SUBSECTION (D)(III) OR THAT OTHERWISE FAILS TO COMPLY WITH THE
REQUIREMENTS OF THIS AGREEMENT.
(G)
ALLOCATION BY ADMINISTRATIVE AGENT.
IF
OFFERS ARE MADE BY TWO OR MORE BANKS WITH THE SAME MONEY MARKET MARGINS OR MONEY
MARKET ABSOLUTE RATES, AS THE CASE MAY BE, FOR A GREATER AGGREGATE PRINCIPAL
AMOUNT THAN THE AMOUNT IN RESPECT OF WHICH SUCH OFFERS ARE ACCEPTED FOR THE
RELATED INTEREST PERIOD, THE PRINCIPAL AMOUNT OF MONEY MARKET LOANS IN RESPECT
OF WHICH SUCH OFFERS ARE ACCEPTED SHALL BE ALLOCATED BY THE ADMINISTRATIVE AGENT
AMONG SUCH BANKS AS NEARLY AS POSSIBLE (IN MULTIPLES OF $1,000,000, AS THE
ADMINISTRATIVE AGENT MAY DEEM APPROPRIATE) IN PROPORTION TO THE AGGREGATE
PRINCIPAL AMOUNTS OF SUCH OFFERS.
DETERMINATIONS BY THE ADMINISTRATIVE AGENT OF
THE AMOUNTS OF MONEY MARKET LOANS SHALL BE CONCLUSIVE IN THE ABSENCE OF MANIFEST
ERROR.
SECTION 2.04.
NOTICE TO BANKS:
FUNDING OF LOANS.
(A) UPON RECEIPT OF A NOTICE
OF BORROWING, THE ADMINISTRATIVE AGENT SHALL PROMPTLY NOTIFY EACH BANK OF THE
CONTENTS THEREOF AND OF SUCH BANK'S SHARE (IF ANY) OF SUCH BORROWING AND SUCH
NOTICE OF BORROWING SHALL NOT THEREAFTER BE REVOCABLE BY THE BORROWER.
15
(B)
NOT LATER THAN 12:00 NOON (NEW YORK CITY
TIME) ON THE DATE OF EACH BORROWING, EACH BANK PARTICIPATING THEREIN SHALL MAKE
AVAILABLE ITS SHARE OF SUCH BORROWING, IN FEDERAL OR OTHER FUNDS IMMEDIATELY
AVAILABLE IN NEW YORK CITY, TO THE ADMINISTRATIVE AGENT AT ITS ADDRESS REFERRED
TO IN SECTION 9.01; PROVIDED THAT SWINGLINE LOANS SHALL BE MADE AS PROVIDED IN
SECTION 2.05.
UNLESS THE ADMINISTRATIVE AGENT DETERMINES THAT ANY APPLICABLE
CONDITION SPECIFIED IN ARTICLE 3 HAS NOT BEEN SATISFIED, THE ADMINISTRATIVE
AGENT WILL MAKE THE FUNDS SO RECEIVED FROM THE BANKS AVAILABLE TO THE BORROWER
AT THE ADMINISTRATIVE AGENT'S AFORESAID ADDRESS PROVIDED THAT A BASE RATE
BORROWING MADE TO FINANCE THE REIMBURSEMENT OF AN LC DISBURSEMENT AS PROVIDED IN
SECTION 2.17(E) SHALL BE REMITTED BY THE ADMINISTRATIVE AGENT TO THE APPLICABLE
ISSUING BANK.
(C)
UNLESS THE ADMINISTRATIVE AGENT SHALL HAVE
RECEIVED NOTICE FROM A BANK PRIOR TO THE DATE OF ANY BORROWING THAT SUCH BANK
WILL NOT MAKE AVAILABLE TO THE ADMINISTRATIVE AGENT SUCH BANK'S SHARE OF SUCH
BORROWING, THE ADMINISTRATIVE AGENT MAY ASSUME THAT SUCH BANK HAS MADE SUCH
SHARE AVAILABLE TO THE ADMINISTRATIVE AGENT ON THE DATE OF SUCH BORROWING IN
ACCORDANCE WITH SUBSECTION (B) OF THIS SECTION AND THE ADMINISTRATIVE AGENT MAY,
IN RELIANCE UPON SUCH ASSUMPTION, MAKE AVAILABLE TO THE BORROWER ON SUCH DATE A
CORRESPONDING AMOUNT.
IF AND TO THE EXTENT THAT SUCH BANK SHALL NOT HAVE SO
MADE SUCH SHARE AVAILABLE TO THE ADMINISTRATIVE AGENT, SUCH BANK AND THE
BORROWER SEVERALLY AGREE TO REPAY TO THE ADMINISTRATIVE AGENT FORTHWITH ON
DEMAND SUCH CORRESPONDING AMOUNT TOGETHER WITH INTEREST THEREON, FOR EACH DAY
FROM THE DATE SUCH AMOUNT IS MADE AVAILABLE TO THE BORROWER UNTIL THE DATE SUCH
AMOUNT IS REPAID TO THE ADMINISTRATIVE AGENT, AT THE FEDERAL FUNDS RATE.
IF
SUCH BANK SHALL REPAY TO THE ADMINISTRATIVE AGENT SUCH CORRESPONDING AMOUNT,
SUCH AMOUNT SO