BORROWERS' REPRESENTATIVE MAY FROM
TIME TO TIME REQUEST THAT A BORROWING OF WORKING CAPITAL FACILITY LOANS BE MADE
ON THE BUSINESS DAY SPECIFIED IN ITS BORROWING REQUEST, BY DELIVERING SUCH
BORROWING REQUEST TO THE AGENT'S OFFICE (I) ON OR BEFORE 2:00 P.M., ATLANTA,
GEORGIA TIME, AT LEAST THREE (3) BUSINESS DAYS IN ADVANCE OF THE REQUESTED
BORROWING DATE FOR A LIBOR LOAN AND (II) ON OR BEFORE 12:00 NOON, ATLANTA,
GEORGIA TIME, ON THE REQUESTED BORROWING DATE FOR A BASE RATE LOAN.
SUCH
BORROWINGS OF WORKING CAPITAL FACILITY LOANS WHICH ARE LIBOR LOANS SHALL BE IN A
MINIMUM AGGREGATE AMOUNT EQUAL TO ONE MILLION DOLLARS ($1,000,000) AND
INCREMENTAL MULTIPLES OF ONE HUNDRED THOUSAND DOLLARS ($100,000); PROVIDED,
HOWEVER, THAT NO LIBOR LOAN MAY BE REQUESTED WHEN A DEFAULT EXISTS OR THE
LEVERAGE RATIO IS GREATER THAN 4.00:1.00.
EACH BORROWING SHALL BE MADE ON THE
BUSINESS DAY SPECIFIED IN THE BORROWING REQUEST THEREFOR (INCLUDING THE INITIAL
BORROWING TO BE MADE ON THE CLOSING DATE, IF ANY).
ON SUCH BUSINESS DAY, EACH
LENDER SHALL, ON OR BEFORE 3:00 P.M., ATLANTA, GEORGIA TIME, DEPOSIT SAME DAY
FUNDS WITH THE AGENT IN THE AMOUNT EQUAL TO SUCH LENDER'S WORKING CAPITAL
FACILITY PERCENTAGE OF SUCH BORROWING, SUCH DEPOSIT TO BE MADE TO SUCH ACCOUNT
AS THE AGENT SHALL SPECIFY FROM TIME TO TIME BY NOTICE TO THE LENDERS.
ON THE
BUSINESS DAY SPECIFIED BY THE BORROWERS' REPRESENTATIVE IN THE BORROWING
REQUEST, THE PROCEEDS OF SUCH BORROWING SHALL BE MADE AVAILABLE TO THE BORROWERS
BY WIRE TRANSFER OF SUCH PROCEEDS TO SUCH TRANSFEREES, OR TO SUCH ACCOUNTS OF
THE BORROWERS, AS THE BORROWERS SHALL HAVE SPECIFIED IN THE BORROWING REQUEST
THEREFOR; PROVIDED, HOWEVER, THAT, EXCEPT AS PROVIDED IN
24
SECTION 3.3A, IN EACH CASE THE AGENT SHALL BE REQUIRED TO MAKE AVAILABLE TO THE
BORROWERS THE PROCEEDS OF ANY BORROWING ONLY TO THE EXTENT RECEIVED BY IT IN
SAME DAY FUNDS FROM THE LENDERS.
NO LENDER'S OBLIGATION TO MAKE ANY WORKING
CAPITAL FACILITY LOAN SHALL BE AFFECTED BY ANY OTHER LENDER'S FAILURE TO MAKE
ANY WORKING CAPITAL FACILITY LOAN.
SECTION 3.2
NOTES.
ALL WORKING CAPITAL FACILITY LOANS MADE BY ANY
LENDER SHALL BE EVIDENCED BY A WORKING CAPITAL FACILITY NOTE MADE BY THE
BORROWERS PAYABLE TO THE ORDER OF SUCH LENDER IN A PRINCIPAL AMOUNT EQUAL TO
SUCH LENDER'S WORKING CAPITAL FACILITY PERCENTAGE OF THE WORKING CAPITAL
FACILITY COMMITMENT AMOUNT.
THE BORROWERS HEREBY IRREVOCABLY AUTHORIZE EACH
LENDER TO MAKE (OR CAUSE TO BE MADE) APPROPRIATE NOTATIONS ON A GRID
SCHEDULE ATTACHED TO SUCH LENDER'S NOTES (OR ON A CONTINUATION OF ANY SUCH GRID
ATTACHED TO ANY NOTE AND MADE A PART THEREOF), WHICH NOTATIONS SHALL EVIDENCE,
AMONG OTHER THINGS, THE DATE AND OUTSTANDING PRINCIPAL AMOUNT OF THE LOANS
EVIDENCED THEREBY.
THE NOTATIONS ON ANY SUCH GRID (AND ON ANY SUCH
CONTINUATION) INDICATING THE OUTSTANDING PRINCIPAL AMOUNT OF A LENDER'S LOANS
SHALL BE PRESUMPTIVE EVIDENCE OF THE PRINCIPAL AMOUNT THEREOF OWING AND UNPAID,
BUT THE FAILURE TO RECORD ANY SUCH AMOUNT ON ANY SUCH GRID (OR ON