AMOUNT OF SWING LINE LOANS.
UPON THE SATISFACTION
OF THE CONDITIONS PRECEDENT SET FORTH IN SECTION 4.2 AND, IF SUCH SWING LINE
LOAN IS TO BE MADE ON THE DATE OF THE INITIAL ADVANCE HEREUNDER, THE
SATISFACTION OF THE CONDITIONS PRECEDENT SET FORTH IN SECTION 4.1 AS WELL, FROM
AND INCLUDING THE DATE OF THIS AGREEMENT AND PRIOR TO THE FACILITY TERMINATION
DATE, THE SWING LINE LENDER AGREES, ON THE TERMS AND CONDITIONS SET FORTH IN
THIS AGREEMENT, TO MAKE SWING LINE LOANS TO THE BORROWER FROM TIME TO TIME IN AN
AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED THE SWING LINE COMMITMENT; PROVIDED
THAT THE AGGREGATE OUTSTANDING CREDIT EXPOSURE SHALL NOT AT ANY TIME EXCEED THE
AGGREGATE COMMITMENT.
SUBJECT TO THE TERMS OF THIS AGREEMENT, THE BORROWER MAY
BORROW, REPAY IN WHOLE OR IN PART AND REBORROW SWING LINE LOANS AT ANY TIME
PRIOR TO THE FACILITY TERMINATION DATE.
2.5.2
BORROWING NOTICE.
THE BORROWER SHALL DELIVER TO
THE ADMINISTRATIVE AGENT AND THE SWING LINE LENDER IRREVOCABLE NOTICE (A "SWING
LINE BORROWING NOTICE") NOT LATER THAN NOON (CHICAGO TIME) ON THE BORROWING DATE
OF EACH SWING LINE LOAN, SPECIFYING (I) THE APPLICABLE BORROWING DATE (WHICH
DATE SHALL BE A BUSINESS DAY), AND (II) THE AGGREGATE AMOUNT OF THE REQUESTED
SWING LINE LOAN WHICH SHALL BE AN AMOUNT NOT LESS THAN $100,000.
THE SWING LINE
LOANS SHALL BEAR INTEREST AT THE FLOATING RATE.
2.5.3
MAKING OF SWING LINE LOANS.
PROMPTLY AFTER RECEIPT
OF A SWING LINE BORROWING NOTICE, THE ADMINISTRATIVE AGENT SHALL NOTIFY EACH
LENDER BY FAX, OR OTHER SIMILAR FORM OF TRANSMISSION, OF THE REQUESTED SWING
LINE LOAN.
NOT LATER THAN 2:00 P.M. (CHICAGO TIME) ON THE APPLICABLE BORROWING
DATE, THE SWING LINE LENDER SHALL MAKE AVAILABLE THE SWING LINE LOAN, IN FUNDS
IMMEDIATELY AVAILABLE IN CHICAGO, TO THE ADMINISTRATIVE AGENT AT ITS ADDRESS
SPECIFIED PURSUANT TO ARTICLE XIV.
THE ADMINISTRATIVE AGENT WILL PROMPTLY MAKE
THE FUNDS SO RECEIVED FROM THE SWING LINE LENDER AVAILABLE TO THE BORROWER ON
THE BORROWING DATE BY CREDITING THE ACCOUNT OF THE BORROWER AT THE
ADMINISTRATIVE AGENT'S AFORESAID ADDRESS OR AS OTHERWISE DIRECTED BY THE
BORROWER.
2.5.4
REPAYMENT OF SWING LINE LOANS.
EACH SWING LINE
LOAN SHALL BE PAID IN FULL BY THE BORROWER ON OR BEFORE THE FIFTH (5TH) BUSINESS
DAY AFTER THE BORROWING DATE FOR SUCH SWING LINE LOAN.
IN ADDITION, THE SWING
LINE LENDER (I) MAY AT ANY TIME IN ITS SOLE DISCRETION WITH RESPECT TO ANY
OUTSTANDING SWING LINE LOAN OR (II) SHALL ON THE FIFTH (5TH) BUSINESS DAY AFTER
THE BORROWING DATE OF ANY SWING LINE LOAN IF NOT REPAID BY THE BORROWER ON SUCH
DATE, REQUIRE EACH LENDER (INCLUDING THE SWING LINE LENDER) TO MAKE A REVOLVING
LOAN IN THE AMOUNT OF SUCH LENDER'S PRO RATA SHARE OF SUCH SWING LINE LOAN
(INCLUDING, WITHOUT LIMITATION, ANY INTEREST ACCRUED AND UNPAID THEREON), FOR
THE PURPOSE OF REPAYING SUCH SWING LINE LOAN.
NOT LATER THAN NOON (CHICAGO
TIME) ON THE DATE OF ANY NOTICE RECEIVED PURSUANT TO THIS SECTION 2.5.4, EACH