SHALL BE IN AN AMOUNT WHICH IS AN INTEGRAL MULTIPLE OF ONE HUNDRED
THOUSAND DOLLARS ($100,000.00), TOGETHER WITH THE ACCRUED INTEREST THEREON.
THE
SWINGLINE LENDER SHALL PROMPTLY NOTIFY THE AGENT BANK OF THE SWINGLINE
OUTSTANDINGS EACH TIME THERE IS A CHANGE THEREIN.
C.
EACH SWINGLINE ADVANCE SHALL BEAR INTEREST AT THE BASE RATE PLUS
THE APPLICABLE MARGIN AND SHALL BE PAYABLE AT THE TIMES AND IN THE MANNER SET
FORTH BELOW AND, IN ANY EVENT, ON OR BEFORE TEN (10) DAYS PRIOR TO THE MATURITY
DATE.
UNLESS OTHERWISE PAID, INTEREST ACCRUED ON THE UNPAID BALANCE OF
SWINGLINE OUTSTANDINGS FOR THE PERIOD COMMENCING ON THE FIRST CALENDAR DAY AND
ENDING ON THE LAST CALENDAR DAY OF EACH AND EVERY MONTH SHALL BE PAID MONTHLY IN
ARREARS ON OR BEFORE THE FIFTH (5TH) DAY FOLLOWING RECEIPT BY BORROWERS OF AN
INVOICE FROM SWINGLINE LENDER SETTING FORTH THE AMOUNT OF SUCH ACCRUED
INTEREST.
IN THE EVENT ANY SWINGLINE ADVANCE IS OUTSTANDING FOR TEN (10)
CONSECUTIVE BANKING BUSINESS DAYS OR AS OF THE TENTH (10TH) DAY PRIOR TO THE
MATURITY DATE, THEN ON THE NEXT BANKING BUSINESS DAY (UNLESS BORROWERS HAVE MADE
OTHER ARRANGEMENTS ACCEPTABLE TO THE SWINGLINE LENDER TO PAY THE SWINGLINE
OUTSTANDING IN FULL OR TO CONTINUE SUCH SWINGLINE OUTSTANDING), BORROWERS SHALL
REQUEST A BORROWING UNDER THE CREDIT FACILITY IN AN AMOUNT SUFFICIENT TO PAY THE
APPLICABLE SWINGLINE ADVANCE IN FULL, TOGETHER WITH ALL INTEREST ACCRUED
THEREON.
UPON RECEIPT OF THE AMOUNT OF THE BORROWING FROM THE LENDERS, THE
AGENT BANK SHALL PROVIDE SUCH AMOUNT TO THE SWINGLINE LENDER FOR REPAYMENT OF
THE APPLICABLE SWINGLINE ADVANCE AND THE BALANCE OF THE BORROWING, IF ANY, SHALL
BE DEPOSITED IN IMMEDIATELY AVAILABLE FUNDS TO THE DESIGNATED DEPOSIT ACCOUNT.
IN THE EVENT BORROWERS FAIL TO REQUEST A BORROWING WITHIN THE PERIOD SPECIFIED
ABOVE, AGENT BANK SHALL, WITHOUT NOTICE TO THE BORROWERS AND WITHOUT REGARD TO
ANY OTHER CONDITIONS PRECEDENT FOR THE MAKING OF BORROWINGS UNDER THE CREDIT
FACILITY, INCLUDING, WITHOUT LIMITATION THE REMEDIES SET FORTH IN SECTION 7.02,
PROMPTLY (BUT SUBJECT TO THE NOTICE PERIODS FOR BORROWINGS SET FORTH IN
SECTION 2.03) CAUSE A BORROWING TO BE MADE AND FUNDED BY THE LENDERS UNDER THE
CREDIT FACILITY IN THE AMOUNT NECESSARY TO PAY THE APPLICABLE SWINGLINE ADVANCE
IN FULL, TOGETHER WITH ALL INTEREST ACCRUED THEREON, TO THE EXTENT OF AVAILABLE
BORROWINGS, AND THE BORROWERS SHALL
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BE DEEMED TO HAVE REQUESTED SUCH BORROWING AND CONSENTED TO ITS BEING MADE AS
PROVIDED FOR HEREIN.
D.
EACH LENDER'S OBLIGATION TO ADVANCE BORROWINGS IN THE
PROPORTIONATE AMOUNT OF ITS SYNDICATION INTEREST IN THE CREDIT FACILITY OF ANY
UNREIMBURSED SWINGLINE OUTSTANDINGS PURSUANT HERETO IS SEVERAL, AND NOT JOINT OR
JOINT AND SEVERAL.
THE FAILURE OF ANY LENDER TO PERFORM ITS OBLIGATION TO
ADVANCE A BORROWING IN A PROPORTIONATE AMOUNT OF SUCH LENDER'S SYNDICATION
INTEREST OF ANY UNREIMBURSED SWINGLINE OUTSTANDINGS SHALL NEITHER RELIEVE ANY
OTHER LENDER OF ITS OBLIGATION HEREUNDER TO ADVANCE SUCH BORROWING IN THE AMOUNT
OF SUCH OTHER LENDER'S PROPORTIONATE SYNDICATION INTEREST OF SUCH AMOUNT, NOR
RELIEVE