SHALL ACCUMULATE IN THE RELEVANT ACCOUNT.
MONEYS IN
SUCH ACCOUNT SHALL BE APPLIED BY THE ADMINISTRATIVE AGENT TO REIMBURSE THE
LENDERS FOR BA LOANS OR BA EQUIVALENT LOANS DUE OR OVERDUE FOR WHICH THEY HAVE
NOT BEEN REIMBURSED AND, IF ALL BA LOANS AND BA EQUIVALENT LOANS HAVE BEEN
SATISFIED AND PAID IN FULL AND THERE ARE NO OUTSTANDING BA LOANS OR BA
EQUIVALENT LOANS, ANY REMAINING COVER SHALL BE APPLIED BY THE ADMINISTRATIVE
AGENT TO SATISFY OTHER OBLIGATIONS OF THE BORROWER UNDER THIS AGREEMENT FOR THE
BENEFIT OF THE LENDERS.
IF THE BORROWER IS REQUIRED TO PROVIDE AN AMOUNT OF
COVER HEREUNDER AS A RESULT OF THE OCCURRENCE OF AN EVENT OF DEFAULT, SUCH
AMOUNT (TO THE EXTENT NOT APPLIED AS AFORESAID) SHALL BE RETURNED TO THE
BORROWER WITHIN THREE BUSINESS DAYS AFTER ALL EVENTS OF DEFAULT HAVE BEEN CURED
OR WAIVED IN WRITING PURSUANT TO THE TERMS HEREOF OR IF NO EVENT OF DEFAULT IS
THEN SUBSISTING PROMPTLY FOLLOWING THE MATURITY OF THE RELATED BA OR BA
EQUIVALENT NOTE AND SATISFACTION IN FULL OF THE RELEVANT BA LOANS AND BA
EQUIVALENT LOANS.
THE BORROWER SHALL PAY ALL INCOME TAX, IF ANY, PAYABLE ON ANY
INTEREST OR PROFITS EARNED ON THE INVESTMENT OF THE DEPOSITS COMPRISING COVER.
SECTION 2.05
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 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 TOTAL
COMMITMENTS; 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.
(B)
TO REQUEST A SWINGLINE LOAN, THE BORROWER
SHALL NOTIFY THE ADMINISTRATIVE AGENT OF SUCH REQUEST BY TELEPHONE (CONFIRMED BY
TELECOPY), NOT LATER THAN 12:00 NOON,
33
TORONTO, ONTARIO TIME, ON THE DAY OF A PROPOSED SWINGLINE LOAN.
EACH SUCH
NOTICE SHALL BE IRREVOCABLE AND SHALL SPECIFY (I) THE REQUESTED DATE (WHICH
SHALL BE A BUSINESS DAY), (II) THE AMOUNT OF THE REQUESTED SWINGLINE LOAN AND
(III) WHETHER SUCH SWINGLINE LOAN IS TO BE AN ABR BORROWING OR A PRIME RATE
BORROWING.
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
GENERAL DEPOSIT ACCOUNT OF THE BORROWER WITH THE SWINGLINE LENDER (OR, IN THE
CASE OF A SWINGLINE LOAN MADE TO FINANCE THE REIMBURSEMENT OF AN LC DISBURSEMENT
AS PROVIDED IN SECTION 2.06(E), BY REMITTANCE TO THE ISSUING BANK) BY 3:00 P.M.,
TORONTO, ONTARIO TIME, ON THE REQUESTED DATE OF SUCH SWINGLINE LOAN.
(C)
THE SWINGLINE LENDER MAY BY