lender's share of outstanding Revolving Loans plus such Lender's Revolving Commitment Percentage of Swingline Loans plus such Lender's LOC Commitment Percentage of LOC Obligations shall not exceed such Lender's Revolving Commitment Percentage of the aggregate principal Revolving Committed Amount, and (ii) with regard to the Lenders collectively, the sum of the aggregate amount of outstanding Revolving Loans plus Swingline Loans plus LOC Obligations outstanding shall not at any time exceed the lesser of (A) the Revolving Committed Amount and (B) the Borrowing Base. For purposes hereof, the aggregate maximum amount available hereunder shall be TWENTY FIVE HUNDRED MILLION DOLLARS ($500,000,00025,000,000) (as such aggregate maximum amount may be increased or reduced from time to time as provided in accordance with the provisions hereofSection 2.7, the “Total "Revolving Committed Amount”"), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Alternate Base Rate Loans or Eurodollar LIBOR Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject (a) Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans in U.S. dollars (the “Revolving Loans”) to the Borrower in Dollars from time to time during the Revolving Commitment Period in the an aggregate principal amount of at any one time outstanding which, when added to such Revolving Lender’s Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that sum of (i) the aggregate principal amount Letter of Revolving Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), Credit Outstandings and (ii) the aggregate principal amount of Revolving Obligations outstanding shall the Swingline Loans then outstanding, does not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, amount of such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. During the Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as Commitment Period the Borrower may requestuse the Revolving Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and may be repaid and reborrowed reborrowing, all in accordance with the provisions terms and conditions hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections ‎1.2 and ‎1.6, provided that all Revolving Loans made as part of the same Borrowing shall, unless otherwise specifically provided herein, consist of Revolving Loans of the same Type. (b) The Borrower shall repay all outstanding Revolving Loans, together with all accrued and unpaid interest thereon and all other amounts payable hereunder, on the Revolving Facility Final Maturity Date.

Revolving Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (the “Revolving Loans”) to the Borrower in Dollars from time to time in for the amount purposes hereinafter set forth; provided, however, that (i) with regard to each Lender individually, the sum of such Lender’s outstanding Revolving Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and (ii) with regard to the Lenders collectively, the sum of the aggregate amount of outstanding Revolving Loans requested by plus LOC Obligations shall not exceed the Borrower hereunder for the Revolving Committed Amount. For purposes hereinafter set forth; provided that (i) hereof, the aggregate principal amount of Revolving Loans plus LOC Obligations that may be outstanding shall not at any time under this Section 2.1(a) shall not exceed FIVE TWO HUNDRED MILLION DOLLARS ($500,000,000200,000,000) (as such aggregate maximum amount may be increased or reduced from time to time as provided in accordance with the provisions hereofSection 2.4 or 2.21, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Alternate Base Rate Loans, LIBOR Rate Loans or Eurodollar LIBOR Market Index Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof. LIBOR Rate Loans shall be made by each Lender at its LIBOR Lending Office and Alternate Base Rate Loans and LIBOR Market Index Rate Loans at its Domestic Lending Office.

Revolving Commitment. During the Commitment Period, -------------------- subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (the “"Revolving Loans”") to the --------------- Borrower in Dollars from time to time in the amount of such Revolving Lender’s Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided provided, however, that (i) with regard to each Lender -------- ------- individually, the sum of such Lender's share of outstanding Revolving Loans plus such Lender's Revolving Commitment Percentage ---- of Swingline Loans plus such Lender's LOC Commitment Percentage of ---- LOC Obligations shall not exceed such Lender's Revolving Commitment Percentage of the aggregate principal Revolving Committed Amount, and (ii) with regard to the Lenders collectively, the sum of the aggregate amount of outstanding Revolving Obligations outstanding Loans plus Swingline Loans plus LOC ---- ---- Obligations, plus Competitive Loans shall not at any time exceed the Revolving ---- Committed Amount. For purposes hereof, the aggregate amount available hereunder shall be TWO Hundred FIVE HUNDRED MILLION Million DOLLARS ($500,000,000205,000,000) (as such aggregate maximum amount may be increased or reduced from time to time as provided in accordance with the provisions hereofSection 2.6, the “Total "Revolving --------- Committed Amount”"), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Alternate Base ---------------- Rate Loans or Eurodollar LIBOR Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof. LIBOR Rate Loans shall be made by each Lender at its LIBOR Lending Office and Alternate Base Rate Loans at its Domestic Lending Office.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Revolving Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("Revolving Loans") from time to time in from the amount of Closing Date until the Maturity Date, or such Revolving Lender’s Revolving Commitment Percentage of earlier date as the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forthCommitments shall have been terminated as provided herein; provided provided, however, that (i) with regard to the aggregate principal Lenders collectively, the amount of Revolving Obligations outstanding shall not at any time exceed the lesser of (A) TWO HUNDRED TWENTY-FIVE HUNDRED MILLION DOLLARS ($500,000,000225,000,000) (as such aggregate maximum amount may be increased or reduced from time to time as provided in accordance with the provisions hereofSection 3.4, the “Total "Revolving Committed Amount”)") and (B) the Borrowing Base less the outstanding Term Loan less LOC Obligations outstanding; provided, further, (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, the amount of such Revolving Lender’s 's Revolving Commitment Percentage of the sum of the Revolving Loans plus LOC Obligations outstanding shall not at any time exceed such Lender's Revolving Lender’s Revolving CommitmentCommitted Amount. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than ten (10) Eurodollar Loans shall be outstanding hereunder at any time, of which no more than seven (7) of such Eurodollar Loans shall be Revolving Loans (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender Bank severally agrees to make available to the Borrower such Bank's Revolving Commitment Percentage (as set forth on Schedule 2.1(a)) of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("Revolving Loans") from time to time in from the amount of Closing Date until the Maturity Date, or such Revolving Lender’s Revolving Commitment Percentage of earlier date as the Revolving Loans requested by Commitments shall have been terminated as provided herein; provided, however, that the Borrower hereunder for the purposes hereinafter set forth; provided that (i) sum of the aggregate principal amount of outstanding Revolving Obligations outstanding Loans shall not at any time exceed FIVE EIGHT HUNDRED MILLION DOLLARS ($500,000,000800,000,000) (as such aggregate maximum amount may be increased or reduced from form time to time as provided in accordance with the provisions hereofSection 3.4, the “Total "Revolving Committed Amount”"); provided, further, (i) with regard to each Bank individually, such Bank's outstanding Revolving Loans shall not exceed such Bank's Revolving Commitment, (ii) with regard to the Banks collectively, the aggregate principal amount of outstanding Revolving Loans plus the aggregate principal amount of Competitive Loans plus the Dollar Amount of the aggregate outstanding principal amount of Foreign Currency Loans, plus the aggregate principal amount of outstanding Swingline Loans plus the Dollar Amount of LOC Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving CommitmentCommitted Amount. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Eurocurrency Loans, or a combination thereof, as the Borrower may request; provided, and may however, that no more than eight (8) Eurocurrency Loans shall be repaid and reborrowed in accordance outstanding under this Section 2.1 at any time (it being understood that, for purposes hereof, Eurocurrency Loans with different Interest Periods shall be considered as separate Eurocurrency Loans, even if they begin on the provisions hereof.same date,

Revolving Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (the “"Revolving Loans”") to the Borrower in Dollars and Available Foreign Currency from time to time in the amount Dollar Amount of such Revolving Lender’s 's Revolving Commitment Percentage of the such Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that (i) with regard to the Lenders collectively, (A) the aggregate principal amount Dollar Amount of Revolving Obligations outstanding shall not at any time shall not exceed EIGHTY-FIVE HUNDRED MILLION DOLLARS ($500,000,00085,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total "Aggregate Revolving Committed Amount”), ") and (iiB) the aggregate principal amount Dollar Amount of Revolving Obligations Foreign Currency Loans outstanding shall not at any time shall not exceed TWENTY MILLION DOLLARS ($20,000,000) (as such amount may be reduced from time to time in accordance with the Borrowing Baseprovisions hereof, the "Aggregate Foreign Currency Committed Amount"), and (iiiii) with regard to each Revolving Lender individually, the Dollar Amount of such Revolving Lender’s 's Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time shall not exceed such Lender's Revolving Lender’s Revolving CommitmentCommitted Amount. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Eurocurrency Loans, or a combination thereof, as the Borrower may request, and except that Foreign Currency Loans shall be funded as Eurocurrency Loans only. Revolving Loans may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender’s Commitment Percentage of revolving credit loans requested by the Borrower in Dollars (the “Revolving Loans”) to the Borrower in Dollars from time to time in from the Closing Date until the Maturity Date, or such earlier date as the Revolving Commitments shall have been terminated as provided herein; provided, however, that the sum of the aggregate outstanding principal amount of Revolving Loans shall not exceed SEVENTY-FIVE MILLION DOLLARS ($75,000,000) (as such aggregate maximum amount may be reduced from time to time as provided in Section 3.4, the “Revolving Committed Amount”); provided, further, (A) with regard to each Lender individually, such Lender’s outstanding Revolving Loans shall not exceed such Lender’s Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that Committed Amount, and (iB) the sum of the aggregate outstanding principal amount of Revolving Loans plus LOC Obligations outstanding plus Swingline Loans shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than 6 Eurodollar Loans which are Revolving Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans in Dollars (the “"Revolving Loans”") to the Borrower in Dollars from time to time in the amount of such Revolving Lender’s 's Revolving Commitment Percentage of the such Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that (i) with regard to the aggregate principal amount Lenders collectively, the Dollar Amount (determined as of the most recent Determination Date) of Revolving Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Aggregate Revolving Committed Amount”), as reduced and (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, the Dollar Amount (determined as of the most recent Determination Date) of such Revolving Lender’s 's Revolving Commitment Percentage of the sum of the Revolving Loans plus Foreign Currency Loans plus LOC Obligations plus Swingline Loans outstanding shall not at any time exceed such Lender's Revolving Lender’s Revolving CommitmentCommitted Amount. