IN THE CASE OF A
FIXED RATE BORROWING, NOT LATER THAN 10:00 A.M., NEW YORK CITY TIME, ONE (1)
BUSINESS DAY BEFORE THE DATE OF THE PROPOSED BORROWING; PROVIDED THAT THE
BORROWER MAY SUBMIT UP TO (BUT NOT MORE THAN) TWO (2) COMPETITIVE BID REQUESTS
ON THE SAME DAY, BUT A COMPETITIVE BID REQUEST SHALL NOT BE MADE WITHIN FIVE (5)
BUSINESS DAYS AFTER THE DATE OF ANY PREVIOUS COMPETITIVE BID REQUEST, UNLESS ANY
AND ALL SUCH PREVIOUS COMPETITIVE BID REQUESTS SHALL HAVE BEEN WITHDRAWN OR ALL
COMPETITIVE BIDS RECEIVED IN RESPONSE THERETO REJECTED.
EACH SUCH TELEPHONIC
COMPETITIVE BID REQUEST SHALL BE CONFIRMED PROMPTLY BY HAND DELIVERY OR TELECOPY
TO THE ADMINISTRATIVE AGENT OF A WRITTEN COMPETITIVE BID REQUEST IN A FORM
APPROVED BY THE ADMINISTRATIVE AGENT AND SIGNED BY THE BORROWER.
EACH SUCH
TELEPHONIC AND WRITTEN COMPETITIVE BID REQUEST SHALL SPECIFY THE FOLLOWING
INFORMATION IN COMPLIANCE WITH SECTION 2.02:
(I)
THE AGGREGATE AMOUNT OF THE REQUESTED BORROWING;
(II)
THE DATE OF SUCH BORROWING, WHICH SHALL BE A BUSINESS DAY;
(III)
WHETHER SUCH BORROWING IS TO BE A EURODOLLAR BORROWING OR A FIXED
RATE BORROWING;
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(IV)
THE INTEREST PERIOD TO BE APPLICABLE TO SUCH BORROWING, WHICH
SHALL BE A PERIOD CONTEMPLATED BY THE DEFINITION OF THE TERM "INTEREST PERIOD";
(V)
THE LOCATION AND NUMBER OF THE BORROWER'S ACCOUNT TO WHICH FUNDS
ARE TO BE DISBURSED, WHICH SHALL COMPLY WITH THE REQUIREMENTS OF SECTION 2.07;
AND
(VI)
THE MATURITY DATE OF SUCH BORROWING, WHICH SHALL NOT BE LESS THAN
SEVEN (7) OR MORE THAN 364 DAYS FROM THE DATE OF SUCH BORROWING AND SHALL NOT BE
LATER THAN THE REVOLVING CREDIT TERMINATION DATE.
Promptly following receipt of a Competitive Bid Request in accordance with this
Section, the Administrative Agent shall notify the Lenders of the details
thereof by telecopy, inviting the Lenders to submit Competitive Bids.
(B)
EACH LENDER MAY (BUT SHALL NOT HAVE ANY OBLIGATION TO) MAKE ONE (1) OR MORE
COMPETITIVE BIDS TO THE BORROWER IN RESPONSE TO A COMPETITIVE BID REQUEST.
EACH
COMPETITIVE BID BY A LENDER MUST BE SUBSTANTIALLY IN THE FORM OF EXHIBIT D AND
MUST BE RECEIVED BY THE ADMINISTRATIVE AGENT BY TELECOPY, IN THE CASE OF A
EURODOLLAR COMPETITIVE BORROWING, NOT LATER THAN 9:30 A.M., NEW YORK CITY TIME,
THREE (3) BUSINESS DAYS BEFORE THE PROPOSED DATE OF SUCH COMPETITIVE BORROWING,
AND IN THE CASE OF A FIXED RATE BORROWING, NOT LATER THAN 9:30 A.M., NEW YORK
CITY TIME, ON THE PROPOSED DATE OF SUCH COMPETITIVE BORROWING.
COMPETITIVE BIDS
THAT DO NOT CONFORM SUBSTANTIALLY TO THE FORM OF EXHIBIT D MAY BE REJECTED BY
THE ADMINISTRATIVE AGENT, AND THE ADMINISTRATIVE AGENT SHALL NOTIFY THE
APPLICABLE LENDER AS PROMPTLY AS PRACTICABLE.
EACH COMPETITIVE BID SHALL
SPECIFY (I) THE PRINCIPAL AMOUNT (WHICH SHALL BE A MINIMUM OF $5,000,000 AND AN
INTEGRAL MULTIPLE OF $1,000,000 AND WHICH MAY EQUAL THE ENTIRE PRINCIPAL AMOUNT
OF THE COMPETITIVE BORROWING REQUESTED BY THE BORROWER) OF THE COMPETITIVE LOAN
OR LOANS THAT THE LENDER IS WILLING TO MAKE, (II)