BEFORE THE DATE
OF THE PROPOSED BORROWING; PROVIDED THAT ANY SUCH NOTICE OF AN ABR REVOLVING
BORROWING TO FINANCE THE REIMBURSEMENT OF AN LC DISBURSEMENT AS CONTEMPLATED BY
SECTION 2.06(E) MAY BE GIVEN NOT LATER THAN 10:00 A.M., NEW YORK CITY TIME, ON
THE DATE OF THE PROPOSED BORROWING.
EACH SUCH TELEPHONIC BORROWING REQUEST
SHALL BE IRREVOCABLE AND SHALL BE CONFIRMED PROMPTLY BY HAND DELIVERY OR
TELECOPY TO THE ADMINISTRATIVE AGENT OF A WRITTEN BORROWING REQUEST IN A FORM
APPROVED BY THE ADMINISTRATIVE AGENT AND SIGNED BY THE BORROWER.
EACH SUCH
TELEPHONIC AND WRITTEN BORROWING REQUEST SHALL SPECIFY THE FOLLOWING INFORMATION
IN COMPLIANCE WITH SECTION 2.02:
(I)
THE AGGREGATE AMOUNT OF THE REQUESTED BORROWING;
(II)
THE DATE OF SUCH BORROWING, WHICH SHALL BE A BUSINESS DAY;
(III)
WHETHER SUCH BORROWING IS TO BE AN ABR BORROWING OR A EUROCURRENCY
BORROWING;
(IV)
IN THE CASE OF A EUROCURRENCY BORROWING, THE AGREED CURRENCY AND INITIAL
INTEREST PERIOD TO BE APPLICABLE THERETO, WHICH SHALL BE A PERIOD CONTEMPLATED
BY THE DEFINITION OF THE TERM "INTEREST PERIOD"; AND
(V)
THE LOCATION AND NUMBER OF THE BORROWER'S ACCOUNT TO WHICH FUNDS ARE TO BE
DISBURSED, WHICH SHALL COMPLY WITH THE REQUIREMENTS OF SECTION 2.07.
If no election as to the Type of Revolving Borrowing is specified, then, in the
case of a Borrowing denominated in Dollars, the requested Revolving Borrowing
shall be an ABR Borrowing.
If no Interest Period is specified with respect to
any requested Eurocurrency Revolving Borrowing, then the Borrower
22
shall be deemed to have selected an Interest Period of one month's duration.
Promptly following receipt of a Borrowing Request in accordance with this
Section, the Administrative Agent shall advise each Lender of the details
thereof and of the amount of such Lender's Loan to be made as part of the
requested Borrowing.
SECTION 2.04.
DETERMINATION OF DOLLAR AMOUNTS.
THE ADMINISTRATIVE AGENT WILL
DETERMINE THE DOLLAR AMOUNT OF:
(A)
EACH EUROCURRENCY BORROWING AS OF THE DATE THREE (3) BUSINESS DAYS PRIOR TO
THE DATE OF SUCH BORROWING OR, IF APPLICABLE, DATE OF CONVERSION/CONTINUATION OF
ANY BORROWING AS A EUROCURRENCY BORROWING,
(B)
THE LC EXPOSURE AS OF THE DATE OF EACH REQUEST FOR THE ISSUANCE, AMENDMENT,
RENEWAL OR EXTENSION OF ANY LETTER OF CREDIT, AND
(C)
ALL OUTSTANDING CREDIT EVENTS ON AND AS OF THE LAST BUSINESS DAY OF EACH
CALENDAR QUARTER AND, DURING THE CONTINUATION OF AN EVENT OF DEFAULT, ON ANY
OTHER BUSINESS DAY ELECTED BY THE ADMINISTRATIVE AGENT IN ITS DISCRETION OR UPON
INSTRUCTION BY THE REQUIRED LENDERS.
Each day upon or as of which the Administrative Agent determines Dollar Amounts
as described in the preceding clauses (a), (b) and (c) is herein described as a
"Computation Date" with respect to each Credit Event for which a Dollar Amount
is determined on or as of such day.
SECTION 2.05.
SWINGLINE LOANS.
(A)
SUBJECT TO THE TERMS AND CONDITIONS SET
FORTH HEREIN, THE SWINGLINE LENDER AGREES TO MAKE SWINGLINE LOANS IN DOLLARS TO
THE BORROWER FROM TIME TO TIME DURING