reborrow Revolving Loans.
Amounts paid or prepaid in
respect of Term Loans may not be reborrowed.
The Borrower and the Lenders
acknowledge the making of Revolving Loans prior to the Restatement Date under
the Existing Credit Agreement and agree, to the extent outstanding on the
Restatement Date, such Revolving Loans shall continue to be outstanding pursuant
to the terms and conditions of this Agreement and the other Loan Documents.
SECTION 2.02.
LOANS.
(A)
EACH LOAN (OTHER THAN SWINGLINE LOANS) SHALL BE MADE
AS PART OF A BORROWING CONSISTING OF LOANS MADE BY THE LENDERS RATABLY IN
ACCORDANCE WITH THEIR RESPECTIVE APPLICABLE COMMITMENTS; PROVIDED, HOWEVER, THAT
THE FAILURE OF ANY LENDER TO MAKE ANY LOAN SHALL NOT IN ITSELF RELIEVE ANY OTHER
LENDER OF ITS OBLIGATION TO LEND HEREUNDER (IT BEING UNDERSTOOD, HOWEVER, THAT
NO LENDER SHALL BE RESPONSIBLE FOR THE FAILURE OF ANY OTHER LENDER TO MAKE ANY
LOAN REQUIRED TO BE MADE BY SUCH OTHER LENDER).
EXCEPT FOR LOANS DEEMED MADE
PURSUANT TO SECTION 2.02(F), THE LOANS COMPRISING ANY BORROWING SHALL BE IN AN
AGGREGATE PRINCIPAL AMOUNT THAT IS (I) AN INTEGRAL MULTIPLE OF $1,000,000 AND
NOT LESS THAN $5,000,000 (EXCEPT WITH RESPECT TO ANY INCREMENTAL TERM BORROWING,
TO THE EXTENT OTHERWISE PROVIDED IN THE RELATED INCREMENTAL TERM LOAN ASSUMPTION
AGREEMENT) OR (II) EQUAL TO THE REMAINING AVAILABLE BALANCE OF THE APPLICABLE
COMMITMENTS.
(B)
SUBJECT TO SECTIONS 2.08 AND 2.15, EACH BORROWING SHALL BE COMPRISED
ENTIRELY OF ABR LOANS OR EURODOLLAR LOANS AS THE BORROWER MAY REQUEST PURSUANT
TO SECTION 2.03.
EACH LENDER MAY AT ITS OPTION MAKE ANY EURODOLLAR LOAN BY
CAUSING ANY DOMESTIC OR FOREIGN BRANCH OR AFFILIATE OF SUCH LENDER TO MAKE SUCH
LOAN; PROVIDED THAT ANY EXERCISE OF SUCH OPTION SHALL NOT AFFECT THE OBLIGATION
OF THE BORROWER TO REPAY SUCH LOAN IN ACCORDANCE WITH THE TERMS OF THIS
AGREEMENT.
BORROWINGS OF MORE THAN ONE TYPE MAY BE OUTSTANDING AT THE SAME
TIME; PROVIDED, HOWEVER, THAT THE BORROWER SHALL NOT BE ENTITLED TO REQUEST ANY
BORROWING THAT, IF MADE, WOULD RESULT IN MORE THAN 10 EURODOLLAR BORROWINGS
OUTSTANDING HEREUNDER AT ANY TIME.
FOR PURPOSES OF THE FOREGOING, BORROWINGS
HAVING DIFFERENT INTEREST PERIODS, REGARDLESS OF WHETHER THEY COMMENCE ON THE
SAME DATE, SHALL BE CONSIDERED SEPARATE BORROWINGS.
(C)
EXCEPT WITH RESPECT TO LOANS DEEMED MADE PURSUANT TO SECTION 2.02(F), EACH
LENDER SHALL MAKE EACH LOAN TO BE MADE BY IT HEREUNDER ON THE PROPOSED DATE
THEREOF BY WIRE TRANSFER OF IMMEDIATELY AVAILABLE FUNDS TO SUCH ACCOUNT IN
NEW YORK CITY AS THE ADMINISTRATIVE AGENT MAY DESIGNATE NOT LATER THAN
2:00 P.M., NEW YORK CITY TIME, AND THE ADMINISTRATIVE AGENT SHALL PROMPTLY
CREDIT THE AMOUNTS SO RECEIVED TO AN ACCOUNT IN THE NAME OF THE BORROWER,
DESIGNATED BY THE BORROWER IN THE APPLICABLE BORROWING REQUEST, OR, IF A
BORROWING SHALL NOT OCCUR ON SUCH DATE BECAUSE ANY CONDITION PRECEDENT HEREIN
SPECIFIED SHALL NOT HAVE BEEN MET, RETURN THE AMOUNTS SO RECEIVED TO THE
RESPECTIVE LENDERS.
(D)
UNLESS THE ADMINISTRATIVE AGENT SHALL HAVE RECEIVED NOTICE FROM A LENDER