This Agreement and the extension of and amendments to the Five-Year Credit Agreement set forth in Paragraph 1 and Paragraph 2 above shall become effective on the date hereof, upon receipt by the Administrative Agent of duly executed counterparts of this Agreement that, when taken together, bear the signatures of the Company, the Administrative Agent and the Required Lenders (such date, the “ Effective Date ”). The Administrative Agent shall notify the Company and the Lenders of the Effective Date, and such notice shall be conclusive and binding.