CREDIT EXCEED
THE CG&E SUBLIMIT; (III) THE PSI ENERGY OUTSTANDING EXTENSIONS OF CREDIT EXCEED
THE PSI ENERGY SUBLIMIT; OR (III) THE ULH&P OUTSTANDING EXTENSIONS OF CREDIT
EXCEED THE ULH&P SUBLIMIT.
SECTION 2.2.
MAKING THE ADVANCES.
(A)
EACH BORROWING SHALL BE MADE ON NOTICE GIVEN BY THE RELEVANT BORROWER TO
THE ADMINISTRATIVE AGENT VIA FACSIMILE TRANSMISSION IN ACCORDANCE WITH
SECTION 9.2 HEREOF NOT LATER THAN 11:00 A.M. (NEW YORK CITY TIME) ON THE
BUSINESS DAY THAT IS: (I) THREE BUSINESS DAYS PRIOR TO THE BORROWING DATE OF THE
PROPOSED BORROWING, IN THE CASE OF A BORROWING COMPRISED OF EURODOLLAR RATE
ADVANCES, OR (II) THE BORROWING DATE OF THE PROPOSED BORROWING, IN THE CASE OF A
BORROWING COMPRISED OF BASE RATE ADVANCES. EACH SUCH NOTICE OF A BORROWING (A
"NOTICE OF BORROWING") SHALL BE IN SUBSTANTIALLY THE FORM OF EXHIBIT B HERETO,
SPECIFYING THEREIN THE REQUESTED BORROWING DATE OF SUCH BORROWING, THE TYPE OF
ADVANCES COMPRISING SUCH BORROWING, THE AGGREGATE AMOUNT OF SUCH BORROWING, AND
THE INTEREST PERIOD TO BE APPLICABLE THERETO. UPON RECEIPT OF ANY NOTICE OF
BORROWING, THE ADMINISTRATIVE AGENT SHALL GIVE TO EACH LENDER PROMPT NOTICE
THEREOF AND THE ADMINISTRATIVE AGENT SHALL PROMPTLY NOTIFY EACH LENDER AND THE
BORROWER OF THE APPLICABLE INTEREST RATE PURSUANT TO SECTION 2.8.
(B)
EACH LENDER SHALL, BEFORE 1:00 P.M. (NEW YORK CITY TIME) ON THE BORROWING
DATE OF SUCH BORROWING, MAKE AVAILABLE FOR THE ACCOUNT OF ITS APPLICABLE LENDING
OFFICE TO THE ADMINISTRATIVE AGENT AT ITS ADDRESS REFERRED TO IN SECTION 9.2, IN
IMMEDIATELY AVAILABLE FUNDS, SUCH LENDER'S COMMITMENT PERCENTAGE OF SUCH
BORROWING. AFTER THE ADMINISTRATIVE AGENT'S RECEIPT OF SUCH FUNDS AND UPON
FULFILLMENT OF THE APPLICABLE CONDITIONS SET FORTH IN ARTICLE IV, THE
ADMINISTRATIVE AGENT WILL MAKE SUCH FUNDS AVAILABLE TO THE RELEVANT BORROWER AT
THE ADMINISTRATIVE AGENT'S AFORESAID ADDRESS OR AS OTHERWISE DIRECTED BY THE
BORROWER.
(C)
ANYTHING IN SECTION 2.2(A), ABOVE, TO THE CONTRARY NOTWITHSTANDING,
(I)
IF ANY LENDER SHALL NOTIFY THE
ADMINISTRATIVE AGENT THAT THE INTRODUCTION OF OR ANY CHANGE IN OR IN THE
INTERPRETATION OF ANY LAW OR REGULATION MAKES IT UNLAWFUL, OR THAT ANY CENTRAL
BANK OR OTHER GOVERNMENTAL AUTHORITY ASSERTS THAT IT IS UNLAWFUL, FOR SUCH
LENDER OR ITS EURODOLLAR LENDING OFFICE TO PERFORM ITS OBLIGATIONS HEREUNDER TO
MAKE EURODOLLAR RATE ADVANCES OR TO FUND OR MAINTAIN EURODOLLAR RATE ADVANCES
HEREUNDER, THE OBLIGATION OF SUCH LENDER TO MAKE, FUND OR MAINTAIN EURODOLLAR
RATE ADVANCES SHALL BE SUSPENDED, AND, UNTIL SUCH LENDER SHALL NOTIFY THE
ADMINISTRATIVE AGENT THAT THE CIRCUMSTANCES CAUSING SUCH SUSPENSION NO LONGER
EXIST, (1) EACH ADVANCE BY SUCH LENDER SHALL BE A BASE RATE ADVANCE, AND
(2) CINERGY SHALL HAVE THE RIGHT TO REPLACE SUCH LENDER BY CAUSING SUCH LENDER
TO ENTER INTO ONE OR MORE ASSIGNMENTS AND ACCEPTANCES IN RESPECT OF ITS ENTIRE
COMMITMENT, THE ADVANCES HELD BY IT AND ALL OTHER AMOUNTS OWING TO IT IN RESPECT
THEREOF WITH ONE OR MORE BANKS OR OTHER FINANCIAL INSTITUTIONS SELECTED BY
CINERGY WITH THE CONSENT OF THE ADMINISTRATIVE AGENT (NOT TO BE UNREASONABLY
WITHHELD),