to the other provisions of this Section 2.05, the respective
Tranche 2/3 Borrower may elect different options with respect to different
portions of the affected Borrowing, in which case each such portion shall be
allocated ratably among the respective Lenders holding the Loans comprising such
Borrowing, and the Loans comprising each such portion shall be considered a
separate Borrowing.
(B)
TO MAKE AN ELECTION PURSUANT TO THIS
SECTION 2.05, A TRANCHE 2/3 BORROWER SHALL NOTIFY THE ADMINISTRATIVE AGENT OF
SUCH ELECTION BY TELEPHONE BY THE TIME THAT A BORROWING REQUEST WOULD BE
REQUIRED UNDER SECTION 2.03 IF SUCH TRANCHE 2/3 BORROWER WERE REQUESTING A
BORROWING OF THE TYPE AND TRANCHE RESULTING FROM SUCH ELECTION TO BE MADE ON THE
EFFECTIVE DATE OF SUCH ELECTION.
EACH SUCH TELEPHONIC INTEREST ELECTION REQUEST
SHALL BE IRREVOCABLE AND SHALL BE CONFIRMED PROMPTLY BY HAND DELIVERY OR
TELECOPY TO THE ADMINISTRATIVE AGENT OF A WRITTEN INTEREST ELECTION REQUEST IN A
FORM APPROVED BY THE ADMINISTRATIVE AGENT AND SIGNED BY SUCH TRANCHE 2/3
BORROWER.
(C)
EACH TELEPHONIC AND WRITTEN INTEREST
ELECTION REQUEST SHALL SPECIFY THE FOLLOWING INFORMATION IN COMPLIANCE WITH
SECTION 2.02:
(I)
THE BORROWING TO WHICH SUCH INTEREST
ELECTION REQUEST APPLIES AND, IF DIFFERENT OPTIONS ARE BEING ELECTED WITH
RESPECT TO DIFFERENT PORTIONS THEREOF, THE PORTIONS THEREOF TO BE ALLOCATED TO
EACH RESULTING BORROWING (IN WHICH CASE THE INFORMATION TO BE SPECIFIED PURSUANT
TO CLAUSES (IV) AND (V) BELOW SHALL BE SPECIFIED FOR EACH RESULTING BORROWING);
(II)
THE EFFECTIVE DATE OF THE ELECTION MADE
PURSUANT TO SUCH INTEREST ELECTION REQUEST, WHICH SHALL BE A BUSINESS DAY;
(III)
WHETHER SUCH BORROWING CONSISTS OF TRANCHE 2
LOANS OR TRANCHE 3 LOANS;
(IV)
WHETHER THE RESULTING BORROWING IS TO BE AN
ABR BORROWING, A EURODOLLAR BORROWING, A EURO BORROWING OR A POUNDS STERLING
BORROWING; AND
(V)
IF THE RESULTING BORROWING IS A LIBOR
BORROWING, THE INTEREST PERIOD TO BE APPLICABLE THERETO AFTER GIVING EFFECT TO
SUCH ELECTION, WHICH SHALL BE A PERIOD CONTEMPLATED BY THE DEFINITION OF THE
TERM "INTEREST PERIOD".
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If any such Interest Election Request requests a LIBOR Borrowing but does not
specify an Interest Period, then such Tranche 2/3 Borrower shall be deemed to
have selected an Interest Period of one month's duration.
(D)
PROMPTLY FOLLOWING RECEIPT OF AN INTEREST
ELECTION REQUEST, THE ADMINISTRATIVE AGENT SHALL ADVISE EACH RELEVANT LENDER OF
THE DETAILS THEREOF AND OF SUCH LENDER'S PORTION OF EACH RESULTING BORROWING.
(E)
IF ANY TRANCHE 2/3 BORROWER FAILS TO
DELIVER A TIMELY INTEREST ELECTION REQUEST WITH RESPECT TO A LIBOR BORROWING
PRIOR TO THE END OF THE INTEREST PERIOD APPLICABLE THERETO, THEN, UNLESS SUCH
BORROWING IS REPAID AS PROVIDED HEREIN, AT THE END OF SUCH INTEREST PERIOD SUCH
BORROWING SHALL (X) IN THE CASE OF A EURODOLLAR BORROWING, BE CONVERTED TO AN
ABR BORROWING AND (Y) IN THE CASE OF A EURO BORROWING OR A POUNDS STERLING
BORROWING, BE CONTINUED AS A LIBOR BORROWING OF THE SAME TYPE AND WITH AN
INTEREST PERIOD OF ONE MONTH'S DURATION.
NOTWITHSTANDING ANY CONTRARY PROVISION