RESERVES AGAINST THE TOTAL REVOLVING CREDIT COMMITMENTS THAT
REPRESENT AMOUNTS THE ADMINISTRATIVE AGENT IN ITS REASONABLE JUDGMENT BELIEVES
ANY OF THE ADMINISTRATIVE AGENT OR THE COLLATERAL AGENT MAY BE REQUIRED TO
EXPEND OR MAY DEEM ADVISABLE TO EXPEND (X) IN CONNECTION WITH THE PRESERVATION,
PROTECTION, COLLECTION OR REALIZATION OF COLLATERAL OR (Y) IN CONNECTION WITH
ANY OBLIGATION, AGREEMENT OR UNDERTAKING OF ANY CREDIT PARTY SET FORTH IN THIS
CREDIT AGREEMENT OR ANY OF THE OTHER CREDIT DOCUMENTS.
THE ADMINISTRATIVE AGENT
SHALL PROVIDE THE BORROWER WITH NOT LESS THAN FIVE (5) BUSINESS DAYS WRITTEN
NOTICE PRIOR TO ADDING ANY NEW TYPE OF RESERVE AGAINST THE TOTAL REVOLVING
CREDIT COMMITMENTS; PROVIDED, THAT NO SUCH NOTICE SHALL BE REQUIRED IF A NEW
TYPE OF RESERVE IS ADDED DURING THE CONTINUANCE OF AN EVENT OF DEFAULT.
THE
ADMINISTRATIVE AGENT MAY, BUT SHALL NOT BE REQUIRED TO, RELY ON EACH BORROWING
BASE CERTIFICATE AND ANY OTHER SCHEDULES OR REPORTS DELIVERED TO IT IN
CONNECTION HEREWITH IN DETERMINING THE THEN ELIGIBILITY OF ACCOUNTS AND RENTAL
EQUIPMENT.
RELIANCE THEREON BY THE ADMINISTRATIVE AGENT FROM TIME TO TIME SHALL
NOT BE DEEMED TO LIMIT THE RIGHT OF THE ADMINISTRATIVE AGENT TO REVISE ADVANCE
RATES OR STANDARDS OF ELIGIBILITY AS PROVIDED IN THIS SECTION 2.2(B).
(C)
THE BORROWING BASE WILL BE COMPUTED MONTHLY AND A BORROWING BASE
CERTIFICATE PRESENTING THE COMPUTATION THEREOF WILL BE DELIVERED PROMPTLY TO THE
ADMINISTRATIVE AGENT AS SET FORTH IN SECTION 7.1(E).
NOTWITHSTANDING ANYTHING
TO THE CONTRARY CONTAINED HEREIN, THE ADMINISTRATIVE AGENT SHALL BE SATISFIED
THAT ON THE EFFECTIVE DATE AND AFTER GIVING EFFECT TO ALL CREDIT EVENTS ON SUCH
DATE AND AFTER GIVING EFFECT TO THE EFFECTIVENESS OF THE ASSIGNMENTS AND
TRANSFERS CONTEMPLATED BY THE BANK ASSIGNMENT AGREEMENT, THE BORROWER SHALL BE
ABLE TO INCUR ADDITIONAL REVOLVING OUTSTANDINGS, AFTER GIVING EFFECT TO ALL
CREDIT EVENTS ON THE EFFECTIVE DATE, OF $100,000,000 IN COMPLIANCE WITH THE
APPLICABLE RESTRICTIONS CONTAINED IN SECTION 2.2(A).
2.3
Borrowing Mechanics.
(a)
Except as provided in Section 2.3(b) or
(c), Borrowings shall be made on notice from the Borrower to the Administrative
Agent, given not later than 1:00 P.M. (New York City time) on the date on which
the proposed Borrowing consisting of Base Rate Loans is requested to be made and
on the third Business Day prior to the
52
date on which any proposed Borrowing consisting of Eurodollar Rate Loans is
requested to be made.
(I)
EACH NOTICE OF BORROWING SHALL BE GIVEN BY EITHER TELEPHONE,
TELECOPY, TELEX, FACSIMILE OR CABLE, AND, IF BY TELEPHONE, CONFIRMED IN WRITING,
SUBSTANTIALLY IN THE FORM OF EXHIBIT B-1 (THE "NOTICE OF BORROWING"),
APPROPRIATELY COMPLETED TO SPECIFY THE AGGREGATE PRINCIPAL AMOUNT OF THE
REVOLVING LOANS TO BE MADE PURSUANT TO SUCH BORROWING, THE DATE OF SUCH
BORROWING (WHICH SHALL BE A BUSINESS DAY) AND WHETHER THE REVOLVING LOANS BEING
MADE PURSUANT TO SUCH BORROWING ARE TO BE INITIALLY MAINTAINED AS BASE RATE
LOANS OR EURODOLLAR RATE LOANS AND, IF EURODOLLAR RATE LOANS, THE INITIAL
INTEREST PERIOD TO BE APPLICABLE THERETO.
THE ADMINISTRATIVE