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Eurocurrency Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject to the -------------------- terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (the “"Revolving Loans”") to the Borrower in Dollars from time to time in the --------------- amount of such Revolving Lender’s 's Revolving Commitment Percentage of the such Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that Revolving Loans hereunder -------- shall be available (and existing Revolving Loans may be extended and renewed) only if and where the Existing Credit Agreement shall be fully drawn upon and there shall be no remaining availability thereunder (that is, the liquidity facility established hereby shall be in the nature of an overadvance line); and provided further that (i) with regard to the Lenders collectively, the aggregate -------- ------- principal amount of Revolving Obligations outstanding shall not at any time shall not exceed FIVE the lesser of (A) ONE HUNDRED MILLION DOLLARS ($500,000,000100,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereofreferenced on Schedule 2.1(a), the “Total "Revolving Committed Amount”") or (B) until the Security --------------- -------------------------- Release Date relating to inventory (but not thereafter), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iiiii) with regard to each Revolving Lender individually, such Revolving Lender’s 's Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time shall not exceed such Lender's Revolving Lender’s Revolving CommitmentCommitted Amount. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Revolving Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans in Dollars (the “Revolving Loans”) to the Borrower in Dollars from time to time in for the amount purposes hereinafter set forth; provided, however, that (i) with regard to each Revolving Lender individually, the sum of such Revolving Lender’s Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that (i) the aggregate principal amount of outstanding Revolving Loans plus outstanding Swingline Loans plus outstanding Revolving LOC Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage and (ii) with regard to the Revolving Lenders collectively, the sum of the aggregate principal amount of outstanding Revolving Loans plus outstanding Swingline Loans plus outstanding Revolving LOC Obligations outstanding shall not exceed the Revolving Committed Amount then in effect. For purposes hereof, the aggregate principal amount available for Revolving Loan borrowings hereunder shall be ONE HUNDRED FIFTY MILLION DOLLARS ($150,000,000) (as such aggregate maximum amount may be reduced from time to time as provided in Section 2.8, the “Revolving Committed Amount”). LIBOR Rate Loans shall be made by each Revolving Lender at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of its LIBOR Lending Office and Alternate Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as at its Domestic Lending Office. No Revolving Loans shall be made on the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereofClosing Date.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make revolving credit loans (the “Revolving Loans”) available to the Borrower in Dollars from time to time in the amount of such Revolving Lender’s Revolving Commitment Percentage of the Revolving Loans revolving credit loans requested by the Borrower hereunder for in Dollars (“Revolving Loans”) from time to time from the purposes hereinafter set forthClosing Date until the Maturity Date, or such earlier date as the Revolving Commitments shall have been terminated as provided herein; provided provided, however, that (i) the sum of the aggregate outstanding principal amount of Revolving Obligations outstanding Loans shall not at any time exceed FIVE HUNDRED FIFTY MILLION DOLLARS ($500,000,00050,000,000) (as such aggregate maximum amount may be reduced or increased or reduced from time to time as provided in accordance with the provisions hereofSection 3.4, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, the sum of such Lender’s outstanding Revolving Loans plus such Lender’s Participation Interests in Letters of Credit and LOC Obligations shall not exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and (iii) the sum of the aggregate outstanding principal amount of Revolving Loans plus LOC Obligations outstanding shall not at any time exceed such the Revolving Lender’s Revolving CommitmentCommitted Amount. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than ten (10) Eurodollar Loans which are Revolving Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender’s Revolving Commitment Percentage of revolving credit loans requested by the Borrower in Dollars (the “Revolving Loans”) to the Borrower in Dollars from time to time in from the Closing Date until the Maturity Date, or such earlier date as the Revolving Commitments shall have been terminated as provided herein; provided, however, that the sum of the aggregate outstanding principal amount of Revolving Loans shall not exceed the lesser of (i) FIFTEEN MILLION DOLLARS ($15,000,000) (as such aggregate maximum amount may be reduced from time to time as provided in Section 3.4, the “Revolving Committed Amount”) and (ii) the Borrowing Base; provided, further, (A) with regard to each Lender individually, such Lender’s outstanding Revolving Loans shall not exceed such Lender’s Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that Committed Amount, and (iB) the sum of the aggregate outstanding principal amount of Revolving Loans plus LOC Obligations outstanding plus Swingline Loans shall not at any time exceed FIVE HUNDRED MILLION DOLLARS the lesser of ($500,000,0001) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), Amount and (ii2) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than five (5) Eurodollar Loans which are Revolving Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Revolving Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("Revolving Loans") from time to time from the Closing Date until the Maturity Date, or such earlier date as the Revolving Commitments shall have been terminated as provided herein; provided, however, that the sum of the aggregate principal amount of outstanding Revolving Loans shall not exceed THIRTY MILLION DOLLARS ($30,000,000) (as such aggregate maximum amount may be reduced from time to time as provided in Section 3.4, the "Revolving Committed Amount"); provided, further, (A) with regard to each Lender individually, the sum of the aggregate outstanding principal amount of such Lender's Revolving Loans plus Participation Interests shall not exceed such Lender’s 's Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that Committed Amount, and (iB) the sum of the aggregate outstanding principal amount of Revolving Loans plus LOC Obligations outstanding plus Swingline Loans shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than 10 Eurodollar Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Revolving Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("Revolving Loans") from time to time in from the Closing Date until the Maturity Date, or such earlier date as the Revolving Commitments shall have been terminated as provided herein; provided, however, that the sum of the aggregate outstanding principal amount of Revolving Loans plus the aggregate amount of Swing Line Loans outstanding plus the outstanding LOC Obligations shall not exceed SEVENTY FIVE MILLION DOLLARS ($75,000,000.00) (as such aggregate maximum amount may be reduced from time to time as provided in Section 3.4, the "Revolving Committed Amount"); provided, further, with regard to each Lender individually, such Lender’s 's outstanding Revolving Loans plus its Participation Interests in Letters of Credit or LOC Obligations plus its Participation Interests in Swing Line Loans shall not exceed such Lender's Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that (i) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than 10 Eurodollar Loans which are Revolving Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Revolving Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("REVOLVING LOANS") from time to time in from the amount of Closing Date until the Maturity Date, or such Revolving Lender’s Revolving Commitment Percentage of earlier date as the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forthCommitments shall have been terminated as provided herein; provided provided, HOWEVER, that (i) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individuallythe Lenders collectively, such Revolving Lender’s Revolving Commitment Percentage the amount of the Revolving Obligations outstanding shall not at any time exceed the Revolving Committed Amount; PROVIDED, FURTHER, (ii) with regard to each Lender individually, such Lender's Revolving Commitment Percentage of the sum of the Revolving Loans PLUS LOC Obligations outstanding PLUS Swingline Loans outstanding shall not exceed such Lender's Revolving Lender’s Commitment Percentage of the Revolving CommitmentCommitted Amount. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; PROVIDED, HOWEVER, that no more than ten Eurodollar Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Revolving Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("Revolving Loans") from time to time in from the amount of Effective Date until the Maturity Date, or such Revolving Lender’s Revolving Commitment Percentage of earlier date as the Revolving Loans requested by Commitments shall have been terminated as provided herein; provided, that, the Borrower hereunder for the purposes hereinafter set forth; provided that (i) sum of the aggregate principal amount of outstanding Revolving Obligations outstanding Loans shall not at any time exceed an amount equal to THIRTY FIVE HUNDRED MILLION AND NO/100 DOLLARS ($500,000,00035,000,000.00) (as such aggregate maximum amount may be increased or reduced from time to time as provided in accordance with the provisions hereofSection 3.4, the “Total "Revolving Committed Amount”"); provided, (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Basefurther, and (iii) with regard to each Revolving Lender individually, that such Lender's outstanding Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding Loans shall not at any time exceed such Lender's Revolving Lender’s Commitment Percentage of the Revolving CommitmentCommitted Amount. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, that, no more than six (6) Eurodollar Loans shall be outstanding under this Agreement at any time. For purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings of Eurodollar Loans may, in accordance with the provisions hereof, be combined through extensions or conversions at the end of existing Interest Periods to constitute a single new Eurodollar Loan with the same Interest Period. Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions of this Agreement.

