(e)(ii) shall be
irrevocable.
(F)
FUNDING OF COMPETITIVE BID LOANS.
NOT
LATER THAN 11:00 A.M. (NEW YORK CITY TIME) ON THE DATE SPECIFIED FOR EACH
COMPETITIVE BID LOAN HEREUNDER, EACH LENDER PARTICIPATING THEREIN SHALL MAKE
AVAILABLE THE AMOUNT OF THE COMPETITIVE BID LOAN TO BE MADE BY IT ON SUCH DATE
TO AGENT IN IMMEDIATELY AVAILABLE FUNDS, FOR THE ACCOUNT OF THE BORROWER, SUCH
DEPOSIT TO BE MADE TO AN ACCOUNT MAINTAINED BY THE AGENT, AS THE AGENT SHALL
SPECIFY FROM TIME TO TIME BY NOTICE TO THE LENDERS.
THE AMOUNT SO RECEIVED BY
THE AGENT SHALL BE MADE AVAILABLE TO THE BORROWER NOT LATER THAN 2:00 P.M. (NEW
YORK CITY TIME) ON THE DATE OF THE REQUESTED BORROWING BY DEPOSITING THE SAME IN
IMMEDIATELY AVAILABLE FUNDS IN AN ACCOUNT OF THE BORROWER'S NOTIFIED TO THE
AGENT IN WRITING.
PROMPTLY AFTER EACH COMPETITIVE BID LOAN BORROWING, BUT NO
LATER THAN THE IMMEDIATELY SUCCEEDING BUSINESS DAY, THE BORROWER WILL DELIVER TO
EACH LENDER A COMPETITIVE BID LOAN BORROWING NOTICE, SPECIFYING THE AMOUNT OF
THE COMPETITIVE BID LOAN BORROWING, THE AMOUNTS AND CURRENCIES OR NON-MAJOR
ALTERNATE CURRENCIES OF THE COMPETITIVE BID LOANS WHICH COMPRISE SUCH BORROWING,
THE APPLICABLE COMPETITIVE BID RATES ACCEPTED, THE CONSEQUENT COMPETITIVE BID
OUTSTANDING BALANCE, THE DATE ON WHICH SUCH COMPETITIVE BID LOAN BORROWING WAS
MADE AND THE CORRESPONDING COMPETITIVE BID LOAN MATURITY DATE APPLICABLE TO ALL
COMPETITIVE BID LOANS THAT ARE PART OF SUCH COMPETITIVE BID LOAN BORROWING.
SECTION 2.4.
CONTINUATION AND CONVERSION ELECTIONS.
BY DELIVERING A
CONTINUATION/CONVERSION NOTICE TO THE AGENT ON OR BEFORE 11:00 A.M. (NEW YORK
CITY TIME) ON A BUSINESS DAY, THE BORROWER MAY FROM TIME TO TIME IRREVOCABLY
ELECT, ON NOT LESS THAN THREE NOR MORE THAN FIVE BUSINESS DAYS' NOTICE, THAT
ALL, OR ANY PORTION IN AN AGGREGATE MINIMUM AMOUNT OF $5,000,000 AND AN INTEGRAL
MULTIPLE OF $1,000,000 OR THE FOREIGN CURRENCY EQUIVALENT THEREOF, OF THE
REVOLVING LOANS BE, (A) IN THE CASE OF BASE RATE LOANS, CONVERTED INTO LIBO RATE
LOANS, (B) IN THE CASE OF LIBO RATE LOANS DENOMINATED IN DOLLARS, BE CONVERTED
INTO BASE RATE LOANS OR CONTINUED AS LIBO RATE LOANS, OR (C) IN THE CASE OF LIBO
RATE LOANS DENOMINATED IN AN ALTERNATE CURRENCY, CONTINUED AS LIBO RATE LOANS IN
THE SAME CURRENCY.
23
In the absence of delivery of a Continuation/Conversion Notice with respect to
LIBO Rate Loans (which are Revolving Loans) at least three Business Days' before
the last day of the then current Interest Period with respect thereto,
(A)
LIBO RATE LOANS DENOMINATED IN DOLLARS
SHALL BE CONVERTED AUTOMATICALLY ON SUCH LAST DAY TO BASE RATE LOANS, AND
(B)
LIBO RATE LOANS DENOMINATED IN AN ALTERNATE
CURRENCY SHALL BE CONTINUED AS LOANS IN THE RELEVANT ALTERNATE CURRENCY AT A
RATE PER ANNUM EQUAL TO THE LIBO ALTERNATE RATE FOR SUCH RELEVANT CURRENCY PLUS
THE APPLICABLE MARGIN FOR THE SHORTEST AVAILABLE INTEREST PERIOD SELECTED BY THE
AGENT IN ITS SOLE DISCRETION (BUT NOT LATER THAN THE MATURITY DATE).
Each such conversion and continuation shall