EXPENSES INCURRED BY SUCH CP
LENDERS, SUCH COMMITTED LENDERS AND THE ADMINISTRATIVE AGENT (INCLUDING
REASONABLE ATTORNEYS' FEES) SHALL BE PAID BY THE BORROWER.
IN THE EVENT THAT
ANY COMMITTED LENDER DECLINES THE REQUEST TO EXTEND THE COMMITMENT TERMINATION
DATE (EACH SUCH COMMITTED LENDER BEING REFERRED TO HEREIN AS A "NON-RENEWING
COMMITTED LENDER"), AND THE COMMITMENT OF SUCH NON-RENEWING COMMITTED LENDER IS
NOT ASSIGNED TO ANOTHER PERSON IN ACCORDANCE WITH THE TERMS OF ARTICLE XI PRIOR
TO THE THEN CURRENT COMMITMENT TERMINATION DATE, (I) THE FACILITY AMOUNT SHALL
BE REDUCED BY AN AMOUNT EQUAL TO EACH SUCH NON-RENEWING COMMITTED LENDER'S
COMMITMENT ON THE THEN CURRENT COMMITMENT TERMINATION DATE, AND (II) THE GROUP
ADVANCE LIMITS OF THE APPLICABLE LENDER GROUPS SHALL BE REDUCED BY AN AMOUNT
EQUAL TO THE APPLICABLE NON-RENEWING COMMITTED LENDER'S COMMITMENT ON THE THEN
CURRENT COMMITMENT TERMINATION DATE.
SECTION 2.2
PROCEDURES FOR ADVANCES.
(A)
IN THE CASE OF THE MAKING OF ANY ADVANCE, THE REPAYMENT OF ANY
ADVANCE, OR ANY TERMINATION, INCREASE OR REDUCTION OF THE FACILITY AMOUNT AND
PREPAYMENTS OF ADVANCES, THE BORROWER SHALL GIVE THE ADMINISTRATIVE AGENT A
BORROWER NOTICE.
EACH BORROWER NOTICE SHALL SPECIFY THE AMOUNT (SUBJECT TO
SECTION 2.1 HEREOF) OF ADVANCES TO BE BORROWED OR REPAID AND THE FUNDING DATE OR
REPAYMENT DATE (WHICH, IN ALL CASES, SHALL BE A BUSINESS DAY).
(B)
SUBJECT TO THE CONDITIONS DESCRIBED IN SECTION 2.1, THE BORROWER
MAY REQUEST AN ADVANCE FROM THE LENDERS BY DELIVERING TO THE ADMINISTRATIVE
AGENT AT CERTAIN TIMES THE INFORMATION AND DOCUMENTS SET FORTH IN THIS
SECTION 2.2.
(C)
NO LATER THAN 10:00 A.M. (NEW YORK CITY TIME) FIVE (5) BUSINESS
DAYS PRIOR TO THE PROPOSED FUNDING DATE (OR SUCH SHORTER PERIOD OF TIME OR LATER
DATE AS MAY BE AGREED TO BY THE REQUIRED COMMITTED LENDERS), THE BORROWER SHALL
NOTIFY (I) THE COLLATERAL CUSTODIAN BY DELIVERY TO THE COLLATERAL CUSTODIAN OF
WRITTEN NOTICE OF SUCH PROPOSED FUNDING DATE, AND (II) THE ADMINISTRATIVE AGENT
BY DELIVERY TO THE ADMINISTRATIVE AGENT OF A CREDIT REPORT AND TRANSACTION
SUMMARY FOR EACH LOAN THAT IS THE SUBJECT OF THE PROPOSED ADVANCE SETTING FORTH
THE CREDIT UNDERWRITING BY THE ORIGINATOR OF SUCH LOAN, INCLUDING WITHOUT
LIMITATION A DESCRIPTION OF THE OBLIGOR AND THE PROPOSED LOAN TRANSACTION IN THE
FORM OF EXHIBIT M HERETO; PROVIDED THAT THE REQUIREMENTS OF THIS
SECTION 2.2(C) SHALL APPLY ONLY WITH RESPECT TO THE FIRST ADVANCE TO BE MADE
WITH RESPECT TO A REVOLVER LOAN.
BY 5:00 P.M. (NEW YORK CITY TIME) ON THE NEXT
BUSINESS DAY, THE ADMINISTRATIVE AGENT SHALL USE ITS BEST EFFORTS TO CONFIRM TO
THE BORROWER THE RECEIPT OF SUCH
37
ITEMS AND WHETHER IT HAS REVIEWED SUCH ITEMS AND FOUND THEM TO BE COMPLETE AND
IN PROPER FORM.
IF THE ADMINISTRATIVE AGENT MAKES A DETERMINATION THAT THE
ITEMS ARE INCOMPLETE OR NOT IN PROPER FORM, IT WILL COMMUNICATE SUCH
DETERMINATION TO THE BORROWER.
FAILURE BY THE ADMINISTRATIVE AGENT TO RESPOND
TO THE BORROWER BY 5:00 ON THE DAY THE RELATED FUNDING REQUEST IS DELIVERED BY
THE BORROWER