Revolving Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans in Dollars and Available Foreign Currencies (the “Revolving Loans”) to the Borrower in Dollars from time to time in the amount of such Revolving Lender’s Revolving Commitment Percentage of the such Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that (i) with regard to the Lenders collectively, the aggregate principal amount Dollar Amount (determined as of Revolving the most recent Determination Date) of Obligations outstanding at any time shall not exceed the Aggregate Revolving Committed Amount, (ii) with regard to each Lender individually, the aggregate principal Dollar Amount (determined as of the most recent Determination Date) of such Lender’s Revolving Commitment Percentage of Committed Obligations outstanding at any time shall not exceed such Lender’s Revolving Committed Amount, and (iii) the aggregate principal Dollar Amount (determined as of the most recent Determination Date) of Obligations in Available Foreign Currencies shall not at any time exceed EIGHTY-FIVE HUNDRED MILLION DOLLARS ($500,000,00085,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Foreign Currencies Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate LIBOR Loans, or a combination thereof, as the Borrower may request, and Revolving Loans denominated in Available Foreign Currencies shall consist solely of LIBOR Loans, and may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (the “"Revolving Loans”") to the Borrower in Dollars from time to time in the an aggregate principal amount of up to SEVENTY-FIVE MILLION DOLLARS ($75,000,000) (as such aggregate maximum amount may be reduced from time to time as provided in Section 2.6, the "Aggregate Revolving Lender’s Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder Committed Amount") for the purposes hereinafter set forth; provided provided, however, that (i) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, the sum of such Revolving Lender’s 's share of outstanding Revolving Loans plus such Revolving Lender's Revolving Commitment Percentage of the outstanding Swingline Loans plus such Revolving Lender's LOC Commitment Percentage of LOC Obligations outstanding shall not at any time exceed such Revolving Lender’s 's Revolving CommitmentCommitted Amount, and (ii) with regard to the Revolving Lenders collectively, the sum of the outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations shall not exceed the Aggregate Revolving Committed Amount. Revolving Loans may consist of Alternate Base Rate Loans or Eurodollar LIBOR Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof. LIBOR Rate Loans shall be made by each Revolving Lender at its LIBOR Lending Office and Alternate Base Rate Loans at its Domestic Lending Office.

Revolving Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (the “"Revolving Loans”") to the Borrower in Dollars from time to time in the amount of such Revolving Lender’s Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided provided, however, that (i) with regard to each Lender individually, the sum of such Lender's share of outstanding Revolving Loans plus such Lender's Revolving Commitment Percentage of Swingline Loans plus such Lender's LOC Commitment Percentage of LOC Obligations shall not exceed such Lender's Revolving Committed Amount, and (ii) with regard to the Lenders collectively, the sum of the aggregate principal amount of outstanding Revolving Loans plus Swingline Loans plus the aggregate amount of LOC Obligations outstanding shall not at any time exceed ONE HUNDRED TWENTY-FIVE HUNDRED MILLION DOLLARS ($500,000,000125,000,000) (as such aggregate maximum amount may be increased or reduced from time to time in accordance with the provisions hereofas provided herein, the “Total "Revolving Committed Amount”"), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof. Eurodollar Loans shall be made by each Lender at its Eurodollar Lending Office and Base Rate Loans at its Domestic Lending Office.

Revolving Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (the “Revolving Loans”) available to the Borrower in Dollars from time to time in the amount of such Revolving Lender’s Revolving Commitment Percentage of revolving credit loans (“Revolving Loans”) in an aggregate principal amount of up to ONE HUNDRED FIFTY MILLION DOLLARS ($150,000,000) (as reduced from time to time as provided in Section 2.7, the “Revolving Loans requested by the Borrower hereunder Committed Amount”) for the purposes hereinafter set forth; provided provided, however, that (i) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, the sum of such Revolving Lender’s share of outstanding Revolving Loans plus such Revolving Lender’s Revolving Commitment Percentage of the outstanding Swingline Loans plus such Revolving Lender’s Revolving Commitment Percentage of LOC Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving CommitmentCommitted Amount, and (ii) with regard to the Revolving Lenders collectively, the sum of the outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations shall not exceed the Revolving Committed Amount. Revolving Loans may consist of Alternate Base Rate Loans or Eurodollar LIBOR Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided that all Revolving Loans made on the Closing Date or on any of the first two Business Days following the Closing Date shall only consist of Alternate Base Rate Loans.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Revolving Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("REVOLVING LOANS") from time to time in from the amount of Closing Date until the Maturity Date, or such Revolving Lender’s Revolving Commitment Percentage of earlier date as the Revolving Loans requested by the Borrower hereunder Commitments shall have been terminated as provided herein for the purposes hereinafter set forth; PROVIDED, HOWEVER, that the sum of the aggregate principal amount of outstanding Revolving Loans shall not exceed FORTY MILLION DOLLARS ($40,000,000) (provided, that until the time that amounts outstanding under the loan agreement in connection with the Illinois IRB shall have been paid in full as set forth in Section 7.17, the aggregate principal amount of outstanding Revolving Loans shall not exceed $37,500,000), (as such aggregate maximum amount may be reduced from time to time as provided that in Section 3.4, the "REVOLVING COMMITTED AMOUNT"); PROVIDED, FURTHER, (iA) with regard to each Lender individually, such Lender's outstanding Revolving Loans shall not exceed such Lender's Revolving Commitment Percentage of the Revolving Committed Amount, and (B) the aggregate principal amount of outstanding Revolving Loans PLUS LOC Obligations PLUS outstanding Swingline Loans outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; PROVIDED, HOWEVER, that no more than 10 Eurodollar Loans shall be outstanding in the aggregate under this Credit Agreement at any time. For purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period. Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Revolving Lender’s Commitment Percentage of revolving credit loans requested by the Borrower in Dollars (the “Revolving Loans”) to the Borrower in Dollars from time to time in from the amount of Closing Date until the Maturity Date, or such earlier date as the Revolving Lender’s Revolving Commitment Percentage Commitments shall have been terminated as provided herein; provided, however, that the sum of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that (i) the aggregate outstanding principal amount of Revolving Obligations outstanding Loans shall not at any time exceed SEVENTY-FIVE HUNDRED MILLION DOLLARS ($500,000,00075,000,000) (as such aggregate maximum amount may be increased or reduced from time to time as provided in accordance with the provisions hereofSection 3.4, the “Total Revolving Committed Amount”); provided, further, (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iiiA) with regard to each Revolving Lender individually, such Revolving Lender’s outstanding Revolving Loans shall not exceed such Revolving Lender’s Commitment Percentage of the Revolving Committed Amount, and (B) the sum of the aggregate outstanding principal amount of Revolving Loans plus LOC Obligations outstanding plus Swingline Loans shall not at any time exceed such the Revolving Lender’s Revolving CommitmentCommitted Amount. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than 6 Eurodollar Loans which are Revolving Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Revolving Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("Revolving Loans") from time to time in from the amount of Closing Date until the Maturity Date, or such Revolving Lender’s Revolving Commitment Percentage of earlier date as the Revolving Loans requested by Commitments shall have been terminated as provided herein; provided, however, that the Borrower hereunder for the purposes hereinafter set forth; provided that (i) sum of the aggregate principal amount of outstanding Revolving Obligations outstanding Loans shall not at any time exceed FIVE HUNDRED FIFTY MILLION DOLLARS ($500,000,00050,000,000) (as such aggregate maximum amount may be increased or reduced from time to time as provided in accordance with the provisions hereofSection 3.4, the “Total "Revolving Committed Amount”"); provided, further, (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iiiA) with regard to each Revolving Lender individually, such Lender's outstanding Revolving Loans shall not exceed such Lender’s 's Revolving Commitment Percentage of the Revolving Committed Amount, and (B) the aggregate principal amount of outstanding Revolving Loans plus LOC Obligations outstanding plus the aggregate principal amount of outstanding Swingline Loans shall not at any time exceed such the Revolving Lender’s Revolving CommitmentCommitted Amount. