IN DOLLARS OR A BANKERS' ACCEPTANCE, NOT LATER
THAN 11:00 A.M., NEW YORK CITY TIME, THREE BUSINESS DAYS BEFORE THE DATE OF THE
PROPOSED BORROWING, (II) IN THE CASE OF AN ABR BORROWING, NOT LATER THAN 9:00
A.M., NEW YORK CITY TIME, ON THE DATE OF THE PROPOSED BORROWING OR (III) IN THE
CASE OF A BORROWING OF CANADIAN PRIME RATE LOANS, NOT LATER THAN 11:00 A.M., NEW
YORK TIME, ONE
58
BUSINESS DAY BEFORE THE DATE OF THE PROPOSED BORROWING.
EACH BORROWING REQUEST
SHALL BE IRREVOCABLE AND SHALL SPECIFY THE FOLLOWING INFORMATION IN COMPLIANCE
WITH SECTION 2.02:
(I)
THE AGGREGATE AMOUNT AND APPROVED CURRENCY OF SUCH BORROWING;
(II)
THE DATE OF SUCH BORROWING, WHICH SHALL BE A BUSINESS DAY;
(III)
FOR US REVOLVING LOANS, WHETHER SUCH BORROWING IS TO BE AN ABR
BORROWING OR A EURODOLLAR BORROWING OR, FOR CANADIAN REVOLVING LOANS, WHETHER
SUCH BORROWING IS TO BE BY WAY OF BANKERS' ACCEPTANCE OR CANADIAN PRIME RATE
LOAN;
(IV)
IN THE CASE OF A EURODOLLAR BORROWING OR A BANKERS' ACCEPTANCE,
THE INITIAL INTEREST PERIOD TO BE APPLICABLE THERETO, WHICH SHALL BE A PERIOD
CONTEMPLATED BY THE DEFINITION OF THE TERM "INTEREST PERIOD";
(V)
THE NAME OF THE APPLICABLE BORROWER AND THE LOCATION AND NUMBER OF
THE APPLICABLE BORROWER'S ACCOUNT TO WHICH FUNDS ARE TO BE DISBURSED, WHICH
SHALL COMPLY WITH THE REQUIREMENTS OF SECTION 2.02(C); AND
(VI)
THAT THE CONDITIONS SET FORTH IN SECTION 4.02(B) - (E) HAVE BEEN
SATISFIED AS OF THE DATE OF THE NOTICE.
If no election as to the Type of Borrowing is specified, then the requested
Borrowing shall be an ABR Borrowing in dollars or, in the case of a Canadian
Revolving Loan in Canadian dollars, a Canadian Prime Rate Loan.
If no Interest
Period is specified with respect to any requested Eurodollar Borrowing or
Bankers' Acceptance 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, such Administrative
Agent shall advise each applicable Lender of the details thereof and of the
amount of such Lender's Loan to be made as part of the requested Borrowing.
(B)
BANKERS' ACCEPTANCES.
(I)
CANADIAN ADMINISTRATIVE AGENT.
ON EACH DATE THAT A BANKERS'
ACCEPTANCE IS TO BE ACCEPTED HEREUNDER, THE CANADIAN ADMINISTRATIVE AGENT
SHALL
ADVISE THE CANADIAN BORROWER AS TO THE CANADIAN ADMINISTRATIVE AGENT'S
DETERMINATION OF THE APPLICABLE DISCOUNT RATE FOR THE BANKERS' ACCEPTANCE WHICH
ANY OF THE CANADIAN REVOLVING LENDERS HAVE AGREED TO ACCEPT AND PURCHASE.
(II)
PURCHASE.
EACH CANADIAN REVOLVING LENDER SHALL PURCHASE A
BANKERS' ACCEPTANCE ACCEPTED BY IT, AND THE CANADIAN BORROWER SHALL SELL SUCH
BANKERS' ACCEPTANCE TO SUCH CANADIAN REVOLVING LENDER AT THE APPLICABLE DISCOUNT
RATE.
THE RELEVANT CANADIAN REVOLVING LENDER SHALL PROVIDE TO THE CANADIAN
ADMINISTRATIVE AGENT ON THE DATE OF THE RELATED BORROWING THE DISCOUNT PROCEEDS
LESS THE ACCEPTANCE FEE PAYABLE BY THE CANADIAN BORROWER WITH RESPECT TO SUCH
BANKERS' ACCEPTANCE.
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(III)
SALE.
EACH CANADIAN REVOLVING LENDER MAY FROM TIME