AT LEAST TWO BUSINESS DAYS IMMEDIATELY PRECEDING THE
FUNDING DATE APPLICABLE THERETO (IN THE CASE OF LIBOR LOANS), OTHERWISE ON THE
BUSINESS DAY IMMEDIATELY PRECEDING THE FUNDING DATE APPLICABLE THERETO, AND EACH
SUCH LENDER SHALL PAY ADMINISTRATIVE AGENT SUCH LENDER'S PRO RATA SHARE OF SUCH
REQUESTED LOAN, IN SAME DAY FUNDS, BY WIRE TRANSFER TO ADMINISTRATIVE AGENT'S
ACCOUNT BY NO LATER THAN 1:00 P.M. (DENVER, COLORADO TIME) ON SUCH FUNDING
DATE.
IF ANY LENDER FAILS TO PAY THE AMOUNT OF ITS PRO RATA SHARE FORTHWITH
UPON ADMINISTRATIVE AGENT'S DEMAND, ADMINISTRATIVE AGENT SHALL PROMPTLY NOTIFY
BORROWER, AND ADMINISTRATIVE AGENT SHALL DISBURSE TO BORROWER, BY WIRE TRANSFER
OF IMMEDIATELY AVAILABLE FUNDS, THAT PORTION OF SUCH LOAN AS TO WHICH
ADMINISTRATIVE AGENT HAS RECEIVED FUNDS.
IN SUCH EVENT, ADMINISTRATIVE AGENT
MAY, ON BEHALF OF ANY LENDER NOT TIMELY PAYING ADMINISTRATIVE AGENT, DISBURSE
FUNDS TO BORROWER FOR LOANS REQUESTED, SUBJECT TO THE PROVISIONS OF SUBSECTION
8.5(B).
EACH SUCH LENDER SHALL REIMBURSE ADMINISTRATIVE AGENT ON DEMAND FOR ALL
FUNDS DISBURSED ON ITS
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BEHALF BY ADMINISTRATIVE AGENT.
NOTHING IN THIS SUBSECTION 8.4 OR ELSEWHERE IN
THIS AGREEMENT OR THE OTHER LOAN DOCUMENTS, INCLUDING THE PROVISIONS OF
SUBSECTION 8.5, SHALL BE DEEMED TO REQUIRE ADMINISTRATIVE AGENT (OR ANY OTHER
LENDER) TO ADVANCE FUNDS ON BEHALF OF ANY LENDER OR TO RELIEVE ANY LENDER FROM
ITS OBLIGATION TO FULFILL ITS COMMITMENTS HEREUNDER OR TO PREJUDICE ANY RIGHTS
THAT ADMINISTRATIVE AGENT OR BORROWER MAY HAVE AGAINST ANY LENDER AS A RESULT OF
ANY DEFAULT BY SUCH LENDER HEREUNDER.
8.5.
DISBURSEMENTS OF LOANS; PAYMENTS.
(A)
PRO RATA TREATMENT; APPLICATION.
UPON RECEIPT
BY ADMINISTRATIVE AGENT OF EACH PAYMENT FROM BORROWER HEREUNDER, OTHER THAN AS
DESCRIBED IN THE SUCCEEDING SENTENCE, ADMINISTRATIVE AGENT SHALL PROMPTLY CREDIT
EACH LENDER'S ACCOUNT WITH ITS PRO RATA SHARE OF SUCH PAYMENT IN ACCORDANCE WITH
SUCH LENDER'S PRO RATA SHARE AND SHALL PROMPTLY WIRE ADVICE OF THE AMOUNT OF
SUCH CREDIT TO EACH LENDER.
EACH PAYMENT TO ADMINISTRATIVE AGENT OF ITS FEES
SHALL BE MADE IN LIKE MANNER, BUT FOR THE ACCOUNT OF ADMINISTRATIVE AGENT.
(B)
AVAILABILITY OF LENDER'S PRO RATA SHARE.
(A)
UNLESS ADMINISTRATIVE AGENT HAS BEEN
NOTIFIED BY A LENDER PRIOR TO A FUNDING DATE OF SUCH LENDER'S INTENTION NOT TO
FUND ITS PRO RATA SHARE OF THE LOAN AMOUNT REQUESTED BY BORROWER, AND
ADMINISTRATIVE AGENT HAS GIVEN NOTICE PURSUANT TO SUBSECTION 8.4, ADMINISTRATIVE
AGENT MAY ASSUME THAT SUCH LENDER WILL MAKE SUCH AMOUNT AVAILABLE TO
ADMINISTRATIVE AGENT ON THE FUNDING DATE.
IF SUCH AMOUNT IS NOT, IN FACT, MADE
AVAILABLE TO ADMINISTRATIVE AGENT BY SUCH LENDER WHEN DUE, AND ADMINISTRATIVE
AGENT DISBURSES FUNDS TO BORROWER ON BEHALF OF SUCH LENDER, ADMINISTRATIVE AGENT
WILL BE ENTITLED TO RECOVER SUCH AMOUNT ON DEMAND FROM BORROWER, WITHOUT
SET-OFF, COUNTERCLAIM OR DEDUCTION OF ANY KIND, WITH INTEREST THEREON AT THE
RATE PER ANNUM THEN APPLICABLE TO SUCH LOAN.
(B)
NOTHING CONTAINED IN THIS SUBSECTION
8.5(B) WILL BE DEEMED TO RELIEVE A LENDER OF ITS OBLIGATION TO FULFILL ITS
COMMITMENTS OR TO PREJUDICE ANY RIGHTS ADMINISTRATIVE AGENT OR