COMPETITIVE BID
OR COMPETITIVE BIDS MADE AT A PARTICULAR COMPETITIVE BID RATE BUT THE AMOUNT OF
SUCH BID OR BIDS SHALL CAUSE THE TOTAL AMOUNT OF COMPETITIVE BIDS TO BE ACCEPTED
BY THE BORROWER TO EXCEED THE AMOUNT SPECIFIED IN THE COMPETITIVE BID REQUEST,
THEN THE BORROWER SHALL ACCEPT A PORTION OF SUCH BID OR BIDS IN AN AMOUNT EQUAL
TO THE AMOUNT SPECIFIED IN THE COMPETITIVE BID REQUEST LESS THE AMOUNT OF ALL
OTHER COMPETITIVE BIDS ACCEPTED WITH RESPECT TO SUCH COMPETITIVE BID REQUEST,
WHICH ACCEPTANCE, IN THE CASE OF MULTIPLE BIDS AT SUCH COMPETITIVE BID RATE,
SHALL BE MADE PRO RATA IN ACCORDANCE WITH THE AMOUNT OF EACH SUCH BID AT SUCH
COMPETITIVE BID RATE, (V) THE BORROWER SHALL NOT ACCEPT A COMPETITIVE BID OR
COMPETITIVE BIDS, OR A PORTION OF SUCH BID OR BIDS, IF, AFTER GIVING EFFECT
THERETO, THE SUM OF THE REVOLVING CREDIT EXPOSURES OF ALL THE LENDERS AND THE
AGGREGATE PRINCIPAL AMOUNT OF ALL COMPETITIVE LOANS OUTSTANDING AT THE TIME
SHALL EXCEED THE LESSER OF (X) THE TOTAL COMMITMENT AND (Y) THE MAXIMUM
AVAILABILITY AT THE TIME AND (VI) EXCEPT PURSUANT TO CLAUSES (IV) AND (V) ABOVE,
NO COMPETITIVE BID SHALL BE ACCEPTED FOR A COMPETITIVE LOAN UNLESS SUCH
COMPETITIVE LOAN IS IN A MINIMUM PRINCIPAL AMOUNT OF $10,000,000 AND AN INTEGRAL
MULTIPLE OF $1,000,000; PROVIDED FURTHER THAT IF A COMPETITIVE LOAN MUST BE IN
AN AMOUNT LESS THAN $10,000,000 BECAUSE OF THE PROVISIONS OF CLAUSE (IV) OR
(V) ABOVE, SUCH COMPETITIVE LOAN MAY BE FOR A MINIMUM OF $1,000,000 OR ANY
INTEGRAL MULTIPLE THEREOF, AND IN CALCULATING THE PRO RATA ALLOCATION OF
ACCEPTANCES OF PORTIONS OF MULTIPLE BIDS AT A PARTICULAR COMPETITIVE BID RATE
PURSUANT TO CLAUSE (IV) ABOVE, THE AMOUNTS SHALL BE ROUNDED TO INTEGRAL
MULTIPLES OF $1,000,000 IN A MANNER WHICH SHALL BE IN THE DISCRETION OF THE
BORROWER.
A NOTICE GIVEN BY THE BORROWER PURSUANT TO THIS PARAGRAPH (D) SHALL
BE IRREVOCABLE.
(E)
THE AGENT SHALL PROMPTLY NOTIFY EACH BIDDING LENDER WHETHER OR NOT ITS
COMPETITIVE BID HAS BEEN ACCEPTED (AND IF SO, IN WHAT AMOUNT AND AT WHAT
COMPETITIVE BID RATE), AND EACH BIDDING LENDER WHOSE COMPETITIVE BID HAS BEEN
ACCEPTED WILL THEREUPON BECOME BOUND, SUBJECT TO THE OTHER APPLICABLE CONDITIONS
HEREOF, TO MAKE THE COMPETITIVE LOAN TO THE EXTENT ITS COMPETITIVE BID HAS BEEN
ACCEPTED.
(F)
A COMPETITIVE BID REQUEST SHALL NOT BE MADE WITHIN FIVE BUSINESS DAYS AFTER
THE DATE OF ANY PREVIOUS COMPETITIVE BID REQUEST.
(G)
IF THE AGENT SHALL ELECT TO SUBMIT A COMPETITIVE BID IN ITS CAPACITY AS A
LENDER, IT SHALL SUBMIT SUCH BID DIRECTLY TO THE BORROWER ONE QUARTER OF AN HOUR
EARLIER THAN THE LATEST TIME BY WHICH THE OTHER LENDERS ARE REQUIRED TO SUBMIT
THEIR BIDS TO THE AGENT PURSUANT TO PARAGRAPH (B) ABOVE.
(H)
ALL NOTICES REQUIRED BY THIS SECTION SHALL BE GIVEN IN ACCORDANCE WITH
SECTION 9.01.
SECTION 2.04.
STANDBY BORROWING PROCEDURE.
IN ORDER TO REQUEST A STANDBY
BORROWING, THE BORROWER SHALL HAND DELIVER OR FAX TO THE