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than 10 Eurodollar Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make revolving credit loans (the “"Revolving Loans”") to the Borrower in Dollars Borrowers from time to time in from the amount of Closing Date until the Termination Date, or such Revolving Lender’s Revolving Commitment Percentage of earlier date as the Revolving Loans requested by the Borrower hereunder Commitments shall have been terminated as provided herein for the purposes hereinafter set forth; provided provided, however, that (i) the sum of the aggregate principal amount of outstanding Revolving Obligations outstanding Loans shall not at any time exceed FIVE the Revolving Committed Amount and; provided, further, (i) with regard to each Lender individually, such Lender's share of outstanding Loans shall not exceed such Lender's Revolving Commitment Percentage of the Revolving Committed Amount, (ii) with regard to the Lenders collectively, the aggregate principal amount of outstanding Obligations shall not exceed TWO HUNDRED FIFTY MILLION DOLLARS ($500,000,000250,000,000) (as such aggregate maximum amount may be increased or reduced from time to time as provided in accordance with the provisions hereofSection 3.4, the “Total "Revolving Committed Amount”), (ii") the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individuallythe Lenders collectively, such Revolving Lender’s Revolving Commitment Percentage the aggregate principal amount of the Revolving Obligations outstanding shall not at any time exceed such the Revolving Lender’s Revolving CommitmentCommitted Amount. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower Borrowers may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, that no more than six Eurodollar Loans shall be outstanding hereunder at any time. For purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date and have the same duration, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period. Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Revolving Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("REVOLVING LOANS") from time to time in from the Closing Date until the Maturity Date, or such earlier date as the Revolving Commitments shall have been terminated as provided herein; provided, however, that the sum of the aggregate outstanding principal amount of Revolving Loans shall not exceed TWO HUNDRED MILLION DOLLARS ($200,000,000) (as such aggregate maximum amount may be reduced from time to time as provided in Section 3.4, the "REVOLVING COMMITTED AMOUNT"); provided, further, (A) with regard to each Lender individually, such Lender's outstanding Revolving Loans shall not exceed such Lender’s 's Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that Committed Amount, and (iB) the sum of the aggregate outstanding principal amount of Revolving Loans plus LOC Obligations outstanding plus Swingline Loans shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage . The initial advance of the Revolving Obligations outstanding Loans on the Closing Date shall not at any time exceed such Revolving Lender’s Revolving Commitmentconsist solely of Base Rate Loans. Thereafter, Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than 15 Eurodollar Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans in Dollars and Available Foreign Currencies (the “Revolving Loans”) to the Borrower in Dollars from time to time in the amount of such Revolving Lender’s Revolving Commitment Percentage of the such Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that (i) with regard to the Lenders collectively, the aggregate principal amount Dollar Amount (determined as of the most recent Determination Date) of Revolving Obligations outstanding at any time shall not exceed the Aggregate Revolving Committed Amount, (ii) with regard to each Lender individually, the aggregate principal Dollar Amount (determined as of the most recent Determination Date) of such Lender’s Revolving Commitment Percentage of Revolving Obligations outstanding at any time shall not exceed such Lender’s Revolving Committed Amount, and (iii) the aggregate principal Dollar Amount (determined as of the most recent Determination Date) of Revolving Obligations in Available Foreign Currencies shall not at any time exceed FIVE SIX HUNDRED MILLION DOLLARS ($500,000,000600,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Foreign Currencies Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate LIBOR Loans, or a combination thereof, as the Borrower may request, and Revolving Loans denominated in Available Foreign Currencies shall consist solely of LIBOR Loans, and may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally severally, but not jointly, agrees to make revolving credit loans (the “"Revolving Loans”") to the Borrower in Dollars from time to time in the an aggregate principal amount of up to ONE HUNDRED FIFTY Million DOLLARS ($150,000,000) (as such aggregate maximum amount may reduced from time to time as provided in Section 2.5, the "Aggregate Revolving Lender’s Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder Committed Amount") for the purposes hereinafter set forth; provided provided, however, that (i) with regard to each Lender individually, the aggregate principal amount of such Lender's Revolving Commitment Percentage of outstanding Revolving Loans plus such Lender's Revolving Commitment Percentage of outstanding Swingline Loans plus such Lender's LOC Commitment Percentage of LOC Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Lender's Revolving Committed Amount”), Amount and (ii) with regard to the Lenders collectively, the aggregate principal amount of the outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Aggregate Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving CommitmentCommitted Amount. Revolving Loans may consist of Alternate Base Rate Loans or Eurodollar LIBOR Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, Revolving Loans made on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Alternate Base Rate Loans. LIBOR Rate Loans shall be made by each Lender at its LIBOR Lending Office and Alternate Base Rate Loans at its Domestic Lending Office.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Revolving Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("Revolving Loans") from time to time in from the Closing Date until the Maturity Date, or such earlier date as the Revolving Commitments shall have been terminated as provided herein; provided, however, that the sum of the aggregate outstanding principal amount of Revolving Loans plus the aggregate amount of Swingline Loans outstanding plus the outstanding LOC Obligations shall not exceed TWO HUNDRED FIFTY MILLION DOLLARS ($250,000,000) (as such aggregate maximum amount may be reduced from time to time as provided in Section 3.4, the "Revolving Committed Amount"); provided, further, with regard to each Lender individually, such Lender’s 's outstanding Revolving Loans plus its Participation Interests in Swingline Loans and LOC Obligations shall not exceed such Lender's Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that (i) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than six (6) Eurodollar Loans which are Revolving Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Revolving Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("Revolving Loans") from time to time in from the amount of Closing Date until the Maturity Date, or such Revolving Lender’s Revolving Commitment Percentage of earlier date as the Revolving Loans requested by the Borrower hereunder Commitments shall have been terminated as provided herein for the purposes hereinafter set forth; provided, however, that the sum of the aggregate principal amount of outstanding Revolving Loans shall not exceed TWO HUNDRED MILLION DOLLARS ($200,000,000) (as such aggregate maximum amount may be reduced from time to time as provided that in Section 3.4, the "Revolving Committed Amount"); provided, further, (iA) with regard to each Lender individually, such Lender's outstanding Revolving Loans shall not exceed such Lender's Revolving Commitment Percentage of the Revolving Committed Amount, and (B) the aggregate principal amount of outstanding Revolving Loans plus LOC Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than 15 Eurodollar Loans shall be outstanding under this Credit Agreement at any time. For purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period. Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (the “Revolving Loans”) to the Borrower in Dollars from time to time in for the amount purposes hereinafter set forth; provided, however, that (i) with regard to each Lender individually, the sum of such Lender’s share of outstanding Revolving Loans plus such Lender’s Revolving Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Commitment Percentage of the aggregate Revolving Committed Amount, and (ii) with regard to the Lenders collectively, the sum of the aggregate amount of outstanding Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that (i) plus Swingline Loans plus LOC Obligations shall not exceed the aggregate principal Revolving Committed Amount. For purposes hereof, the aggregate amount of Revolving Obligations outstanding available hereunder shall not at any time exceed FIVE be ONE HUNDRED FIFTY MILLION DOLLARS ($500,000,000150,000,000) (as such aggregate maximum amount may be increased or reduced from time to time as provided in accordance with the provisions hereofSection 2.5, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Alternate Base Rate Loans or Eurodollar LIBOR Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof. LIBOR Rate Loans shall be made by each Lender at its LIBOR Lending Office and Alternate Base Rate Loans at its Domestic Lending Office.

