IT SHALL TRANSMIT TO THE
ADMINISTRATIVE AGENT BY TELEX OR FACSIMILE TRANSMISSION A MONEY MARKET QUOTE
REQUEST SUBSTANTIALLY IN THE FORM OF EXHIBIT B HERETO (A "MONEY MARKET QUOTE
REQUEST") SO AS TO BE RECEIVED NOT LATER THAN 1:00 P.M. (NEW YORK CITY TIME) ON
(X) THE FIFTH EURO-CURRENCY BUSINESS DAY PRIOR TO, BUT EXCLUDING, THE DATE OF
BORROWING PROPOSED THEREIN, IN THE CASE OF AN IBOR AUCTION OR (Y) THE BUSINESS
DAY IMMEDIATELY PRECEDING THE DATE OF BORROWING PROPOSED THEREIN, IN THE CASE OF
AN ABSOLUTE RATE AUCTION (OR, IN EITHER CASE, SUCH OTHER TIME OR DATE AS THE
BORROWER AND THE ADMINISTRATIVE AGENT SHALL HAVE MUTUALLY AGREED AND SHALL HAVE
NOTIFIED THE BANKS NOT LATER THAN THE DATE OF THE MONEY MARKET QUOTE REQUEST FOR
THE FIRST IBOR AUCTION OR ABSOLUTE RATE AUCTION FOR WHICH SUCH CHANGE IS TO BE
EFFECTIVE) SPECIFYING:
(I)
THE PROPOSED DATE OF BORROWING, WHICH SHALL BE A EURO-CURRENCY
BUSINESS DAY IN THE CASE OF AN IBOR AUCTION OR A BUSINESS DAY IN THE CASE OF AN
ABSOLUTE RATE AUCTION,
(II)
THE AGGREGATE AMOUNT OF SUCH BORROWING, WHICH SHALL BE $5,000,000
OR A LARGER MULTIPLE OF $1,000,000,
(III)
THE DURATION OF THE INTEREST PERIOD APPLICABLE THERETO (WHICH
SHALL NOT BE LESS THAN 14 DAYS OR MORE THAN 180 DAYS), SUBJECT TO THE PROVISIONS
OF THE DEFINITION OF INTEREST PERIOD,
(IV)
WHETHER THE MONEY MARKET QUOTES REQUESTED ARE TO SET FORTH A MONEY
MARKET MARGIN OR A MONEY MARKET NON-IBOR RATE,
(V)
THE AGGREGATE AMOUNT OF ALL MONEY MARKET LOANS THEN OUTSTANDING,
AND
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(VI)
THAT NO DEFAULT OR EVENT OF DEFAULT HAS OCCURRED OR IS CONTINUING.
The Borrower may request offers to make Money Market Loans for more than one
Interest Period in a single Money Market Quote Request.
In no event may
Borrower give a Money Market Quote Request within ten (10) days of the giving of
any other Money Market Quote Request.
(C)
INVITATION FOR MONEY MARKET QUOTES. PROMPTLY UPON RECEIPT OF A
MONEY MARKET QUOTE REQUEST, THE ADMINISTRATIVE AGENT SHALL SEND TO THE BANKS BY
TELEX OR FACSIMILE TRANSMISSION AN "INVITATION FOR MONEY MARKET QUOTES"
SUBSTANTIALLY IN THE FORM OF EXHIBIT C HERETO, WHICH SHALL CONSTITUTE AN
INVITATION BY THE BORROWER TO EACH BANK TO SUBMIT MONEY MARKET QUOTES OFFERING
TO MAKE THE MONEY MARKET LOANS TO WHICH SUCH MONEY MARKET QUOTE REQUEST RELATES
IN ACCORDANCE WITH THIS SECTION.
(d)
Submission and Contents of Money Market Quotes. 1. Each Bank may
submit a Money Market Quote containing an offer or offers to make Money Market
Loans in response to any Invitation for Money Market Quotes.
Each Money Market
Quote must comply with the requirements of this subsection (d) and must be
submitted to the Administrative Agent by telex or facsimile transmission at its
offices specified in or pursuant to Section 9.1 not later than (x) 2:00 p.m.
(New York City time) on the fourth Euro-Currency Business Day prior to, but
excluding, the proposed date of Borrowing, in the case of