OR ANY INTEREST PERIOD FOR FIXED PERIOD EURODOLLAR LOANS UPON
DETERMINATION OF SUCH INTEREST RATE.
AT ANY TIME THAT BASE RATE LOANS ARE
OUTSTANDING, THE ADMINISTRATIVE AGENT SHALL NOTIFY THE BORROWERS AND THE LENDERS
OF ANY CHANGE IN CITIBANK, N.A.'S PRIME RATE USED IN DETERMINING THE BASE RATE
PROMPTLY FOLLOWING THE PUBLIC ANNOUNCEMENT OF SUCH CHANGE.
(E)
AFTER GIVING EFFECT TO ALL REVOLVING LOANS, ALL CONVERSIONS OF
REVOLVING LOANS FROM ONE INTEREST RATE TYPE TO THE OTHER, AND ALL CONTINUATIONS
OF REVOLVING LOANS AS THE SAME INTEREST RATE TYPE, THERE SHALL NOT BE MORE THAN
TEN (10) INTEREST PERIODS IN EFFECT WITH RESPECT TO REVOLVING LOANS.
2.03
SWINGLINE LOANS.
(A)
THE SWINGLINE.
SUBJECT TO THE TERMS AND CONDITIONS SET FORTH
HEREIN, THE SWINGLINE LENDER AGREES, IN RELIANCE UPON THE AGREEMENTS OF THE
OTHER LENDERS SET FORTH IN THIS SECTION 2.03, TO MAKE SWINGLINE LOANS (EACH SUCH
LOAN, A "SWINGLINE LOAN") TO THE BORROWERS IN DOLLARS FROM TIME TO TIME ON ANY
BUSINESS DAY DURING THE AVAILABILITY PERIOD IN AN AGGREGATE AMOUNT NOT TO EXCEED
AT ANY TIME OUTSTANDING THE AMOUNT OF THE SWINGLINE SUBLIMIT, NOTWITHSTANDING
THE FACT THAT SUCH SWINGLINE LOANS, WHEN AGGREGATED WITH SUCH LENDER'S
APPLICABLE PERCENTAGE OF LETTER OF CREDIT EXPOSURE THEN OUTSTANDING AND THE
APPLICABLE PERCENTAGE OF THE OUTSTANDING AMOUNT OF REVOLVING LOANS OF THE LENDER
ACTING AS SWINGLINE LENDER, MAY EXCEED THE AMOUNT OF SUCH LENDER'S COMMITMENT;
PROVIDED, HOWEVER, THAT AFTER GIVING EFFECT TO ANY SWINGLINE LOAN, (I) THE TOTAL
REVOLVING CREDIT EXPOSURE DOES NOT EXCEED THE LINE CAP AND (II) THE AGGREGATE
AMOUNT OF SUCH LENDER'S REVOLVING CREDIT EXPOSURE DOES NOT EXCEED SUCH LENDER'S
COMMITMENT, AND PROVIDED, FURTHER, THAT THE APPLICABLE BORROWER SHALL NOT USE
THE PROCEEDS OF ANY SWINGLINE LOAN TO REFINANCE ANY OUTSTANDING SWINGLINE LOAN.
WITHIN THE FOREGOING LIMITS, AND SUBJECT TO THE OTHER TERMS AND CONDITIONS
HEREOF, THE BORROWERS MAY BORROW UNDER THIS SECTION 2.03, PREPAY UNDER
SECTION 2.05, AND REBORROW UNDER THIS SECTION 2.03.
EACH SWINGLINE LOAN SHALL
BE EITHER A BASE RATE LOAN OR A DAILY FLOATING EURODOLLAR LOAN AS SELECTED BY
THE APPLICABLE BORROWER.
IMMEDIATELY UPON THE MAKING OF A SWINGLINE LOAN, EACH
LENDER SHALL BE DEEMED TO, AND HEREBY IRREVOCABLY AND UNCONDITIONALLY AGREES TO,
PURCHASE FROM THE SWINGLINE LENDER A RISK PARTICIPATION IN SUCH SWINGLINE LOAN
IN AN AMOUNT EQUAL TO THE PRODUCT OF SUCH LENDER'S APPLICABLE PERCENTAGE TIMES
THE AMOUNT OF SUCH SWINGLINE LOAN.
NOTWITHSTANDING THE FOREGOING AND SUBJECT TO
SUBSECTION (C) BELOW, NO LENDER HEREUNDER, OTHER THAN THE SWINGLINE LENDER,
SHALL BE REQUIRED TO MAKE A DAILY FLOATING EURODOLLAR LOAN.
(B)
BORROWING PROCEDURES.
EACH SWINGLINE BORROWING SHALL BE MADE UPON
THE APPLICABLE BORROWER'S IRREVOCABLE NOTICE TO THE SWINGLINE LENDER AND THE
ADMINISTRATIVE AGENT, WHICH MAY BE GIVEN BY TELEPHONE.
EACH SUCH NOTICE MUST BE
RECEIVED BY THE SWINGLINE LENDER AND THE ADMINISTRATIVE AGENT NOT LATER THAN
3:00 P.M. ON THE REQUESTED BORROWING DATE, AND SHALL SPECIFY (I) THE AMOUNT TO
BE BORROWED, WHICH SHALL BE A MINIMUM OF $1,000,000, AND (II) THE REQUESTED
BORROWING DATE, WHICH