REQUEST BY AN AUTHORIZED PERSON DELIVERED TO AGENT. SUCH NOTICE MUST BE RECEIVED
BY AGENT NO LATER THAN 10:00 A.M. (CALIFORNIA TIME) ON THE CLOSING DATE, OR IF
APPLICABLE, THEREAFTER ON THE BUSINESS DAY THAT IS ONE (1) BUSINESS DAY PRIOR TO
THE REQUESTED FUNDING DATE SPECIFYING (I) THE PERTINENT LOAN, AND (II) THE
REQUESTED FUNDING DATE, WHICH SHALL BE A BUSINESS DAY. AT AGENT'S ELECTION, IN
LIEU OF DELIVERING THE ABOVE-DESCRIBED WRITTEN REQUEST, ANY AUTHORIZED PERSON
MAY GIVE AGENT TELEPHONIC NOTICE OF SUCH REQUEST BY THE REQUIRED TIME. IN SUCH
CIRCUMSTANCES, BORROWERS AGREE THAT ANY SUCH TELEPHONIC NOTICE WILL BE CONFIRMED
IN WRITING WITHIN 24 HOURS OF THE GIVING OF SUCH TELEPHONIC NOTICE, BUT THE
FAILURE TO PROVIDE SUCH WRITTEN CONFIRMATION SHALL NOT AFFECT THE VALIDITY OF
THE REQUEST. EACH REQUEST FOR THE BORROWING OF AN ADVANCE SHALL BE ACCOMPANIED
BY THE CONCURRENT DELIVERY TO AGENT OF A COMPLETE AND EXECUTED BORROWING BASE
CERTIFICATE.
(II)
UNLESS AGENT RECEIVES NOTICE FROM A LENDER PRIOR TO 9:00 A.M.
(CALIFORNIA TIME) ON THE DATE OF A BORROWING THAT SUCH LENDER WILL NOT MAKE
AVAILABLE AS AND WHEN REQUIRED HEREUNDER TO AGENT FOR THE ACCOUNT OF BORROWERS
THE AMOUNT OF THAT LENDER'S PRO RATA SHARE OF THE BORROWING, AGENT MAY ASSUME
THAT EACH APPLICABLE LENDER HAS MADE OR WILL MAKE SUCH AMOUNT AVAILABLE TO AGENT
IN IMMEDIATELY AVAILABLE FUNDS ON THE FUNDING DATE AND AGENT MAY (BUT SHALL NOT
BE SO REQUIRED), IN RELIANCE UPON SUCH ASSUMPTION, MAKE AVAILABLE TO BORROWERS
ON SUCH DATE A CORRESPONDING AMOUNT. IF AND TO THE EXTENT ANY APPLICABLE LENDER
SHALL NOT HAVE MADE ITS FULL AMOUNT AVAILABLE TO AGENT IN IMMEDIATELY AVAILABLE
FUNDS AND AGENT IN SUCH CIRCUMSTANCES HAS MADE AVAILABLE TO BORROWERS SUCH
AMOUNT, THAT LENDER SHALL ON THE BUSINESS DAY FOLLOWING SUCH FUNDING DATE MAKE
SUCH AMOUNT AVAILABLE TO AGENT, TOGETHER WITH INTEREST AT THE DEFAULTING LENDER
RATE FOR EACH DAY DURING SUCH PERIOD. A NOTICE SUBMITTED BY AGENT TO ANY LENDER
WITH RESPECT TO AMOUNTS OWING UNDER THIS SUBSECTION SHALL BE CONCLUSIVE, ABSENT
MANIFEST ERROR. IF SUCH AMOUNT IS SO MADE AVAILABLE, SUCH PAYMENT TO AGENT SHALL
CONSTITUTE SUCH LENDER'S PORTION OF THE LOAN ON THE DATE OF BORROWING FOR ALL
PURPOSES OF THIS
4
AGREEMENT. IF SUCH AMOUNT IS NOT MADE AVAILABLE TO AGENT ON THE BUSINESS DAY
FOLLOWING THE FUNDING DATE, AGENT WILL NOTIFY ADMINISTRATIVE BORROWER OF SUCH
FAILURE TO FUND AND, UPON DEMAND BY AGENT, BORROWERS SHALL PAY SUCH AMOUNT TO
AGENT FOR AGENT'S ACCOUNT, TOGETHER WITH INTEREST THEREON FOR EACH DAY ELAPSED
SINCE THE DATE OF SUCH BORROWING, AT A RATE PER ANNUM EQUAL TO THE INTEREST RATE
APPLICABLE AT THE TIME TO THE LOAN COMPRISING SUCH BORROWING.
(III)
BORROWERS SHALL BORROW PURSUANT TO SECTION 2.2(A) AN AMOUNT EQUAL
TO THE TERM LOAN A COMMITMENT IN A SINGLE DRAWING.
(IV)
SUBJECT TO THE OTHER CONDITIONS SET FORTH IN THIS SECTION 2.3(A),
EACH LENDER SHALL MAKE THE AMOUNT OF SUCH LENDER'S PRO RATA SHARE OF THE
REQUESTED BORROWING AVAILABLE TO