Revolving Commitment. During the Commitment Period, subject Subject to and upon the terms and conditions and -------------------- relying upon the representations and warranties herein set forth, each Lender agrees, severally and not jointly, at any time and from time to time from the Closing Date until the Revolving Period Termination Date, as the same may be extended pursuant to Section 2.01(e) hereof, each Revolving Lender severally agrees to make revolving credit loans (the “each a "Revolving Loan" and, collectively, "Revolving Loans”") to the Borrower Borrowers -------------- --------------- for the purposes set forth in Dollars from time Section 9.13; provided, however, (i) with regard -------- ------- to time in the amount each Lender individually, such Lender's pro rata share of outstanding Revolving Loans shall not exceed such Revolving Lender’s Revolving 's Commitment Percentage of the Revolving Loans requested by Committed Amount, (ii) with regard to the Borrower hereunder for the purposes hereinafter set forth; provided that (i) Lenders collectively, the aggregate principal amount of Revolving Obligations Loans outstanding shall not at any time exceed FIVE TWO HUNDRED MILLION DOLLARS ($500,000,000) (200,000,000), as such maximum amount may be increased or reduced from time to time as provided in accordance with the provisions hereofSections 2.03 and 3.02 (such amount, as so reduced from time to time, the “Total "Revolving Committed Amount”"), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard in addition to each the -------------------------- limitations set forth in the preceding subparagraphs (i) and (ii), in no event shall the sum of Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of Loans outstanding plus Competitive Loans outstanding ---- exceed the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving CommitmentCommitted Amount. Revolving Loans hereunder may consist of Base Rate Loans or Eurodollar Rate Loans, Loans (or a combination thereof, ) as the either Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof. The aggregate outstanding principal amount of the Revolving Loans as of the Revolving Period Termination Date, together with all accrued and unpaid interest thereon, shall be due and payable in full on the Maturity Date in accordance with the provisions of Section 2.01(c) below.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofof the Credit Agreement and in reliance upon the representations and warranties set forth in the Credit Agreement, each Revolving Lender severally agrees to make available to ▇▇▇▇ such Lender's Commitment Percentage of revolving credit loans in Dollars (the “"Revolving Loans”") to the Borrower in Dollars from time to time from the Closing Date until the Termination Date, or such earlier date as the Revolving Commitments shall have been terminated as provided in the amount of such Revolving Lender’s Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder Credit Agreement for the purposes hereinafter set forth; provided further, however, that (i) the sum of the aggregate principal amount of outstanding Revolving Obligations outstanding Loans shall not at any time exceed SEVENTY-FIVE HUNDRED MILLION DOLLARS ($500,000,000S75,000,000) (as such aggregate maximum amount may be increased or reduced from time to time as provided in accordance with the provisions hereofSection 3.4, the “Total "Revolving Committed Amount”"); provided, further, (i) with regard to each Lender individually, such Lender's outstanding Revolving Loans shall not exceed such Lender's Commitment Percentage of the Revolving Committed Amount, and (ii) with regard to the Lenders collectively, the aggregate principal amount of outstanding Revolving Loans plus Domestic LOC Obligations outstanding plus the aggregate principal amount of outstanding Competitive Loans plus the aggregate principal amount of outstanding Swingline Loans plus the Dollar Amount (as determined as of the most recent Determination Date) of the aggregate principal amount of outstanding Foreign Currency Loans plus the Dollar Amount (as determined as of the most recent Determination Date) of Foreign LOC Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof.Committed

Revolving Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (the “"Revolving Loans”") to the Borrower in Dollars from time to time in the amount of such Revolving Lender’s Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided provided, however, that (i) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, the sum of such Revolving Lender’s 's share of outstanding Revolving Loans plus such Revolving Lender's Revolving Commitment Percentage of the outstanding Swingline Loans plus such Revolving Lender's Revolving Commitment Percentage of outstanding LOC Obligations outstanding shall not at any time exceed such Revolving Lender’s 's Revolving CommitmentCommitment and (ii) with regard to the Revolving Lenders collectively, the sum of the aggregate amount of outstanding Revolving Loans plus outstanding Swingline Loans plus outstanding LOC Obligations shall not exceed the Revolving Committed Amount then in effect. For purposes hereof, the aggregate maximum amount available hereunder shall be FIFTY MILLION DOLLARS ($50,000,000) (as such aggregate maximum amount may be reduced from time to time as provided in Section 2.7, the "Revolving Committed Amount"). Revolving Loans may consist of Alternate Base Rate Loans or Eurodollar LIBOR Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof. LIBOR Rate Loans shall be made by each Revolving Lender at its LIBOR Lending Office and Alternate Base Rate Loans at its Domestic Lending Office.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Revolving Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("Revolving Loans") from time to time in from the amount of Closing Date until the Maturity Date, or such earlier date as the Revolving Lender’s Revolving Commitment Percentage Commitments shall have been terminated as provided herein; provided, however, that the sum of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that (i) the aggregate outstanding principal amount of Revolving Obligations outstanding Loans shall not at any time exceed FIVE ONE HUNDRED MILLION DOLLARS ($500,000,000100,000,000) (as such aggregate maximum amount may be increased or reduced from time to time as provided in accordance with the provisions hereofSection 3.4, the “Total "Revolving Committed Amount”"); provided, further, (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iiiA) with regard to each Revolving Lender individually, such Lender's outstanding Revolving Loans shall not exceed such Lender’s 's Revolving Commitment Percentage Committed Amount, and (B) the sum of the aggregate outstanding principal amount of Revolving Loans plus LOC Obligations outstanding plus Swingline Loans shall not at any time exceed such the aggregate Revolving Lender’s Revolving CommitmentCommitted Amount. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than 8 Eurodollar Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Revolving Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (the “Revolving Loans”) to the Borrower in Dollars from time to time in for the purposes hereinafter set forth; provided, however, that (i) with regard to each Lender individually, the amount of such Revolving Lender’s share of outstanding Loans shall not exceed such Lender’s Revolving Commitment Percentage of the aggregate Revolving Loans requested by Committed Amount, and (ii) with regard to the Borrower hereunder for the purposes hereinafter set forth; provided that (i) Lenders collectively, the aggregate principal amount of Revolving Obligations outstanding Loans shall not at any time exceed the aggregate Revolving Committed Amount then in effect. For purposes hereof, the aggregate amount available hereunder shall be THIRTY FIVE HUNDRED MILLION DOLLARS ($500,000,00035,000,000) (as such aggregate maximum amount may be increased or reduced from time to time as provided in accordance with the provisions hereofSection 2.3, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Alternate Base Rate Loans or Eurodollar LIBOR Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, the Loans made on the Closing Date or on either of the two Business Days immediately following the Closing Date may only consist of Alternate Base Rate Loans. LIBOR Rate Loans shall be made by each Lender at its LIBOR Lending Office and Alternate Base Rate Loans at its Domestic Lending Office.