11.1(I) OR (J) SHALL HAVE
OCCURRED, EACH LENDER WILL, ON THE DATE THE APPLICABLE REVOLVING CREDIT LOAN
WOULD HAVE BEEN MADE, PURCHASE AN UNDIVIDED PARTICIPATING INTEREST IN THE
SWINGLINE LOAN TO BE REFUNDED IN AN AMOUNT EQUAL TO ITS REVOLVING CREDIT
COMMITMENT PERCENTAGE OF THE AGGREGATE AMOUNT OF SUCH SWINGLINE LOAN.
EACH
LENDER WILL IMMEDIATELY TRANSFER TO THE SWINGLINE LENDER, IN IMMEDIATELY
AVAILABLE FUNDS, THE AMOUNT OF ITS PARTICIPATION AND UPON RECEIPT THEREOF THE
SWINGLINE LENDER WILL DELIVER TO SUCH LENDER A CERTIFICATE EVIDENCING SUCH
PARTICIPATION DATED THE DATE OF RECEIPT OF SUCH FUNDS AND FOR SUCH AMOUNT.
WHENEVER, AT ANY TIME AFTER THE SWINGLINE LENDER HAS RECEIVED FROM ANY LENDER
SUCH LENDER'S PARTICIPATING INTEREST IN A SWINGLINE LOAN, THE SWINGLINE LENDER
RECEIVES ANY PAYMENT ON ACCOUNT THEREOF, THE SWINGLINE LENDER WILL DISTRIBUTE TO
SUCH LENDER ITS PARTICIPATING
21
INTEREST IN SUCH AMOUNT (APPROPRIATELY ADJUSTED, IN THE CASE OF INTEREST
PAYMENTS, TO REFLECT THE PERIOD OF TIME DURING WHICH SUCH LENDER'S PARTICIPATING
INTEREST WAS OUTSTANDING AND FUNDED).
SECTION 2.3
PROCEDURE FOR ADVANCES OF REVOLVING CREDIT
LOANS AND SWINGLINE LOANS.
(A)
REQUESTS FOR BORROWING.
THE COMPANY, ON
BEHALF OF THE BORROWERS, SHALL GIVE THE ADMINISTRATIVE AGENT IRREVOCABLE PRIOR
WRITTEN NOTICE SUBSTANTIALLY IN THE FORM OF EXHIBIT B (A "NOTICE OF BORROWING")
NOT LATER THAN 11:00 A.M. (I) ON THE SAME BUSINESS DAY AS EACH CD RATE LOAN AND
EACH SWINGLINE LOAN AND (II) AT LEAST THREE (3) BUSINESS DAYS BEFORE EACH LIBOR
RATE LOAN, OF ITS INTENTION TO BORROW, SPECIFYING (A) THE DATE OF SUCH
BORROWING, WHICH SHALL BE A BUSINESS DAY, (B) THE AMOUNT OF SUCH BORROWING,
WHICH SHALL BE, (X) WITH RESPECT TO CD RATE LOANS (OTHER THAN SWINGLINE LOANS)
IN AN AGGREGATE PRINCIPAL AMOUNT OF $3,000,000 OR A WHOLE MULTIPLE OF $1,000,000
IN EXCESS THEREOF, (Y) WITH RESPECT TO LIBOR RATE LOANS IN AN AGGREGATE
PRINCIPAL AMOUNT OF $5,000,000 OR A WHOLE MULTIPLE OF $1,000,000 IN EXCESS
THEREOF AND (Z) WITH RESPECT TO SWINGLINE LOANS IN AN AGGREGATE PRINCIPAL AMOUNT
OF $100,000 OR A WHOLE MULTIPLE OF $100,000 IN EXCESS THEREOF, (C) WHETHER SUCH
LOAN IS TO BE A REVOLVING CREDIT LOAN OR SWINGLINE LOAN, (D) IN THE CASE OF A
REVOLVING CREDIT LOAN WHETHER THE LOANS ARE TO BE LIBOR RATE LOANS OR CD RATE
LOANS, (E) IN THE CASE OF A SWINGLINE LOAN WHETHER THE LOANS ARE TO BE BASED ON
THE LIBOR MARKET INDEX RATE OR THE ADJUSTED CD RATE, AND (F) IN THE CASE OF A
LIBOR RATE LOAN, THE DURATION OF THE INTEREST PERIOD APPLICABLE THERETO.
A
NOTICE OF BORROWING RECEIVED AFTER 11:00 A.M. SHALL BE DEEMED RECEIVED ON THE
NEXT BUSINESS DAY.
THE ADMINISTRATIVE AGENT SHALL PROMPTLY NOTIFY THE LENDERS
OF EACH NOTICE OF BORROWING.
(B)
DISBURSEMENT OF REVOLVING CREDIT AND
SWINGLINE LOANS.
NOT LATER THAN 1:00 P.M. ON THE PROPOSED BORROWING DATE,
(I) EACH LENDER WILL MAKE AVAILABLE TO THE ADMINISTRATIVE AGENT, FOR THE ACCOUNT
OF THE BORROWERS, AT THE ADMINISTRATIVE AGENT'S OFFICE IN FUNDS IMMEDIATELY
AVAILABLE TO THE ADMINISTRATIVE