PERCENTAGE
UNDER THE APPLICABLE FACILITY OF THE APPLICABLE TERM A-1 LOANS, TERM A-2 LOANS,
REVOLVING CREDIT LOANS, INCREMENTAL TERM LOANS OR ADDITIONAL FACILITY LOANS, IF
ANY, AND IF NO TIMELY NOTICE OF A CONVERSION OR CONTINUATION IS PROVIDED BY THE
COMPANY, THE ADMINISTRATIVE AGENT SHALL NOTIFY EACH LENDER OF THE DETAILS OF ANY
AUTOMATIC CONVERSION TO BASE RATE LOANS DESCRIBED IN SECTION 2.02(A).
IN THE
CASE OF A TERM BORROWING OR A REVOLVING CREDIT BORROWING, EACH APPROPRIATE
LENDER SHALL MAKE THE AMOUNT OF ITS LOAN AVAILABLE TO THE ADMINISTRATIVE AGENT
IN IMMEDIATELY AVAILABLE FUNDS AT THE ADMINISTRATIVE AGENT'S OFFICE NOT LATER
THAN (I) ONE HOUR AFTER RECEIPT OF NOTICE FROM THE ADMINISTRATIVE AGENT ON THE
CLOSING DATE IN THE CASE OF THE INITIAL BORROWING OF BASE RATE LOANS (AS LONG AS
SUCH NOTICE IS RECEIVED PRIOR TO 1:30 P.M. ON SUCH DAY) OR (II) 1:00 P.M. ON THE
BUSINESS DAY SPECIFIED IN THE APPLICABLE COMMITTED LOAN NOTICE.
UPON
SATISFACTION OF THE APPLICABLE CONDITIONS SET FORTH IN SECTION 5.02 (AND, (X) IF
SUCH BORROWING IS THE INITIAL CREDIT EXTENSION, SECTION 5.01, (Y) IF SUCH
BORROWING IS THE INCREMENTAL TERM BORROWING, THE APPLICABLE CONDITIONS SET FORTH
IN THE INCREMENTAL TERM SUPPLEMENT AND (Z) IF SUCH BORROWING IS AN ADDITIONAL
FACILITY BORROWING, THE APPLICABLE CONDITIONS SET FORTH IN THE RESPECTIVE
ADDITIONAL FACILITY SUPPLEMENT), THE ADMINISTRATIVE AGENT SHALL MAKE ALL FUNDS
SO RECEIVED AVAILABLE TO THE COMPANY IN LIKE FUNDS AS RECEIVED BY THE
ADMINISTRATIVE AGENT EITHER BY (I) CREDITING THE ACCOUNT OF THE COMPANY ON THE
40
BOOKS OF BANK OF AMERICA WITH THE AMOUNT OF SUCH FUNDS OR (II) WIRE TRANSFER OF
SUCH FUNDS, IN EACH CASE IN ACCORDANCE WITH INSTRUCTIONS PROVIDED TO (AND
REASONABLY ACCEPTABLE TO) THE ADMINISTRATIVE AGENT BY THE COMPANY; PROVIDED,
HOWEVER, THAT IF, ON THE DATE A COMMITTED LOAN NOTICE WITH RESPECT TO A
REVOLVING CREDIT BORROWING IS GIVEN BY THE COMPANY, THERE ARE L/C BORROWINGS
OUTSTANDING, THEN THE PROCEEDS OF SUCH REVOLVING CREDIT BORROWING, FIRST, SHALL
BE APPLIED TO THE PAYMENT IN FULL OF ANY SUCH L/C BORROWINGS, AND SECOND, SHALL
BE MADE AVAILABLE TO THE COMPANY AS PROVIDED ABOVE.
(C)
EXCEPT AS OTHERWISE PROVIDED HEREIN, A EURODOLLAR RATE LOAN MAY BE
CONTINUED OR CONVERTED ONLY ON THE LAST DAY OF AN INTEREST PERIOD FOR SUCH
EURODOLLAR RATE LOAN.
DURING THE EXISTENCE OF A DEFAULT, THE ADMINISTRATIVE
AGENT MAY NOTIFY THE COMPANY THAT LOANS MAY ONLY BE CONVERTED INTO OR CONTINUED
AS LOANS OF CERTAIN SPECIFIED TYPES AND, THEREAFTER, UNTIL NO DEFAULT SHALL
CONTINUE TO EXIST, LOANS MAY NOT BE CONVERTED INTO OR CONTINUED AS LOANS OF ANY
TYPE OTHER THAN ONE OR MORE OF SUCH SPECIFIED TYPES.
(D)
THE ADMINISTRATIVE AGENT SHALL PROMPTLY NOTIFY THE COMPANY AND THE
LENDERS OF THE INTEREST RATE APPLICABLE TO ANY INTEREST PERIOD FOR EURODOLLAR
RATE LOANS UPON DETERMINATION OF SUCH INTEREST RATE.
AT ANY TIME THAT BASE RATE
LOANS ARE OUTSTANDING, THE ADMINISTRATIVE AGENT SHALL NOTIFY THE COMPANY AND THE
LENDERS OF ANY CHANGE IN BANK OF AMERICA'S PRIME