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Revolving Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("Revolving Loans") from time to time in from the Closing Date until the Maturity Date, or such earlier date as the Revolving Commitments shall have been terminated as provided herein; provided, however, that the sum of the aggregate outstanding principal amount of Revolving Loans plus the aggregate amount of Swing Line Loans outstanding plus the outstanding LOC Obligations shall not exceed EIGHTY-FIVE MILLION DOLLARS ($85,000,000.00) (as such aggregate maximum amount may be reduced from time to time as provided in Section 3.4, the "Revolving Committed Amount"); provided, further, with regard to each Lender individually, such Lender’s 's outstanding Revolving Loans plus its Participation Interests in Letters of Credit or LOC Obligations plus its Participation Interests in Swing Line Loans shall not exceed such Lender's Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that (i) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than 10 Eurodollar Loans which are Revolving Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofset forth in this Agreement, each Revolving Lender of the Lenders severally agrees to make revolving credit loans lend to Borrower, and Borrower may borrow (the “Revolving Loans”and repay and reborrow) to the Borrower in Dollars from time to time between the Closing Date and the Maturity Date upon notice by Borrower to Agent given in accordance with §2.5, such sums as are requested by Borrower for the purposes set forth in §2.7 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) such Revolving Lender’s Revolving Commitment minus such Lender’s Percentage of Outstanding Swing Line Loans and Letters of Credit, and (ii) such Lender’s Percentage of the Borrowing Base minus (A) such Lender’s Percentage of Outstanding Swing Line Loans and Letters of Credit, minus (B) such Lender’s Outstanding Term Loan minus (C) such Lender’s Percentage of the outstanding principal amount of the loans under the MGP/UPS Credit Facility; provided, that, in all events no Default or Event of Default shall have occurred and be continuing, or shall result therefrom. The Revolving Loans requested shall be made pro rata in accordance with each Lender’s Percentage. Each request for a Revolving Loan hereunder shall constitute a representation and warranty by Borrower that all of the conditions set forth in §10 and §11, as applicable, have been satisfied on the date of such request. No Lender shall have any obligation to make Revolving Loans to Borrower hereunder for the purposes hereinafter set forth; provided that (i) the in an aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as which exceeds such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make revolving credit loans (the “"Committed Revolving Loans”") to the Borrower in Dollars Borrowers from time to time in from the amount of Closing Date until the day 364 days after the date hereof, or such Revolving Lender’s Revolving Commitment Percentage of later date if such date is extended pursuant to this Section 2.1(a) or such earlier date as the Revolving Loans requested by Commitments shall have been terminated as provided herein (the Borrower hereunder "Termination Date") for the purposes hereinafter set forth; provided provided, however, that (i) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, the sum of such Lender's share of outstanding Committed Revolving Loans (other than Committed Revolving Loans made for the purpose of repaying Competitive Loans but not yet so applied) shall not exceed such Lender’s 's Revolving Commitment Percentage Committed Amount, and (ii) with regard to the Lenders collectively, the sum of the aggregate amount of outstanding Committed Revolving Obligations outstanding Loans (other than Committed Revolving Loans made for the purpose of repaying Competitive Loans but not yet so applied) plus the aggregate amount of Competitive Loans (other than Competitive Loans made for the purpose of repaying Committed Revolving Loans but not yet so applied) shall not at any exceed TWO HUNDRED FIFTY MILLION DOLLARS ($250,000,000) (as such aggregate maximum amount may be reduced from time exceed such to time, the "Revolving Lender’s Revolving CommitmentCommitted Amount"). Committed Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower Borrowers may request, and may be prepaid or repaid and reborrowed in accordance with the provisions hereof; provided, however, that no more than ten (10) Eurodollar Loans shall be outstanding hereunder at any time. For purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period. Either Borrower may, within ninety (90) days prior to the Termination Date, by notice to the Agent, make written request of the Lenders to extend the Termination Date for an additional period of 364 days. Each of the Lenders must consent to any such extension (subject to the Borrowers' right to terminate or replace the Commitments of non-consenting Lenders as set forth below). The Agent will give prompt notice to each of the Lenders of its receipt of any such request for extension of the Termination Date. Each Lender shall make a determination not later than thirty (30) days prior to the then applicable Termination Date as to whether or not it will agree to extend the Termination Date as requested; provided, however, that failure by any Lender to make a timely response to the Borrowers' request for extension of the Termination Date shall be deemed to constitute a refusal by the Lender to extend the Termination Date. If, in response to a request for an extension of the Termination Date, each of the Lenders agrees to the requested extension, then the Termination Date shall be extended for the requested additional period of 364 days. If, however, in response to a request for an extension of the Termination Date, one or more Lenders shall fail to agree to the requested extension (the "Disapproving Lenders"), then the Borrowers shall have the right (so long as all Disapproving Lenders are treated as described in either clauses (A) or (B) below) to either (A) replace each such Disapproving Lender with one or more Replacement Lenders pursuant to Section 3.15 so long as at the time of such replacement, each such Replacement Lender consents to the proposed extension of the Termination Date or (B) terminate such Disapproving Lender's Commitment and repay all outstanding Loans of such Disapproving Lender in accordance with Sections 3.3(c) and 3.3(f), provided that, unless the Commitments terminated and Loans repaid pursuant to the preceding clause (B) are immediately replaced in full at such time through the addition of new Lenders or the increase of the Commitments and/or outstanding Loans of existing Lenders (who in each case must specifically consent to any such increase), then in the case of any action pursuant to the preceding clause (B), subject to the following proviso, the Required Lenders (determined before giving effect to the proposed action) shall specifically consent to such termination of Commitment and repayment of Loans, provided further, notwithstanding the foregoing proviso, each of the Lenders (other than the Lender whose Commitment is being terminated) shall specifically consent to such termination of Commitment and repayment of Loans if the aggregate amount of Commitments terminated pursuant to this Section 2.1(a) (including the proposed termination) plus the aggregate amount of Commitments terminated pursuant to Section 3.17 plus the aggregate amount of Commitments terminated pursuant to Section 11.6(b) shall exceed $35,000,000. If, prior to the applicable Termination Date, the Borrowers either replace or terminate the Commitments of the Disapproving Lenders in accordance with the foregoing terms, then the Termination Date shall be extended for the requested additional period of 364 days. If, however, the Borrowers fail to either replace or terminate the Commitments of the Disapproving Lenders prior to the applicable Termination Date in accordance with the foregoing terms, then the Termination Date shall not be extended for the requested additional period of 364 days.