the consent
of the Administrative Agent and each CP Lender.
No Funding Date on which a CP
Lender is requested to make an Advance shall occur during any Peak CP Funding
Period without the consent of the CP Lender.
(D)
NO LATER THAN 11:00 A.M. (NEW YORK CITY
TIME) THREE (3) BUSINESS DAYS PRIOR TO THE PROPOSED FUNDING DATE, THE
ADMINISTRATIVE AGENT, EACH MANAGING AGENT, CONCORD AND THE COLLATERAL CUSTODIAN,
AS APPLICABLE, SHALL RECEIVE OR SHALL HAVE PREVIOUSLY RECEIVED THE FOLLOWING:
(I)
A FUNDING REQUEST IN THE FORM OF EXHIBIT
A;
(II)
A WIRE DISBURSEMENT AND AUTHORIZATION FORM
SHALL BE DELIVERED TO THE ADMINISTRATIVE AGENT; AND
(III)
A CERTIFICATION SUBSTANTIALLY IN THE FORM OF
EXHIBIT H CONCERNING THE COLLATERAL CUSTODIAN'S RECEIPT OF CERTAIN DOCUMENTATION
RELATING TO THE ELIGIBLE LOAN(S) RELATED TO SUCH ADVANCE SHALL BE DELIVERED TO
THE ADMINISTRATIVE AGENT.
(E)
EACH FUNDING REQUEST SHALL SPECIFY THE
AGGREGATE AMOUNT OF THE REQUESTED ADVANCE, WHICH SHALL BE IN AN AMOUNT EQUAL TO
AT LEAST $3,000,000.
EACH FUNDING REQUEST SHALL BE ACCOMPANIED BY (I) A
BORROWER NOTICE, DEPICTING THE OUTSTANDING AMOUNT OF ADVANCES UNDER THIS
AGREEMENT AND REPRESENTING THAT ALL CONDITIONS PRECEDENT FOR A FUNDING HAVE BEEN
MET, INCLUDING A REPRESENTATION BY THE BORROWER THAT THE REQUESTED ADVANCE SHALL
NOT, ON THE FUNDING DATE THEREOF, EXCEED THE AVAILABILITY ON SUCH DAY, (II) A
CALCULATION OF THE BORROWING BASE AS OF THE DATE THE ADVANCE IS REQUESTED, (III)
AN UPDATED LOAN LIST INCLUDING EACH LOAN THAT IS SUBJECT TO THE REQUESTED
ADVANCE, (IV) THE PROPOSED FUNDING DATE, AND (V) WIRE TRANSFER INSTRUCTIONS FOR
THE ADVANCE.
A FUNDING REQUEST SHALL BE IRREVOCABLE WHEN DELIVERED.
(F)
ON THE FUNDING DATE FOLLOWING THE
SATISFACTION OF THE APPLICABLE CONDITIONS SET FORTH IN THIS SECTION 2.2 AND
ARTICLE III, EACH CP LENDER MAY, OR THE RELATED COMMITTED LENDERS, AS
APPLICABLE, SHALL, MAKE AVAILABLE TO THE ADMINISTRATIVE AGENT AT ITS ADDRESS
LISTED BENEATH ITS SIGNATURE ON ITS SIGNATURE PAGE TO THIS AGREEMENT (OR ON THE
SIGNATURE PAGE TO THE JOINDER AGREEMENT PURSUANT TO WHICH IT BECAME A PARTY
HERETO), FOR DEPOSIT TO THE ACCOUNT OF THE BORROWER OR ITS DESIGNEE IN SAME DAY
FUNDS, AT THE ACCOUNT SPECIFIED IN THE FUNDING REQUEST, AN AMOUNT EQUAL TO SUCH
LENDER'S RATABLE SHARE OF THE ADVANCE THEN BEING MADE.
EACH WIRE TRANSFER OF AN
ADVANCE TO THE BORROWER SHALL BE INITIATED BY THE APPLICABLE LENDER NO LATER
THAN 3:00 P.M. (NEW YORK CITY TIME) ON THE APPLICABLE FUNDING DATE.
SECTION 2.3
OPTIONAL CHANGES IN FACILITY
AMOUNT; PREPAYMENTS.
(A)
THE BORROWER SHALL BE ENTITLED AT ITS
OPTION, AT ANY TIME PRIOR TO THE OCCURRENCE OF AN EARLY TERMINATION EVENT, TO
REDUCE THE FACILITY AMOUNT IN WHOLE OR IN PART; PROVIDED THAT THE BORROWER SHALL
GIVE PRIOR WRITTEN NOTICE OF SUCH REDUCTION TO THE ADMINISTRATIVE AGENT, EACH
MANAGING AGENT AND CONCORD AS PROVIDED IN PARAGRAPH (B) OF THIS SECTION 2.3 AND
THAT ANY PARTIAL REDUCTION OF THE FACILITY AMOUNT SHALL BE IN AN AMOUNT EQUAL TO
$3,000,000 WITH INTEGRAL MULTIPLES OF $500,000 ABOVE SUCH