SIGNATURE PAGE TO THE JOINDER AGREEMENT PURSUANT TO WHICH IT BECAME A PARTY
HERETO), FOR DEPOSIT TO THE ACCOUNT OF THE BORROWER OR ITS DESIGNEE IN SAME DAY
FUNDS, AT THE ACCOUNT SPECIFIED IN THE FUNDING REQUEST, AN AMOUNT EQUAL TO SUCH
LENDER'S RATABLE SHARE OF THE ADVANCE THEN BEING MADE. EACH WIRE TRANSFER OF AN
ADVANCE TO THE BORROWER SHALL BE INITIATED BY THE APPLICABLE LENDER NO LATER
THAN 3:00 P.M. (NEW YORK CITY TIME) ON THE APPLICABLE FUNDING DATE.
SECTION 2.3
OPTIONAL CHANGES IN FACILITY
AMOUNT; PREPAYMENTS.
(A)
THE BORROWER SHALL BE ENTITLED AT ITS
OPTION, AT ANY TIME PRIOR TO THE OCCURRENCE OF AN EARLY TERMINATION EVENT, TO
REDUCE THE FACILITY AMOUNT IN WHOLE OR IN PART; PROVIDED THAT THE BORROWER SHALL
GIVE PRIOR WRITTEN NOTICE OF SUCH REDUCTION TO THE ADMINISTRATIVE AGENT AND EACH
MANAGING AGENT AS PROVIDED IN PARAGRAPH (B) OF THIS SECTION 2.3 AND THAT ANY
PARTIAL REDUCTION OF THE FACILITY AMOUNT SHALL BE IN AN AMOUNT EQUAL TO
$3,000,000 WITH INTEGRAL MULTIPLES OF $500,000 ABOVE SUCH AMOUNT. UNLESS
OTHERWISE AGREED BY THE COMMITTED LENDERS, THE COMMITMENT OF EACH COMMITTED
LENDER SHALL BE REDUCED RATABLY IN PROPORTION TO SUCH REDUCTION IN THE FACILITY
AMOUNT. ANY REQUEST FOR A REDUCTION OR TERMINATION PURSUANT TO THIS SECTION 2.3
SHALL BE IRREVOCABLE.
(B)
FROM TIME TO TIME DURING THE REVOLVING
PERIOD THE BORROWER MAY PREPAY ANY PORTION OR ALL OF THE ADVANCES OUTSTANDING,
OTHER THAN WITH RESPECT TO MANDATORY PREPAYMENTS,
30
BY DELIVERING TO THE ADMINISTRATIVE AGENT AND EACH MANAGING AGENT A BORROWER
NOTICE AT LEAST (I) IN THE CASE OF ANY PARTIAL PREPAYMENT (OTHER THAN A PARTIAL
PREPAYMENT DURING THE MONTH OF DECEMBER), AT LEAST ONE (1) BUSINESS DAY PRIOR TO
THE DATE OF SUCH REPAYMENT, (II) IN THE CASE OF ANY PARTIAL PREPAYMENT DURING
THE MONTH OF DECEMBER, AT LEAST FIVE (5) BUSINESS DAYS PRIOR TO THE PAYMENT DATE
OCCURRING IN NOVEMBER, AND (III) IN THE CASE OF ANY PREPAYMENT IN FULL, AT LEAST
THIRTY (30) BUSINESS DAYS PRIOR TO THE DATE OF SUCH PREPAYMENT (OR, IN EACH
CASE, SUCH LATER TIME AS THE APPLICABLE LENDER, IN ITS SOLE DISCRETION, MAY
AGREE), SPECIFYING THE DATE AND AMOUNT OF THE PREPAYMENT AND CERTIFYING THAT,
FOLLOWING SUCH PREPAYMENT, THE BORROWER WILL BE IN COMPLIANCE WITH THE TERMS OF
THIS AGREEMENT; PROVIDED, THAT NO SUCH REDUCTION SHALL BE GIVEN EFFECT UNLESS
THE BORROWER HAS COMPLIED WITH THE TERMS OF ANY HEDGING AGREEMENT REQUIRING THAT
ONE OR MORE HEDGE TRANSACTIONS BE TERMINATED IN WHOLE OR IN PART AS THE RESULT
OF ANY SUCH PREPAYMENT OF THE ADVANCES OUTSTANDING, AND THE BORROWER HAS PAID
ALL HEDGE BREAKAGE COSTS OWING TO THE RELEVANT HEDGE COUNTERPARTY FOR ANY SUCH
TERMINATION. IF ANY BORROWER NOTICE RELATING TO ANY PREPAYMENT IS GIVEN, THE
AMOUNT SPECIFIED IN SUCH BORROWER NOTICE SHALL BE DUE AND PAYABLE ON THE DATE
SPECIFIED THEREIN, TOGETHER WITH ACCRUED INTEREST TO THE PAYMENT DATE ON THE
AMOUNT PREPAID AND ANY BREAKAGE COSTS (INCLUDING HEDGE BREAKAGE COSTS) RELATED
THERETO. ANY PARTIAL