2.03
REQUESTS FOR LOANS.
To request the Loans, Borrower shall notify the Administrative Agent of such
request by telephone (a) in the case of any Base Rate Loan, not later than 11:30
a.m., New York City time, on the same day of such proposed Loan, (b) in the case
of any LIBOR Loan, not later than 11:30 a.m., New York City time, three (3)
Business Days before the date of such proposed Loan.
Each such telephonic Loan
Request shall be irrevocable and shall be confirmed promptly by hand delivery or
telecopy to the Administrative Agent of a Loan Request in the form attached
hereto as Exhibit E and signed by Borrower.
Each such telephonic and written
Loan Request shall specify the following information in compliance with
Section 2.02 hereof:
(I)
THE AGGREGATE AMOUNT OF THE REQUESTED LOAN;
(II)
THE DATE OF SUCH LOAN, WHICH SHALL BE A BUSINESS DAY;
(III)
WHETHER SUCH LOAN IS TO BE A BASE RATE LOAN OR A LIBOR LOAN; AND
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(IV)
THE LOCATION AND NUMBER OF BORROWER'S ACCOUNT TO WHICH FUNDS ARE
TO BE DISBURSED, WHICH SHALL COMPLY WITH THE REQUIREMENTS OF SECTION 2.04
HEREOF.
If no election as to the type of Loan is specified, then the requested Loan
shall be a Base Rate Loan.
If no Interest Period is specified with respect to
any requested LIBOR Loan, then Borrower shall be deemed to have selected an
Interest Period of one month's duration.
Promptly following receipt of a Loan
Request in accordance with this Section, the Administrative Agent shall advise
each Lender of the details thereof and of the amount of such Lender's Loan to be
made in connection with such Loan Request.
SECTION 2.04
FUNDING OF LOANS.
(A)
EACH LENDER SHALL MAKE THE LOAN TO BE MADE BY IT HEREUNDER ON THE
PROPOSED DATE THEREOF BY WIRE TRANSFER OF IMMEDIATELY AVAILABLE FUNDS BY 1:00
P.M., NEW YORK CITY TIME, TO THE ACCOUNT OF THE ADMINISTRATIVE AGENT MOST
RECENTLY DESIGNATED BY IT FOR SUCH PURPOSE BY NOTICE TO THE LENDERS.
THE
ADMINISTRATIVE AGENT WILL MAKE SUCH LOANS AVAILABLE TO BORROWER BY PROMPTLY
CREDITING OR OTHERWISE TRANSFERRING THE AMOUNTS SO RECEIVED, IN LIKE FUNDS, TO
AN ACCOUNT OF BORROWER MAINTAINED WITH THE ADMINISTRATIVE AGENT AND DESIGNATED
BY BORROWER IN THE APPLICABLE LOAN REQUEST.
(B)
UNLESS THE ADMINISTRATIVE AGENT SHALL HAVE RECEIVED NOTICE FROM A
LENDER PRIOR TO THE PROPOSED DATE OF ANY LOAN THAT SUCH LENDER WILL NOT MAKE
AVAILABLE TO THE ADMINISTRATIVE AGENT SUCH LENDER'S SHARE OF SUCH LOAN, THE
ADMINISTRATIVE AGENT MAY ASSUME THAT SUCH LENDER HAS MADE SUCH SHARE AVAILABLE
ON SUCH DATE IN ACCORDANCE WITH SECTION 2.04(A) AND MAY, IN RELIANCE UPON SUCH
ASSUMPTION, MAKE AVAILABLE TO BORROWER A CORRESPONDING AMOUNT.
IN SUCH EVENT,
IF A LENDER HAS NOT IN FACT MADE ITS SHARE OF THE APPLICABLE LOAN AVAILABLE TO
THE ADMINISTRATIVE AGENT, THEN THE APPLICABLE LENDER AND BORROWER SEVERALLY
AGREE TO PAY TO THE ADMINISTRATIVE AGENT FORTHWITH ON DEMAND SUCH CORRESPONDING
AMOUNT WITH INTEREST THEREON, FOR EACH DAY