2.06
Swingline Loans.
(A) SUBJECT TO THE TERMS AND CONDITIONS SET FORTH HEREIN, THE SWINGLINE LENDER
AGREES TO MAKE SWINGLINE LOANS TO THE BORROWER FROM TIME TO TIME DURING THE
AVAILABILITY
34
PERIOD, IN AN AGGREGATE PRINCIPAL AMOUNT AT ANY TIME OUTSTANDING THAT WILL NOT
RESULT IN (I) THE AGGREGATE PRINCIPAL AMOUNT OF OUTSTANDING SWINGLINE LOANS
EXCEEDING $25,000,000 OR (II) THE SUM OF THE TOTAL REVOLVING CREDIT EXPOSURES
EXCEEDING THE LESSER OF THE TOTAL REVOLVING COMMITMENTS AND AVAILABILITY;
PROVIDED THAT THE SWINGLINE LENDER SHALL NOT BE REQUIRED TO MAKE A SWINGLINE
LOAN TO REFINANCE AN OUTSTANDING SWINGLINE LOAN.
WITHIN THE FOREGOING LIMITS
AND SUBJECT TO THE TERMS AND CONDITIONS SET FORTH HEREIN, THE BORROWER MAY
BORROW, PREPAY AND REBORROW SWINGLINE LOANS.
TO REQUEST A SWINGLINE LOAN, THE
BORROWER SHALL NOTIFY THE ADMINISTRATIVE AGENT OF SUCH REQUEST BY TELEPHONE
(CONFIRMED BY FACSIMILE), NOT LATER THAN 11:00 A.M., CHICAGO TIME, ON THE DAY OF
A PROPOSED SWINGLINE LOAN.
EACH SUCH NOTICE SHALL BE IRREVOCABLE AND SHALL
SPECIFY THE REQUESTED DATE (WHICH SHALL BE A BUSINESS DAY) AND AMOUNT OF THE
REQUESTED SWINGLINE LOAN.
THE ADMINISTRATIVE AGENT WILL PROMPTLY ADVISE THE
SWINGLINE LENDER OF ANY SUCH NOTICE RECEIVED FROM THE BORROWER.
THE SWINGLINE
LENDER SHALL MAKE EACH SWINGLINE LOAN AVAILABLE TO THE BORROWER BY MEANS OF A
CREDIT TO THE FUNDING ACCOUNT (OR, IN THE CASE OF A SWINGLINE LOAN MADE TO
FINANCE THE REIMBURSEMENT OF AN LC DISBURSEMENT AS PROVIDED IN SECTION 2.07(E),
BY REMITTANCE TO THE APPLICABLE ISSUING BANK, AND IN THE CASE OF REPAYMENT OF
ANOTHER LOAN OR FEES OR EXPENSES AS PROVIDED BY SECTION 2.19(C), BY REMITTANCE
TO THE ADMINISTRATIVE AGENT TO BE DISTRIBUTED TO THE LENDERS) BY 2:00 P.M.,
CHICAGO TIME, ON THE REQUESTED DATE OF SUCH SWINGLINE LOAN.
(B) THE SWINGLINE LENDER MAY BY WRITTEN NOTICE GIVEN TO THE ADMINISTRATIVE AGENT
NOT LATER THAN 9:00 A.M., CHICAGO TIME, ON ANY BUSINESS DAY REQUIRE THE
REVOLVING LENDERS TO ACQUIRE PARTICIPATIONS ON SUCH BUSINESS DAY IN ALL OR A
PORTION OF THE SWINGLINE LOANS OUTSTANDING.
SUCH NOTICE SHALL SPECIFY THE
AGGREGATE AMOUNT OF SWINGLINE LOANS IN WHICH REVOLVING LENDERS WILL
PARTICIPATE.
PROMPTLY UPON RECEIPT OF SUCH NOTICE, THE ADMINISTRATIVE AGENT
WILL GIVE NOTICE THEREOF TO EACH REVOLVING LENDER, SPECIFYING IN SUCH NOTICE
SUCH LENDER'S APPLICABLE PERCENTAGE OF SUCH SWINGLINE LOAN OR LOANS.
EACH
REVOLVING LENDER HEREBY ABSOLUTELY AND UNCONDITIONALLY AGREES, UPON RECEIPT OF
NOTICE AS PROVIDED ABOVE, TO PAY TO THE ADMINISTRATIVE AGENT, FOR THE ACCOUNT OF
THE SWINGLINE LENDER, SUCH LENDER'S APPLICABLE PERCENTAGE OF SUCH SWINGLINE LOAN
OR LOANS.
EACH REVOLVING LENDER ACKNOWLEDGES AND AGREES THAT ITS OBLIGATION TO
ACQUIRE PARTICIPATIONS IN SWINGLINE LOANS PURSUANT TO THIS PARAGRAPH IS ABSOLUTE
AND UNCONDITIONAL AND SHALL NOT BE AFFECTED BY ANY CIRCUMSTANCE WHATSOEVER,
INCLUDING THE OCCURRENCE AND CONTINUANCE OF AN EVENT OF DEFAULT OR REDUCTION OR
TERMINATION OF THE COMMITMENTS, AND THAT EACH SUCH PAYMENT SHALL BE MADE WITHOUT
ANY OFFSET, ABATEMENT, WITHHOLDING OR REDUCTION WHATSOEVER.
EACH REVOLVING
LENDER SHALL COMPLY WITH ITS OBLIGATION UNDER THIS PARAGRAPH BY WIRE