promptly by hand delivery or telecopy to the Administrative Agent of a written
Borrowing Request in a form approved by the Administrative Agent and signed by
such Borrower.
Each such telephonic and written Borrowing 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;
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(III) WHETHER SUCH BORROWING IS TO BE AN ABR BORROWING OR A EUROCURRENCY
BORROWING;
(IV) IN THE CASE OF A EUROCURRENCY BORROWING, THE INITIAL INTEREST PERIOD TO BE
APPLICABLE THERETO, WHICH SHALL BE A PERIOD CONTEMPLATED BY THE DEFINITION OF
THE TERM "INTEREST PERIOD"; AND
(V) THE LOCATION AND NUMBER OF THE BORROWER'S ACCOUNT TO WHICH FUNDS ARE TO BE
DISBURSED.
If no election as to the Type of Revolving Facility Borrowing is specified, then
the requested Revolving Facility Borrowing shall be an ABR Borrowing.
If no
Interest Period is specified with respect to any requested Eurocurrency
Borrowing, then the applicable Borrower shall be deemed to have selected an
Interest Period of one month's duration.
Promptly following receipt of a
Borrowing 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 as part of the requested Borrowing.
SECTION 2.04. SWINGLINE LOANS AND AGENT ADVANCES
.
(A)
SUBJECT TO THE TERMS AND CONDITIONS SET FORTH
HEREIN, THE SWINGLINE LENDER, IN RELIANCE UPON THE AGREEMENTS OF THE OTHER
LENDERS SET FORTH IN THIS SECTION 2.04, AGREES TO MAKE SWINGLINE LOANS TO THE
BORROWERS FROM TIME TO TIME DURING THE AVAILABILITY PERIOD, IN AN AGGREGATE
PRINCIPAL AMOUNT AT ANY TIME OUTSTANDING THAT WILL NOT RESULT IN (I) THE
AGGREGATE PRINCIPAL AMOUNT OF OUTSTANDING SWINGLINE LOANS EXCEEDING THE
SWINGLINE COMMITMENT OR (II) THE REVOLVING FACILITY CREDIT EXPOSURE EXCEEDING
THE BORROWING BASE; PROVIDED, THAT THE SWINGLINE LENDER SHALL NOT BE REQUIRED TO
MAKE A SWINGLINE LOAN TO REFINANCE AN OUTSTANDING SWINGLINE BORROWING.
WITHIN
THE FOREGOING LIMITS AND SUBJECT TO THE TERMS AND CONDITIONS SET FORTH HEREIN,
THE BORROWERS MAY BORROW, PREPAY AND REBORROW SWINGLINE LOANS.
(B)
TO REQUEST A SWINGLINE BORROWING, THE BORROWERS SHALL NOTIFY
THE ADMINISTRATIVE AGENT AND THE SWINGLINE LENDER OF SUCH REQUEST BY TELEPHONE
(CONFIRMED BY A SWINGLINE BORROWING REQUEST BY TELECOPY), NOT LATER THAN 1:00
P.M., LOCAL TIME, ON THE DAY OF A PROPOSED SWINGLINE BORROWING.
EACH SUCH
NOTICE AND SWINGLINE BORROWING REQUEST SHALL BE IRREVOCABLE AND SHALL SPECIFY
(I) THE REQUESTED DATE (WHICH SHALL BE A BUSINESS DAY) AND (II) THE AMOUNT OF
THE REQUESTED SWINGLINE BORROWING.
THE SWINGLINE LENDER SHALL CONSULT WITH THE
ADMINISTRATIVE AGENT AS TO WHETHER THE MAKING OF THE SWINGLINE LOAN IS IN
ACCORDANCE WITH THE TERMS OF THIS AGREEMENT PRIOR TO THE SWINGLINE LENDER
FUNDING SUCH SWINGLINE LOAN.
THE SWINGLINE LENDER SHALL MAKE EACH SWINGLINE
LOAN IN ACCORDANCE WITH SECTION 2.02(A) ON THE PROPOSED DATE THEREOF BY WIRE
TRANSFER OF IMMEDIATELY AVAILABLE FUNDS BY 3:00 P.M., LOCAL TIME, TO THE