THAT ANY SUCH BORROWING MAY BE IN THE AGGREGATE AMOUNT
AVAILABLE IN ACCORDANCE WITH SECTION 3.02(B)) AND SHALL BE MADE FROM THE SEVERAL
REVOLVING CREDIT LOAN BANKS RATABLY IN PROPORTION TO THEIR RESPECTIVE REVOLVING
CREDIT LOAN COMMITMENTS.
WITHIN THE FOREGOING LIMITS, THE BORROWER MAY BORROW
UNDER THIS SECTION 2.01(A), REPAY, OR, TO THE EXTENT PERMITTED BY SECTION 2.10,
PREPAY REVOLVING CREDIT LOANS AND REBORROW AT ANY TIME DURING THE REVOLVING
CREDIT PERIOD.
(ii)
Any "Revolving Credit Loans" outstanding under the Existing Bank
Credit Agreement on the Amendment and Restatement Effective Date shall be
continued as Revolving Credit Loans hereunder.
As of the Amendment and
Restatement Effective Date, the aggregate amount of outstanding Revolving Credit
Loans is $263,257,731.61.
AES Fourth Amended and Restated Credit Agreement
33
(B)
INITIAL TERM LOAN FACILITY.
SUBJECT TO THE TERMS AND CONDITIONS SET FORTH
HEREIN, ON THE AMENDMENT AND RESTATEMENT EFFECTIVE DATE ANY "TERM LOAN"
OUTSTANDING UNDER THE EXISTING BANK CREDIT AGREEMENT SHALL BE CONTINUED AS AN
INITIAL TERM LOAN HEREUNDER.
AS OF THE AMENDMENT AND RESTATEMENT EFFECTIVE
DATE, THE AGGREGATE AMOUNT OF OUTSTANDING INITIAL TERM LOANS IS $200 MILLION.
(C)
TERM LOAN FACILITIES.
THE TERM LOANS ARE NOT REVOLVING IN NATURE, AND
AMOUNTS REPAID OR PREPAID IN RESPECT THEREOF MAY NOT BE REBORROWED.
Section 2.02
Notice of Borrowing.
(A)
THE BORROWER SHALL GIVE THE AGENT NOTICE (A "NOTICE OF BORROWING") NOT
LATER THAN 11:00 A.M. (NEW YORK CITY TIME) ON (X) THE DATE OF EACH BASE RATE
BORROWING AND (Y) THE THIRD EURO-DOLLAR BUSINESS DAY BEFORE EACH EURO-DOLLAR
BORROWING, SPECIFYING:
(I)
THE DATE OF SUCH BORROWING, WHICH SHALL BE A DOMESTIC BUSINESS
DAY IN THE CASE OF A BASE RATE BORROWING OR A EURO-DOLLAR BUSINESS DAY IN THE
CASE OF A EURO-DOLLAR BORROWING;
(II)
THE AGGREGATE AMOUNT OF SUCH BORROWING;
(III)
WHETHER THE LOANS COMPRISING SUCH BORROWING ARE TO BEAR INTEREST
INITIALLY AT THE BASE RATE OR THE ADJUSTED LONDON INTERBANK OFFERED RATE; AND
(IV)
IN THE CASE OF A EURO-DOLLAR BORROWING, THE DURATION OF THE
INITIAL INTEREST PERIOD APPLICABLE THERETO, SUBJECT TO THE PROVISIONS OF THE
DEFINITION OF "INTEREST PERIOD."
(B)
UPON RECEIPT OF A NOTICE OF BORROWING, THE AGENT SHALL PROMPTLY NOTIFY
EACH BANK OF THE CONTENTS THEREOF AND OF SUCH BANK'S RATABLE SHARE OF SUCH
BORROWING AND SUCH NOTICE OF BORROWING SHALL NOT THEREAFTER BE REVOCABLE BY THE
BORROWER.
(C)
NOT LATER THAN 2:00 P.M. (NEW YORK CITY TIME) ON THE DATE OF EACH
BORROWING, EACH BANK SHALL (EXCEPT AS PROVIDED IN SUBSECTION (D) OF THIS
SECTION 2.02) MAKE AVAILABLE ITS RATABLE SHARE OF SUCH BORROWING, IN FEDERAL OR
OTHER FUNDS IMMEDIATELY AVAILABLE IN NEW YORK CITY, TO THE AGENT AT ITS ADDRESS
REFERRED TO IN SECTION 10.01.
UNLESS THE AGENT DETERMINES THAT ANY APPLICABLE
CONDITION SPECIFIED IN ARTICLE 3 HAS NOT BEEN SATISFIED, THE AGENT WILL MAKE THE
FUNDS SO RECEIVED FROM THE BANKS AVAILABLE TO THE BORROWER REQUESTING SUCH
BORROWING AT THE AGENT'S AFORESAID ADDRESS.
(D)
IF ANY BANK MAKES A NEW LOAN HEREUNDER TO THE BORROWER ON A