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("Revolving Loans") from time to time in from the Effective Date until the Maturity Date, or such earlier date as the Revolving Commitments shall have been terminated as provided herein; provided, however, that the sum of the aggregate outstanding principal amount of Revolving Loans shall not exceed FIFTY MILLION DOLLARS ($50,000,000) (as such aggregate maximum amount may be reduced from time to time as provided in Section 3.4, the "Revolving Committed Amount"); provided, further, (A) with regard to each Lender individually, such Lender’s 's outstanding Revolving Loans shall not exceed such Lender's Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that Committed Amount, and (iB) the sum of the aggregate outstanding principal amount of Revolving Loans plus LOC Obligations outstanding plus Swingline Loans shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than 10 Eurodollar Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender’s Revolving Commitment Percentage of revolving credit loans requested by the Borrower in Dollars (the “Revolving Loans”) to the Borrower in Dollars from time to time in from the Closing Date until the Maturity Date, or such earlier date as the Revolving Commitments shall have been terminated as provided herein; provided, however, that the sum of the aggregate outstanding principal amount of Revolving Loans shall not exceed TWENTY FIVE MILLION DOLLARS ($25,000,000) (as such aggregate maximum amount may be reduced from time to time as provided in Section 3.4, the “Revolving Committed Amount”); provided, further, (A) with regard to each Lender individually, such Lender’s outstanding Revolving Loans shall not exceed such Lender’s Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that Committed Amount, and (iB) the sum of the aggregate outstanding principal amount of Revolving Loans plus LOC Obligations outstanding plus Swingline Loans shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate LIBOR Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than ten (10) LIBOR Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, LIBOR Loans with different Interest Periods shall be considered as separate LIBOR Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new LIBOR Loan with a single Interest Period). Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (the “Revolving Loans”) to the Borrower in Dollars from time to time in for the amount purposes hereinafter set forth; provided, however, that (i) with regard to each Lender individually, the sum of such Lender’s share of outstanding Revolving Loans plus such Lender’s Revolving Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Commitment Percentage of the aggregate Revolving Committed Amount, and (ii) with regard to the Lenders collectively, the sum of the aggregate amount of outstanding Revolving Loans requested by plus Swingline Loans plus LOC Obligations shall not exceed the Borrower hereunder for the Revolving Committed Amount. For purposes hereinafter set forth; provided that (i) hereof, the aggregate principal amount of Revolving Obligations outstanding available hereunder shall not at any time exceed be TWENTY FIVE HUNDRED MILLION DOLLARS ($500,000,00025,000,000) (as such aggregate maximum amount may be increased or reduced from time to time as provided in accordance with the provisions hereofSection 2.7, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Alternate Base Rate Loans or Eurodollar LIBOR Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During From the Commitment PeriodClosing Date through the Maturity Date, or such earlier date on which the Revolving Commitments hereunder are terminated, subject to the terms and conditions hereof, each Revolving Lender severally Bank severally, but not jointly, agrees to make revolving credit loans (the “Revolving Loans”) to the Borrower in Dollars Company from time to time in the an aggregate principal amount of up to ONE HUNDRED MILLION DOLLARS ($100,000,000) (as such Revolving Lender’s Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder aggregate maximum amount may be reduced from time to time as provided in Section 2.9 and/or increased pursuant to Section 2.6) for the purposes hereinafter set forth; provided provided, however, that (i) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender Bank individually, the sum of such Revolving LenderBank’s Revolving Commitment Percentage of the outstanding Loans plus such Bank’s Revolving Commitment Percentage of outstanding Swingline Loans plus such Bank’s LOC Commitment Percentage of LOC Obligations outstanding shall not at any time exceed such Bank’s Committed Amount, and (ii) with regard to the Banks collectively, the sum of the outstanding Loans plus the outstanding Swingline Loans plus outstanding LOC Obligations shall not exceed the aggregate Revolving Lender’s Revolving CommitmentCommitted Amount of all of the Banks. Revolving Loans may consist of Base Rate Loans or Eurodollar LIBO Rate Loans, or a combination thereof, as the Borrower Company may request, and may be repaid and reborrowed in accordance with the provisions hereof. LIBO Rate Loans shall be made by each Bank at its LIBO Lending Office and Alternate Base Rate Loans at its Domestic Lending Office.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Revolving Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("Revolving Loans") from time to time in from the Funding Date until the Maturity Date, or such earlier date as the Revolving Commitments shall have been terminated as provided herein; provided, however, that the sum of the aggregate outstanding principal amount of Revolving Loans shall not exceed NINETY THREE MILLION DOLLARS ($93,000,000) (as such aggregate maximum amount may be reduced from time to time as provided in Section 3.4, the "Revolving Committed Amount"); provided, further, (A) with regard to each Lender individually, such Lender’s 's outstanding Revolving Loans shall not exceed such Lender's Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that Committed Amount, (iB) the sum of the aggregate outstanding principal amount of Revolving Obligations outstanding Loans shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (iiC) the aggregate principal amount of a Revolving Obligations outstanding Loan borrowing shall not at any time exceed the Borrowing Base, only be made available once per calendar month and (iiiD) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of Loan borrowing is subject to the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitmentconditions set forth in Schedule 4.3. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than six Eurodollar Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and may be repaid and reborrowed conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Once repaid, the Revolving Loans cannot be reborrowed. No Revolving Loans shall be made available during the Extension Period.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereof, of this Agreement each Revolving Lender severally agrees to make revolving credit loans (the “one or more Revolving Loans”) Loans to the Borrower in Dollars from time to time, on any Business Day during the Availability Period, in an amount not to exceed at any time in outstanding the amount of such Revolving Lender’s Commitment which, subject to the other terms and conditions of this Agreement, Borrower may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01 (the “Revolving Commitment Facility”). Lenders’ commitments to lend under the Revolving Facility shall expire at 1:00 p.m. on the last Business Day preceding the Termination Date, provided that, Borrower’s obligations and Lenders’ rights under the Loan Documents shall continue in full force and effect until the Obligation is paid in full. Revolving Loans under the Revolving Facility are subject to the following conditions: (i) each Revolving Borrowing (unless the remaining Available Revolving Amount is less) must be in an amount not less than $500,000 or a whole multiple of $100,000 (if a Base Rate Loan) or $500,000 or a whole multiple of $100,000 (if a Eurocurrency Rate Loan) in excess thereof; (ii) no Revolving Borrowing may exceed the Available Revolving Amount; and (iii) after giving effect to any Revolving Loan, (1) the Outstanding Amount of all Revolving Loans, L/C Obligations, and Swing Line Loans may not exceed the Revolving Committed Amount, (2) the Total Outstandings shall not exceed the Aggregate Commitments, and (3) the aggregate Outstanding Amount of the Committed Loans of any Lender, plus such Lender’s Applicable Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that (i) the aggregate principal amount Outstanding Amount of Revolving Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as all L/C Obligations, plus such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Applicable Percentage of the Revolving Obligations outstanding Outstanding Amount of all Swing Line Loans shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof.”

