TO THE NEAREST 1/100TH OF 1%) TO BE APPLICABLE TO
THE PROPOSED BID LOAN.
THE AGENT SHALL IGNORE ANY BID LOAN QUOTE THAT (I) FAILS
TO INCLUDE ALL OF THE INFORMATION REQUIRED UNDER THIS PARAGRAPH, (II) CONTAINS
QUALIFYING, CONDITIONAL OR SIMILAR LANGUAGE; (III) PROPOSES TERMS OTHER THAN OR
IN ADDITION TO THOSE SET FORTH IN THE APPLICABLE BID BORROWING REQUEST, OR
(IV) ARRIVES AFTER THE TIME REQUIRED ABOVE.
(D)
THE AGENT SHALL NOTIFY THE BORROWER OF THE
TERMS OF ANY BID LOAN QUOTE SUBMITTED BY A BANK THAT MEETS THE REQUIREMENTS SET
FORTH ABOVE.
SUCH NOTICE SHALL INCLUDE (I) THE AGGREGATE PRINCIPAL AMOUNT OF
BID LOANS FOR WHICH BID LOAN QUOTES HAVE BEEN RECEIVED FOR EACH INTEREST PERIOD
SPECIFIED IN THE BID BORROWING REQUEST, (II) THE RESPECTIVE PRINCIPAL AMOUNTS
AND INTEREST RATES SO OFFERED, AND (III) IF APPLICABLE, LIMITATIONS ON THE
AGGREGATE PRINCIPAL AMOUNT OF BID LOANS FOR WHICH OFFERS IN ANY SINGLE BID LOAN
QUOTE MAY BE ACCEPTED.
SUCH NOTIFICATION SHALL BE DELIVERED (X) ON THE DAY OF
RECEIPT, IF THE BID LOAN QUOTE IS SUBMITTED
13
PRIOR TO THE THIRD BUSINESS DAY PRECEDING THE PROPOSED BID BORROWING, OR (Y) NO
LATER THAN 9:30 A.M. ON THE DAY OF RECEIPT, IF THE BID LOAN QUOTE IS SUBMITTED
ON THE THIRD BUSINESS DAY PRECEDING THE PROPOSED BID BORROWING.
(E)
NOT LATER THAN 10:00 A.M. ON THE THIRD
BUSINESS DAY PRECEDING ANY BID BORROWING, THE BORROWER SHALL NOTIFY THE AGENT IN
WRITING OR TELEPHONICALLY OF ITS ACCEPTANCE OR REJECTION OF THE BID LOAN
QUOTES.
IF THE BORROWER FAILS TO NOTIFY THE AGENT BY SUCH TIME, THE BORROWER
SHALL BE DEEMED TO HAVE REJECTED EACH OF THE BID LOAN QUOTES.
THE BORROWER'S
ACCEPTANCE OF ANY BID LOAN QUOTES SHALL SPECIFY THE AGGREGATE PRINCIPAL AMOUNT
OF OFFERS FOR EACH INTEREST PERIOD THAT THE BORROWER ACCEPTS.
THE BORROWER MAY
ACCEPT ANY BID LOAN QUOTE IN WHOLE OR IN PART, PROVIDED, HOWEVER, THAT:
(I)
THE PRINCIPAL AMOUNT OF ANY PORTION
OF A BID BORROWING SUBJECT TO ANY GIVEN INTEREST PERIOD MAY NOT EXCEED THE
CORRESPONDING PORTION SPECIFIED IN THE RELATED BID BORROWING REQUEST;
(II)
THE PRINCIPAL AMOUNT OF EACH BID
BORROWING (AS TO ALL INTEREST PERIODS COMBINED) MUST BE EQUAL TO AN INTEGRAL
MULTIPLE OF $10,000,000;
(III)
ACCEPTANCE OF BID LOAN QUOTES MAY ONLY BE
MADE ON THE BASIS OF ASCENDING INTEREST RATES WITHIN EACH INTEREST PERIOD; AND
(IV)
THE BORROWER MAY NOT ACCEPT ANY BID LOAN
QUOTE THAT FAILS TO COMPLY WITH THE REQUIREMENTS OF THIS AGREEMENT.
(F)
IF BID LOAN QUOTES WITH THE SAME INTEREST
RATES WITH RESPECT TO ANY GIVEN INTEREST PERIOD ARE SUBMITTED BY TWO OR MORE
BANKS IN AN AGGREGATE AMOUNT GREATER THAN THAT NECESSARY TO SATISFY THE
CORRESPONDING BID BORROWING REQUEST, THE PRINCIPAL AMOUNT OF BID LOANS IN
RESPECT OF WHICH SUCH OFFERS ARE ACCEPTED SHALL BE ALLOCATED BY THE AGENT AMONG
SUCH BANKS AS NEARLY AS POSSIBLE (IN SUCH AMOUNTS NOT LESS THAN $1,000,000 AS
THE AGENT MAY DEEM APPROPRIATE) IN PROPORTION TO THE AGGREGATE PRINCIPAL AMOUNTS