CONSIST OF REVOLVING LOANS MADE FROM THE
SEVERAL LENDERS RATABLY IN PROPORTION TO THE RATIO THAT THEIR RESPECTIVE
COMMITMENTS BEAR TO THE AGGREGATE COMMITMENT.
(b)
The Advances may be Floating Rate Advances or Eurodollar Advances,
or a combination thereof, selected by the Borrower in accordance with Sections
2.8 and 2.9, or Swing Line Loans selected by the Borrower in accordance with
Section 2.4.
2.4.
SWING LINE LOANS.
2.4.1
AMOUNT OF SWING LINE LOANS.
UPON THE SATISFACTION OF THE CONDITIONS
PRECEDENT SET FORTH IN SECTION 4.2 AND, IF SUCH SWING LINE LOAN IS TO BE MADE ON
THE DATE OF THE INITIAL CREDIT EXTENSION HEREUNDER, THE SATISFACTION OF THE
CONDITIONS PRECEDENT SET FORTH IN SECTION 4.1 AS WELL, FROM AND INCLUDING THE
RESTATEMENT EFFECTIVE DATE AND PRIOR TO THE FACILITY TERMINATION DATE, THE SWING
LINE LENDER AGREES, ON THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT, TO
MAKE SWING LINE LOANS IN DOLLARS TO THE BORROWER FROM TIME TO TIME IN AN
AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED THE SWING LINE COMMITMENT, PROVIDED
THAT (I) THE AGGREGATE OUTSTANDING CREDIT EXPOSURE SHALL NOT AT ANY TIME EXCEED
THE AGGREGATE COMMITMENT AND (II) AT NO TIME SHALL THE SUM OF (A) THE SWING LINE
LOANS THEN OUTSTANDING, PLUS (B) THE OUTSTANDING REVOLVING LOANS MADE BY THE
SWING LINE LENDER PURSUANT TO SECTION 2.1 (INCLUDING ITS PARTICIPATION IN ANY
FACILITY LCS), EXCEED THE SWING LINE LENDER'S COMMITMENT AT SUCH TIME.
SUBJECT
TO THE TERMS OF THIS AGREEMENT, THE BORROWER MAY BORROW, REPAY AND REBORROW
SWING LINE LOANS AT ANY TIME PRIOR TO THE FACILITY TERMINATION DATE.
2.4.2
BORROWING NOTICE.
THE BORROWER SHALL DELIVER TO THE AGENT AND THE SWING
LINE LENDER IRREVOCABLE NOTICE (A "SWING LINE BORROWING NOTICE") NOT LATER THAN
2:00 P.M. (CHICAGO TIME) ON THE BORROWING DATE OF EACH SWING LINE LOAN,
SPECIFYING (I) THE APPLICABLE BORROWING DATE (WHICH DATE SHALL BE A BUSINESS
DAY), AND (II) THE AGGREGATE AMOUNT OF THE REQUESTED SWING LINE LOAN WHICH SHALL
BE AN AMOUNT NOT LESS THAN $100,000.
THE SWING LINE LOANS SHALL BEAR INTEREST
AT THE FLOATING RATE OR SUCH OTHER RATE PER ANNUM AS SHALL BE AGREED TO BY THE
SWING LINE LENDER AND THE BORROWER.
2.4.3
MAKING OF SWING LINE LOANS.
PROMPTLY AFTER RECEIPT OF A SWING LINE
BORROWING NOTICE, THE AGENT SHALL NOTIFY EACH LENDER BY FAX OR OTHER SIMILAR
FORM OF TRANSMISSION, OF THE REQUESTED SWING LINE LOAN.
NOT LATER THAN
4:00 P.M. (CHICAGO TIME) ON THE APPLICABLE BORROWING DATE, THE SWING LINE LENDER
SHALL MAKE AVAILABLE THE SWING LINE LOAN, IN FUNDS IMMEDIATELY AVAILABLE IN
CHICAGO, TO THE AGENT AT ITS ADDRESS SPECIFIED PURSUANT TO ARTICLE XIII.
THE
AGENT WILL PROMPTLY MAKE THE FUNDS SO RECEIVED FROM THE SWING LINE LENDER
AVAILABLE TO THE BORROWER ON THE BORROWING DATE AT THE AGENT'S AFORESAID ADDRESS
IN AN ACCOUNT MAINTAINED AND DESIGNATED BY THE BORROWER.
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2.4.4
REPAYMENT OF SWING LINE LOANS.
EACH SWING LINE LOAN SHALL BE PAID IN
FULL BY THE BORROWER ON OR BEFORE THE FIFTH