REQUEST FOR AN INCREASE IN THE AGGREGATE COMMITMENTS
PURSUANT TO THIS SECTION 2.1(B), IN EACH CASE WITHOUT THE CONSENT OF THE BANKS
OTHER THAN THOSE BANKS INCREASING THEIR COMMITMENTS. THE FEES PAYABLE BY
BORROWER UPON ANY SUCH INCREASE IN THE COMMITMENTS SHALL BE AGREED UPON BY THE
ADMINISTRATIVE AGENT AND BORROWER AT THE TIME OF SUCH INCREASE. IN ADDITION, IF
AS A RESULT OF ANY SUCH INCREASE IN THE COMMITMENTS, THERE SHALL BE A
REALLOCATION OF EURO-CURRENCY BORROWINGS, BORROWER SHALL PAY ANY AMOUNTS THAT
MAY BE DUE PURSUANT TO SECTION 2.14 HEREOF.
Notwithstanding the foregoing, nothing in this Section 2.1(b) shall constitute
or be deemed to constitute an agreement by any Bank to increase its Commitment
hereunder.
SECTION 2.2.
Notice of Borrowing. (a) With respect to any Committed
Borrowing, the Borrower shall give Administrative Agent notice not later than
1:00 p.m. (New York City time, with respect to Dollar Loans, and London time,
with respect to Alternate Currency Loans) (x) the Business Day prior to each
Base Rate Borrowing or Borrowing bearing interest at the Offered Rate, or (y)
the third (3rd) Euro-Currency Business Day before each Euro-Currency Borrowing,
or (z) the fourth (4th) Euro-Currency Business Day before each Euro-Currency
Borrowing denominated in an Alternate Currency, specifying:
(I)
THE DATE OF SUCH BORROWING, WHICH SHALL BE A BUSINESS DAY IN THE
CASE OF A BASE RATE BORROWING OR A BORROWING BEARING INTEREST AT THE OFFERED
RATE OR A EURO-CURRENCY BUSINESS DAY IN THE CASE OF A EURO-CURRENCY BORROWING,
(II)
THE AGGREGATE AMOUNT OF SUCH BORROWING,
(III)
WHETHER THE LOANS COMPRISING SUCH BORROWING ARE TO BE BASE RATE
LOANS, LOANS BEARING INTEREST AT THE OFFERED RATE OR EURO-CURRENCY LOANS, AND IF
EURO-CURRENCY LOANS ARE REQUESTED IN A CURRENCY OTHER THAN IN DOLLARS, THE TYPE
AND AMOUNT OF THE ALTERNATE CURRENCY BEING REQUESTED;
(IV)
IN THE CASE OF A EURO-CURRENCY BORROWING, THE DURATION OF THE
INTEREST PERIOD APPLICABLE THERETO, SUBJECT TO THE PROVISIONS OF THE DEFINITION
OF INTEREST PERIOD,
(V)
PAYMENT INSTRUCTIONS FOR DELIVERY OF SUCH BORROWING; AND
(VI)
THAT NO DEFAULT OR EVENT OF DEFAULT HAS OCCURRED OR IS CONTINUING.
(B)
BORROWER SHALL GIVE THE ADMINISTRATIVE AGENT, AND THE FRONTING
BANK, WRITTEN NOTICE IN THE EVENT THAT IT DESIRES TO HAVE LETTERS OF CREDIT
(EACH, A "LETTER OF CREDIT") ISSUED, OR TO HAVE LETTERS OF CREDIT ISSUED ON
BEHALF OF A SUBSIDIARY, HEREUNDER NO LATER THAN 1:00 P.M. (NEW YORK CITY TIME)
AT LEAST FOUR (4) BUSINESS DAYS PRIOR TO, BUT EXCLUDING, THE DATE OF SUCH
ISSUANCE.
EACH SUCH NOTICE SHALL SPECIFY (I) (A) IF ALTERNATE CURRENCY IS
REQUESTED, THE TYPE AND INDIVIDUAL AMOUNT OF THE ALTERNATE CURRENCY BEING
REQUESTED, AND (B) IF DOLLARS ARE REQUESTED, THE INDIVIDUAL AMOUNT OF EACH
REQUESTED LETTER OF CREDIT, (II) THE INDIVIDUAL AMOUNT OF EACH REQUESTED LETTER
OF CREDIT AND THE NUMBER OF LETTERS OF CREDIT TO BE ISSUED, (III) THE DATE OF
SUCH ISSUANCE (WHICH SHALL BE A BUSINESS DAY), (IV) THE NAME AND ADDRESS OF THE
BENEFICIARY, (V)
25
THE EXPIRATION DATE