Revolving Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (the “Revolving Loans”"REVOLVING LOANS") to the Borrower in Dollars from time to time in the amount of such Revolving Lender’s Revolving Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided PROVIDED, HOWEVER, that (i) with regard to each Lender individually, the sum of such Lender's share of outstanding Revolving Loans PLUS such Lender's Revolving Commitment Percentage of Swingline Loans PLUS such Lender's LOC Commitment Percentage of LOC Obligations shall not exceed such Lender's Revolving Commitment Percentage of the aggregate principal Revolving Committed Amount, and (ii) with regard to the Lenders collectively, the sum of the aggregate amount of outstanding Revolving Loans PLUS Swingline Loans PLUS LOC Obligations outstanding shall not at any time exceed the Revolving Committed Amount. For purposes hereof, the aggregate amount available hereunder shall be TWENTY FIVE HUNDRED MILLION DOLLARS ($500,000,00025,000,000) (as such aggregate maximum amount may be increased or reduced from time to time as provided in accordance with the provisions hereofSection 2.7, the “Total Revolving Committed Amount”"REVOLVING COMMITTED AMOUNT"), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Alternate Base Rate Loans or Eurodollar LIBOR Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Revolving Lender’s Commitment Percentage of revolving credit loans requested by the Borrower in Dollars (the “Revolving Loans”) to the Borrower in Dollars from time to time in from the amount of Closing Date until the Maturity Date, or such earlier date as the Revolving Lender’s Revolving Commitment Percentage Commitments shall have been terminated as provided herein; provided, however, that the sum of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that (i) the aggregate outstanding principal amount of Revolving Obligations outstanding Loans shall not at any time exceed SEVENTY FIVE HUNDRED MILLION DOLLARS ($500,000,00075,000,000) (as such aggregate maximum amount may be increased or reduced from time to time as provided in accordance with the provisions hereofSection 3.4, the “Total Revolving Committed Amount”); provided, further, (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iiiA) with regard to each Revolving Lender individually, such Revolving Lender’s outstanding Revolving Loans shall not exceed such Revolving Lender’s Commitment Percentage of the Revolving Committed Amount, and (B) the sum of the aggregate outstanding principal amount of Revolving Loans plus LOC Obligations outstanding plus Swingline Loans shall not at any time exceed such the Revolving Lender’s Revolving CommitmentCommitted Amount. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than 6 Eurodollar Loans which are Revolving Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Revolving Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("Revolving Loans") from time to time in from the amount of Closing Date until the Maturity Date, or such Revolving Lender’s Revolving Commitment Percentage of earlier date as the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forthCommitments shall have been terminated as provided herein; provided provided, however, that (i) with regard to the aggregate principal amount Lenders collectively, the Dollar Amount (determined as of the most recent Determination Date) of Revolving Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS the lesser of ($500,000,000A) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (B) the Available Revolving Committed Amount and (C) the Borrowing Base; provided, further, (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, the Dollar Amount (determined as of the most recent Determination Date) of such Revolving Lender’s 's Revolving Commitment Percentage of the sum of the Revolving Loans plus Foreign Currency Loans plus LOC Obligations plus Swingline Loans outstanding shall not at any time exceed such Lender's Revolving Lender’s Revolving CommitmentCommitted Amount. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Eurocurrency Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than eight (8) Eurocurrency Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurocurrency Loans with different Interest Periods shall be considered as separate Eurocurrency Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurocurrency Loan with a single Interest Period). Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans in Dollars and Available Foreign Currencies (the “Revolving Loans”) to the Borrower in Dollars from time to time in the amount of such Revolving Lender’s Revolving Commitment Percentage of the such Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that (i) with regard to the Lenders collectively, the aggregate principal amount Dollar Amount (determined as of Revolving the most recent Determination Date) of Obligations outstanding at any time shall not exceed the Aggregate Revolving Committed Amount, (ii) with regard to each Lender individually, the aggregate principal Dollar Amount (determined as of the most recent Determination Date) of such Lender’s Revolving Commitment Percentage of Committed Obligations outstanding at any time shall not exceed such Lender’s Revolving Committed Amount, and (iii) the aggregate principal Dollar Amount (determined as of the most recent Determination Date) of Obligations in Available Foreign Currencies shall not at any time exceed FIVE TWO HUNDRED MILLION DOLLARS ($500,000,000200,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Foreign Currencies Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate LIBOR Loans, or a combination thereof, as the Borrower may request, and Revolving Loans denominated in Available Foreign Currencies shall consist solely of LIBOR Loans, and may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject (a) Subject to the terms and conditions hereof, each Revolving Lender severally the Bank agrees to make revolving credit loans (the “Revolving Loans”) to the Borrower in Dollars (the "Revolving Credit Loans") and issue Letters of Credit for the account of the Borrower from time to time in during the amount of Revolving Commitment Period; provided, that, after giving immediate effect to such Revolving Lender’s Revolving Commitment Percentage Credit Loan(s) and/or Letter(s) of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that Credit, (i) the Revolving Credit Exposure shall not exceed the lesser of (x) the Revolving Commitment or (y) the Borrowing Base and (ii) the LC Exposure shall not exceed the LC Sublimit, as such amounts may be reduced as provided in this Agreement. During the Revolving Commitment Period the Borrower may use the Revolving Commitment (i) for obtaining Revolving Credit Loans by borrowing, prepaying in whole or in part and reborrowing on a revolving basis, all in accordance with the terms and conditions hereof and (ii) for the issuance of Letters of Credit by the issuance, repayment and/or termination in whole or in part and reissuance on a revolving basis, all in accordance with the terms and conditions hereof. Within the limits as set forth above in this Section 2.1(a), and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2. 1(a), prepay under Section 2.10(a), and reborrow under this Section 2.1(a). Revolving Credit Loans may be Fluctuating Rate Loans or LIBOR Loans, as further provided herein. (b) The Borrower shall repay to the Bank on the Maturity Date the aggregate principal amount of all Revolving Obligations Credit Loans outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as on such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof.date

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender's Commitment Percentage of revolving credit loans (the “Revolving Loans”) to requested by the Borrower in Dollars ("Revolving Loans") from time to time in from the Initial Funding Date until the Maturity Date, or such earlier date as the Revolving Commitments shall have been terminated as provided herein; provided, however, that the sum of the aggregate outstanding principal amount of Revolving Loans shall not exceed FIFTEEN MILLION DOLLARS ($15,000,000) (as such aggregate maximum amount may be reduced from time to time as provided in Section 3.4, the "Revolving Committed Amount"); provided, further, (A) with regard to each Lender individually, such Lender’s 's outstanding Revolving Loans shall not exceed such Lender's Commitment Percentage of the Revolving Loans requested by the Borrower hereunder for the purposes hereinafter set forth; provided that Committed Amount, and (iB) the sum of the aggregate outstanding principal amount of Revolving Loans plus LOC Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than 5 Eurodollar Loans which are Revolving Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Revolving Lender severally agrees to make available to the Borrower such Lender’s Revolving Commitment Percentage of revolving credit loans requested by the Borrower in Dollars (the “Revolving Loans”) to the Borrower in Dollars from time to time in from the Closing Date until the Maturity Date, or such earlier date as the Revolving Commitments shall have been terminated as provided herein; provided, however, that the sum of the aggregate outstanding principal amount of Revolving Loans shall not, at any time, exceed the lesser of (i) the Revolving Committed Amount and (ii) the Borrowing Base; provided, further, (A) with regard to each Lender individually, such Lender’s outstanding Revolving Loans shall not exceed such Lender’s Revolving Commitment Percentage of the Revolving Loans requested by Committed Amount, and (B) the Borrower hereunder for the purposes hereinafter set forth; provided that sum of (i1) the aggregate outstanding principal amount of Revolving Loans plus (2) the LOC Obligations outstanding plus (3) the Aggregate Derivative Reserve Amount shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as such amount may be increased or reduced from time to time in accordance with the provisions hereof, lesser of the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed Amount and the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than ten (10) Eurodollar Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Revolving Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofset forth in this Agreement, each Revolving Lender of the Lenders severally agrees to make revolving credit loans lend to Borrower, and Borrower may borrow (the “Revolving Loans”and repay and reborrow) to the Borrower in Dollars from time to time between the Closing Date and the Maturity Date upon notice by Borrower to Agent given in accordance with §2.5, such sums as are requested by Borrower for the purposes set forth in §2.7 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) such Revolving Lender’s Revolving Commitment minus such Lender’s Percentage of Outstanding Swing Line Loans and Letters of Credit, and (ii) such Lender’s Percentage of the Borrowing Base minus (A) such Lender’s Percentage of Outstanding Swing Line Loans and Letters of Credit, minus (B) such Lender’s Percentage of the outstanding principal amount of the loans under the MGP/UPS Credit Facility; provided, that, in all events no Default or Event of Default shall have occurred and be continuing, or shall result therefrom. The Revolving Loans requested shall be made pro rata in accordance with each Lender’s Percentage. Each request for a Revolving Loan hereunder shall constitute a representation and warranty by Borrower that all of the conditions set forth in §10 and §11, as applicable, have been satisfied on the date of such request. No Lender shall have any obligation to make Revolving Loans to Borrower hereunder for the purposes hereinafter set forth; provided that (i) the in an aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed FIVE HUNDRED MILLION DOLLARS ($500,000,000) (as which exceeds such amount may be increased or reduced from time to time in accordance with the provisions hereof, the “Total Revolving Committed Amount”), (ii) the aggregate principal amount of Revolving Obligations outstanding shall not at any time exceed the Borrowing Base, and (iii) with regard to each Revolving Lender individually, such Revolving Lender’s Revolving Commitment Percentage of the Revolving Obligations outstanding shall not at any time exceed such Revolving Lender’s Revolving Commitment. Revolving Loans may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof.