HEREUNDER ON THE PROPOSED DATE THEREOF BY WIRE TRANSFER IN IMMEDIATELY AVAILABLE
FUNDS BY 1:00 P.M. (NEW YORK TIME) TO THE ADMINISTRATIVE AGENT AT THE PAYMENT
OFFICE; PROVIDED, THAT THE SWINGLINE LOANS WILL BE MADE AS SET FORTH IN SECTION
2.4. THE ADMINISTRATIVE AGENT WILL MAKE SUCH LOANS AVAILABLE TO THE BORROWER BY
PROMPTLY CREDITING THE AMOUNTS THAT IT RECEIVES, IN LIKE FUNDS BY THE CLOSE OF
BUSINESS ON SUCH PROPOSED DATE, TO AN ACCOUNT MAINTAINED BY THE BORROWER WITH
THE ADMINISTRATIVE AGENT OR AT THE BORROWER'S OPTION, BY EFFECTING A WIRE
TRANSFER OF SUCH AMOUNTS TO AN ACCOUNT DESIGNATED BY THE BORROWER TO THE
ADMINISTRATIVE AGENT.
(B)
UNLESS THE ADMINISTRATIVE AGENT SHALL HAVE BEEN NOTIFIED BY ANY
LENDER PRIOR TO 5:00 P.M. (NEW YORK TIME) ONE (1) BUSINESS DAY PRIOR TO THE DATE
OF A BORROWING IN WHICH SUCH LENDER IS TO PARTICIPATE THAT SUCH LENDER WILL NOT
MAKE AVAILABLE TO THE ADMINISTRATIVE AGENT SUCH LENDER'S SHARE OF SUCH
BORROWING, THE ADMINISTRATIVE AGENT MAY ASSUME THAT SUCH LENDER HAS MADE SUCH
AMOUNT AVAILABLE TO THE ADMINISTRATIVE AGENT ON SUCH DATE, AND THE
ADMINISTRATIVE AGENT, IN RELIANCE ON SUCH ASSUMPTION, MAY MAKE AVAILABLE TO THE
BORROWER ON SUCH DATE A CORRESPONDING AMOUNT. IF SUCH CORRESPONDING AMOUNT IS
NOT IN FACT MADE AVAILABLE TO THE ADMINISTRATIVE AGENT BY SUCH LENDER ON THE
DATE OF SUCH BORROWING, THE
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ADMINISTRATIVE AGENT SHALL BE ENTITLED TO RECOVER SUCH CORRESPONDING AMOUNT ON
DEMAND FROM SUCH LENDER TOGETHER WITH INTEREST AT THE FEDERAL FUNDS RATE UNTIL
THE SECOND BUSINESS DAY AFTER SUCH DEMAND AND THEREAFTER AT THE BASE RATE. IF
SUCH LENDER DOES NOT PAY SUCH CORRESPONDING AMOUNT FORTHWITH UPON THE
ADMINISTRATIVE AGENT'S DEMAND THEREFOR, THE ADMINISTRATIVE AGENT SHALL PROMPTLY
NOTIFY THE BORROWER, AND THE BORROWER SHALL IMMEDIATELY PAY SUCH CORRESPONDING
AMOUNT TO THE ADMINISTRATIVE AGENT TOGETHER WITH INTEREST AT THE RATE SPECIFIED
FOR SUCH BORROWING. NOTHING IN THIS SUBSECTION SHALL BE DEEMED TO RELIEVE ANY
LENDER FROM ITS OBLIGATION TO FUND ITS PRO RATA SHARE OF ANY BORROWING HEREUNDER
OR TO PREJUDICE ANY RIGHTS WHICH THE BORROWER MAY HAVE AGAINST ANY LENDER AS A
RESULT OF ANY DEFAULT BY SUCH LENDER HEREUNDER.
(C)
ALL REVOLVING BORROWINGS SHALL BE MADE BY THE LENDERS ON THE BASIS
OF THEIR RESPECTIVE PRO RATA SHARES. NO LENDER SHALL BE RESPONSIBLE FOR ANY
DEFAULT BY ANY OTHER LENDER IN ITS OBLIGATIONS HEREUNDER, AND EACH LENDER SHALL
BE OBLIGATED TO MAKE ITS LOANS PROVIDED TO BE MADE BY IT HEREUNDER, REGARDLESS
OF THE FAILURE OF ANY OTHER LENDER TO MAKE ITS LOANS HEREUNDER.
SECTION 2.8.
INTEREST ELECTIONS.
(A)
ON THE CLOSING DATE, EACH REVOLVING LOAN SHALL BE AN INDEX RATE
LOAN AND EACH SWINGLINE LOAN SHALL BE AN INDEX RATE LOAN. AFTER THE CLOSING
DATE, EACH BORROWING INITIALLY SHALL BE OF THE TYPE SPECIFIED IN THE APPLICABLE
NOTICE OF BORROWING, AND IN THE CASE OF A EURODOLLAR BORROWING, SHALL HAVE AN
INITIAL INTEREST PERIOD AS SPECIFIED IN SUCH NOTICE OF BORROWING, PROVIDED THAT
ONLY REVOLVING LOANS AND SWINGLINE LOANS