REQUEST) AND BEFORE 10:30 A.M. (NEW YORK
CITY TIME) ON THE PROPOSED BORROWING DATE (IN THE CASE OF BID LOANS REQUESTED BY
AN ABSOLUTE RATE BID LOAN REQUEST) EITHER, IN ITS ABSOLUTE DISCRETION:
(A) CANCEL SUCH BID LOAN REQUEST BY GIVING THE ADMINISTRATIVE AGENT TELEPHONE
NOTICE TO THAT EFFECT, OR
(B) ACCEPT ONE OR MORE OF THE OFFERS MADE BY ANY BID LOAN BANK OR BID LOAN BANKS
PURSUANT TO CLAUSE (II) OR CLAUSE (III) OF THIS SUBSECTION 2.2(B), AS THE CASE
MAY BE, BY GIVING TELEPHONE NOTICE TO THE ADMINISTRATIVE AGENT (IMMEDIATELY
CONFIRMED BY DELIVERY TO THE ADMINISTRATIVE AGENT AT THE ADDRESS SET FORTH IN
CLAUSE (I)(A) OF THIS SUBSECTION 2.2(B) OF A BID LOAN CONFIRMATION) OF THE
AMOUNT OF BID LOANS FOR EACH RELEVANT INTEREST PERIOD TO BE MADE BY EACH BID
LOAN BANK (WHICH AMOUNT SHALL BE EQUAL TO OR LESS THAN THE MAXIMUM AMOUNT FOR
SUCH INTEREST PERIOD SPECIFIED IN THE BID LOAN OFFER OF SUCH BID LOAN BANK, AND
FOR ALL INTEREST PERIODS INCLUDED IN SUCH BID LOAN OFFER SHALL BE EQUAL TO OR
LESS THAN THE AGGREGATE MAXIMUM AMOUNT SPECIFIED IN SUCH BID LOAN OFFER FOR ALL
SUCH INTEREST PERIODS) AND REJECT ANY REMAINING OFFERS MADE BY BID LOAN BANKS
PURSUANT TO CLAUSE (II) OR CLAUSE (III) ABOVE, AS THE CASE MAY BE; PROVIDED,
HOWEVER, THAT (X) SUCH BORROWER MAY NOT ACCEPT OFFERS FOR BID LOANS FOR ANY
INTEREST PERIOD IN AN AGGREGATE PRINCIPAL AMOUNT IN EXCESS OF THE MAXIMUM
PRINCIPAL AMOUNT REQUESTED FOR SUCH INTEREST PERIOD IN THE RELATED BID LOAN
REQUEST, (Y) IF SUCH BORROWER ACCEPTS ANY SUCH OFFERS, IT MUST ACCEPT OFFERS
STRICTLY BASED UPON PRICING (STARTING WITH THE LOWEST PRICING) FOR SUCH RELEVANT
INTEREST PERIOD AND UPON NO OTHER CRITERIA WHATSOEVER AND (Z) IF TWO OR MORE BID
LOAN BANKS SUBMIT OFFERS FOR ANY INTEREST PERIOD AT IDENTICAL PRICING AND SUCH
BORROWER ACCEPTS ANY OF SUCH OFFERS BUT DOES NOT WISH TO BORROW THE TOTAL AMOUNT
OFFERED BY SUCH BID LOAN BANKS WITH SUCH IDENTICAL PRICING, SUCH BORROWER
20
SHALL ACCEPT OFFERS FROM ALL OF SUCH BID LOAN BANKS IN AMOUNTS ALLOCATED AMONG
THEM PRO RATA ACCORDING TO THE AMOUNTS OFFERED BY SUCH BID LOAN BANKS (OR AS
NEARLY PRO RATA AS SHALL BE PRACTICABLE, AFTER GIVING EFFECT TO THE REQUIREMENT
THAT BID LOANS MADE BY A BID LOAN BANK ON A BORROWING DATE FOR EACH RELEVANT
INTEREST PERIOD SHALL BE IN A PRINCIPAL AMOUNT OF $5,000,000 OR AN INTEGRAL
MULTIPLE OF $1,000,000 IN EXCESS THEREOF, IT BEING AGREED THAT TO THE EXTENT
THAT IT IS NOT POSSIBLE TO MAKE ALLOCATIONS IN ACCORDANCE WITH THE PROVISIONS OF
THIS CLAUSE (Z) SUCH ALLOCATIONS SHALL BE MADE IN ACCORDANCE WITH THE
INSTRUCTIONS OF SUCH BORROWER, IT BEING UNDERSTOOD THAT IN NO EVENT SHALL ANY
BANK BE OBLIGATED TO MAKE ANY BID LOAN IN A PRINCIPAL AMOUNT LESS THAN
$5,000,000).
(V)
IF SUCH BORROWER NOTIFIES THE ADMINISTRATIVE AGENT THAT A BID LOAN
REQUEST IS CANCELLED PURSUANT TO CLAUSE (IV)(A) OF THIS SUBSECTION