THE AGGREGATE
PRINCIPAL AMOUNT OF EACH COMPETITIVE BID LOAN RESULTING FROM SUCH AUCTION.
(H)
FUNDING OF COMPETITIVE BID LOAN.
EACH LENDER THAT HAS RECEIVED
NOTICE PURSUANT TO SECTION 2.4(F) THAT ALL OR A PORTION OF ITS COMPETITIVE BID
HAS BEEN ACCEPTED BY THE BORROWERS SHALL MAKE THE AMOUNT OF ITS COMPETITIVE BID
LOAN(S) AVAILABLE TO THE ADMINISTRATIVE AGENT IN IMMEDIATELY AVAILABLE FUNDS AT
THE ADMINISTRATIVE AGENT'S OFFICE NO LATER THAN 1:00 P.M. ON THE DATE OF THE
REQUESTED COMPETITIVE BID BORROWING.
UPON SATISFACTION OF THE APPLICABLE
CONDITIONS SET FORTH IN SECTION 5.2, THE ADMINISTRATIVE AGENT SHALL MAKE FUNDS
SO RECEIVED AVAILABLE TO THE BORROWERS IN LIKE FUNDS AS RECEIVED BY THE
ADMINISTRATIVE AGENT.
SECTION 2.5
Repayment and Prepayment of Loans.
(A)
REPAYMENT.
THE BORROWERS HEREBY AGREE TO REPAY THE OUTSTANDING
PRINCIPAL AMOUNT OF (I) ALL REVOLVING CREDIT LOANS IN FULL ON THE MATURITY DATE,
(II) ALL SWINGLINE LOANS IN ACCORDANCE WITH SECTION 2.2(B) AND (III) ALL
COMPETITIVE BID LOANS ON THE LAST DAY OF THE INTEREST PERIOD APPLICABLE THERETO,
TOGETHER, IN EACH CASE, WITH ALL ACCRUED BUT UNPAID INTEREST THEREON.
(B)
MANDATORY PREPAYMENTS.
IF AT ANY TIME THE SUM OF THE OUTSTANDING
PRINCIPAL AMOUNT OF ALL (I) REVOLVING CREDIT LOANS, SWINGLINE LOANS, L/C
OBLIGATIONS AND COMPETITIVE BID 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,
SECOND TO THE PRINCIPAL AMOUNT OF OUTSTANDING REVOLVING CREDIT LOANS, THIRD,
WITH RESPECT TO ANY LETTERS OF CREDIT THEN OUTSTANDING, A PAYMENT OF CASH
COLLATERAL INTO A CASH COLLATERAL ACCOUNT OPENED BY THE ADMINISTRATIVE AGENT,
FOR THE BENEFIT OF THE LENDERS IN AN AMOUNT EQUAL TO THE AGGREGATE THEN UNDRAWN
AND UNEXPIRED AMOUNT OF SUCH LETTERS OF CREDIT (SUCH CASH COLLATERAL TO BE
APPLIED IN ACCORDANCE WITH SECTION 11.2(B)) AND FOURTH TO THE PRINCIPAL AMOUNT
OF OUTSTANDING COMPETITIVE BID LOANS, IN THE INVERSE ORDER OF MATURITY OF SUCH
COMPETITIVE BID LOANS.
(C)
OPTIONAL PREPAYMENTS.
THE BORROWERS MAY AT ANY TIME AND FROM TIME
TO TIME PREPAY REVOLVING CREDIT LOANS AND SWINGLINE LOANS, 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 (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
AMOUNT ALLOCABLE TO EACH.
UPON RECEIPT OF SUCH NOTICE, THE ADMINISTRATIVE AGENT
SHALL PROMPTLY NOTIFY EACH LENDER.
IF ANY SUCH NOTICE IS GIVEN, THE AMOUNT
SPECIFIED IN SUCH NOTICE SHALL BE DUE AND PAYABLE ON THE DATE SET FORTH IN