AGENT, SUCH LENDER'S REVOLVING CREDIT COMMITMENT
PERCENTAGE OF THE REVOLVING CREDIT LOANS TO BE MADE ON SUCH BORROWING DATE AND
(II) THE SWINGLINE 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 AGENT, THE SWINGLINE LOANS TO BE
MADE ON SUCH BORROWING DATE.
THE BORROWERS HEREBY IRREVOCABLY AUTHORIZE THE
ADMINISTRATIVE AGENT TO DISBURSE THE PROCEEDS OF EACH BORROWING REQUESTED
PURSUANT TO THIS SECTION IN IMMEDIATELY AVAILABLE FUNDS BY CREDITING OR WIRING
SUCH PROCEEDS TO THE DEPOSIT ACCOUNT OF THE COMPANY IDENTIFIED IN THE MOST
RECENT NOTICE SUBSTANTIALLY IN THE FORM OF EXHIBIT C (A "NOTICE OF ACCOUNT
DESIGNATION") DELIVERED BY THE COMPANY TO THE ADMINISTRATIVE AGENT OR AS MAY BE
OTHERWISE AGREED UPON BY THE BORROWERS AND THE ADMINISTRATIVE AGENT FROM TIME TO
TIME.
SUBJECT TO SECTION 4.7 HEREOF, THE ADMINISTRATIVE AGENT SHALL NOT BE
OBLIGATED TO DISBURSE THE PORTION OF THE PROCEEDS OF ANY REVOLVING CREDIT LOAN
REQUESTED PURSUANT TO THIS SECTION TO THE EXTENT THAT ANY LENDER HAS NOT MADE
AVAILABLE TO THE ADMINISTRATIVE AGENT ITS REVOLVING CREDIT COMMITMENT PERCENTAGE
OF SUCH LOAN.
REVOLVING CREDIT LOANS TO BE MADE FOR THE PURPOSE OF REFUNDING
SWINGLINE LOANS SHALL BE MADE BY THE LENDERS AS PROVIDED IN SECTION 2.2(B).
22
SECTION 2.4
INTENTIONALLY OMITTED.
SECTION 2.5
REPAYMENT AND PREPAYMENT OF LOANS.
(A)
REPAYMENT.
THE BORROWERS HEREBY AGREE ON A
JOINT AND SEVERAL BASIS TO REPAY THE OUTSTANDING PRINCIPAL AMOUNT OF (I) ALL
REVOLVING CREDIT LOANS IN FULL ON THE REVOLVING CREDIT MATURITY DATE AND
(II) ALL SWINGLINE LOANS IN ACCORDANCE WITH SECTION 2.2(B), TOGETHER, IN EACH
CASE, WITH ALL ACCRUED BUT UNPAID INTEREST THEREON, UNLESS ALL SUCH REVOLVING
CREDIT LOANS AND SWINGLINE LOANS ARE CONVERTED TO A TERM LOAN PURSUANT TO
SECTION 2.9.
(B)
MANDATORY PREPAYMENTS.
IF AT ANY TIME THE
SUM OF THE OUTSTANDING PRINCIPAL AMOUNT OF ALL (I) REVOLVING CREDIT LOANS AND
SWINGLINE LOANS EXCEEDS THE AGGREGATE COMMITMENT, THE BORROWERS AGREE TO REPAY
IMMEDIATELY UPON NOTICE FROM THE ADMINISTRATIVE AGENT, BY PAYMENT TO THE
ADMINISTRATIVE AGENT FOR THE ACCOUNT OF THE APPLICABLE LENDERS, EXTENSIONS OF
CREDIT IN AN AMOUNT EQUAL TO SUCH EXCESS WITH EACH SUCH REPAYMENT APPLIED FIRST
TO THE PRINCIPAL AMOUNT OF OUTSTANDING SWINGLINE LOANS AND SECOND TO THE
PRINCIPAL AMOUNT OF OUTSTANDING REVOLVING CREDIT LOANS.
(C)
OPTIONAL PREPAYMENTS.
THE BORROWERS MAY AT
ANY TIME AND FROM TIME TO TIME PREPAY LOANS (INCLUDING, WITHOUT LIMITATION, THE
TERM LOAN), IN WHOLE OR IN PART, WITH IRREVOCABLE PRIOR WRITTEN NOTICE TO THE
ADMINISTRATIVE AGENT SUBSTANTIALLY IN THE FORM OF EXHIBIT D (A "NOTICE OF
PREPAYMENT") GIVEN NOT LATER THAN 11:00 A.M. (I) ON THE SAME BUSINESS DAY AS
EACH CD RATE LOAN AND SWINGLINE LOAN AND (II) AT LEAST THREE (3) BUSINESS DAYS
BEFORE EACH LIBOR RATE LOAN, SPECIFYING THE DATE AND AMOUNT OF PREPAYMENT AND
WHETHER THE PREPAYMENT IS OF LIBOR RATE LOANS, CD RATE LOANS, SWINGLINE LOANS OR
A COMBINATION THEREOF, AND, IF OF A COMBINATION THEREOF, THE