Margin
and Absolute Rate offered for each such Competitive Bid Loan,
(4)
the minimum amount, if any, of the
Competitive Bid Loan which may be accepted by the Borrower, and
(5)
the identity of the quoting Lender,
provided that such Competitive Bid Loan may be funded by such Lender's
Designated Lender as provided in Section 2.15(j), regardless of whether that is
specified in the Competitive Bid Quote.
(iii)
The Administrative Agent shall reject any
Competitive Bid Quote that:
(1)
is not substantially in the form of
Exhibit C-3 hereto or does not specify all of the information required by
Section 2.15(d)(ii),
(2)
contains qualifying, conditional or similar
language, other than any such language contained in Exhibit C-3 hereto,
(3)
proposes terms other than or in addition to
those set forth in the applicable Invitation for Competitive Bid Quotes, or
(4)
arrives after the time set forth in
Section 2.15(d)(i).
If any Competitive Bid Quote shall be rejected pursuant to this
Section 2.15(d)(iii), then the Administrative Agent shall notify the relevant
Lender of such rejection as soon as practical.
(E)
NOTICE TO BORROWER.
THE ADMINISTRATIVE
AGENT SHALL PROMPTLY NOTIFY THE BORROWER OF THE TERMS (I) OF ANY COMPETITIVE BID
QUOTE SUBMITTED BY A LENDER THAT IS IN ACCORDANCE WITH SECTION 2.15(D) AND
(II) OF ANY COMPETITIVE BID QUOTE THAT AMENDS, MODIFIES OR IS OTHERWISE
INCONSISTENT WITH A PREVIOUS COMPETITIVE BID QUOTE SUBMITTED BY SUCH LENDER WITH
RESPECT TO THE SAME COMPETITIVE BID QUOTE REQUEST.
ANY SUCH SUBSEQUENT
COMPETITIVE BID QUOTE SHALL BE DISREGARDED BY THE ADMINISTRATIVE AGENT UNLESS
SUCH SUBSEQUENT COMPETITIVE BID QUOTE SPECIFICALLY STATES THAT IT IS SUBMITTED
SOLELY TO CORRECT A MANIFEST ERROR IN SUCH FORMER COMPETITIVE BID QUOTE.
THE
ADMINISTRATIVE AGENT'S NOTICE TO THE BORROWER SHALL SPECIFY THE AGGREGATE
PRINCIPAL AMOUNT OF COMPETITIVE BID LOANS FOR WHICH OFFERS HAVE BEEN RECEIVED
FOR EACH INTEREST PERIOD SPECIFIED IN THE RELATED COMPETITIVE BID QUOTE REQUEST
AND THE RESPECTIVE PRINCIPAL AMOUNTS AND COMPETITIVE LIBOR MARGINS OR ABSOLUTE
RATE, AS THE CASE MAY BE, SO OFFERED.
(F)
ACCEPTANCE AND NOTICE BY BORROWER.
NOT
LATER THAN (I) 10:00 A.M. (CHICAGO TIME) AT LEAST THREE BUSINESS DAYS PRIOR TO
THE PROPOSED BORROWING DATE IN THE CASE OF A REQUEST FOR A COMPETITIVE LIBOR
MARGIN OR (II) 10:00 A.M. (CHICAGO TIME) ON THE PROPOSED BORROWING DATE, IN THE
CASE OF A REQUEST FOR AN ABSOLUTE RATE (OR, IN EITHER CASE UPON REASONABLE PRIOR
NOTICE TO THE LENDERS, SUCH OTHER TIME AND DATE AS THE BORROWER AND THE
ADMINISTRATIVE AGENT MAY AGREE), THE BORROWER SHALL NOTIFY THE ADMINISTRATIVE
AGENT OF ITS ACCEPTANCE OR REJECTION OF THE
26
OFFERS SO NOTIFIED TO IT PURSUANT TO SECTION 2.15(E); PROVIDED, HOWEVER, THAT
THE FAILURE BY THE BORROWER TO GIVE SUCH NOTICE TO THE ADMINISTRATIVE AGENT
SHALL BE DEEMED TO BE A REJECTION OF ALL SUCH OFFERS.
IN THE CASE OF
ACCEPTANCE, SUCH NOTICE (A "COMPETITIVE BID BORROWING NOTICE") SHALL SPECIFY THE
AGGREGATE PRINCIPAL AMOUNT OF OFFERS FOR EACH INTEREST PERIOD THAT ARE
ACCEPTED.
THE BORROWER MAY ACCEPT ANY