Common use of Acceptance of Competitive Bids Clause in Contracts

Acceptance of Competitive Bids. Each Borrower may, in its sole discretion, subject only to the provisions of this subsection (iv), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral notification of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. (A) with respect to a request for a Eurodollar Competitive Bid Loan, three Business Days prior to the date of the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid Loan; provided, however, (I) the failure by such Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (II) to the extent Competitive Bids are for comparable Interest Periods, such Borrower may accept Competitive Bids only in ascending order of rates, (III) the aggregate amount of Competitive Bids accepted by such Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IV) if such Borrower shall accept a bid or bids made at a particular Competitive Bid Rate, but the amount of such bid or bids shall cause the total amount of bids to be accepted by such Borrower to be in excess of the amount specified in the Competitive Bid Request, then such Borrower shall accept a portion of such bid or bids in an amount equal to the amount specified in the Competitive Bid Request less the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such Competitive Bid Rate, shall be made pro rata in accordance with the amount of each such bid at such Competitive Bid Rate and (V) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 and integral multiples of $1,000,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IV) of subsection (iv) hereof, then in a minimum principal amount of $500,000 and integral multiples of $100,000 (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof, the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in the discretion of such Borrower. A notice of acceptance of a Competitive Bid given by a Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon (A) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to the date of such Eurodollar Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid Loan, notify each bidding Lender whether or not its Competitive Bid has been accepted (and if so, in what amount and at what Competitive Bid Rate), and each successful bidder will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each The Borrower may, in its sole and absolute discretion, subject only to the provisions of this subsection (ive), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral written notification (or telephonic notice promptly confirmed in writing) substantially in the form of Schedule 2.2(e) of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. (A) with respect to a request for a Eurodollar Competitive Bid Loan, three A.M. on the Business Days prior to Day following the date on which bids are to be received by the Administrative Agent from the Lenders in accordance with the terms of the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid LoanSection 2.2(c); provided, however, (Ii) the failure by such the Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (IIii) to the extent Competitive Bids are for comparable Interest Periods, such Borrower may accept Competitive Bids only in ascending order of rates, (IIIiii) the aggregate amount of Competitive Bids accepted by such the Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IViv) if such the Borrower shall may accept a bid or bids made at portion of a particular Competitive Bid Ratein the event, but and to the extent, acceptance of the entire amount of such bid or bids shall thereof would cause the total amount of bids to be accepted by such Borrower to be in excess of exceed the principal amount specified in the Competitive Bid Request, then such Borrower shall accept a portion of such bid or bids in an amount equal subject however to the amount specified in the minimum amounts provided herein (and provided that where two or more Lenders submit such a Competitive Bid Request less at the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such same Competitive Bid Rate, shall be made then pro rata in accordance with the amount of each between or among such bid at such Competitive Bid Rate Lenders) and (Vv) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount Dollar Amount (determined as of the most recent Revaluation Date) of $5,000,000 3,000,000 and integral multiples of $1,000,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IV) of subsection (iv) hereof, then in a minimum principal amount Dollar Amount (determined as of the most recent Revaluation Date) of $500,000 and integral multiples of $100,000 in excess thereof (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof, the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in the discretion of such the Borrower. A notice of acceptance of a Competitive Bid given by a the Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than 12:00 noon (A) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to on the date of such Eurodollar receipt by the Administrative Agent of a notification from the Borrower of its acceptance and/or refusal of Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid LoanBids, notify each bidding affected Lender whether or not of its receipt and the contents thereof. Upon its receipt from the Administrative Agent of notification of the Borrower’s acceptance of its Competitive Bid has been accepted in accordance with the terms of this subsection (and if so, in what amount and at what Competitive Bid Ratee), and each successful bidder bidding Lender will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each The Borrower may, in its sole discretion, subject only to the provisions of this subsection clause (ive), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral notification of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. (A) with respect to a request for a Eurodollar Competitive Bid Loan10:30 a.m., Pittsburgh, Pennsylvania, time, three (3) Business Days prior to the date of the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid Loan; provided, however, (IA) the failure by such the Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (IIB) to the extent Competitive Bids are for comparable Interest Periods, such the Borrower may accept Competitive Bids only in ascending order of rates, (IIIC) the aggregate amount of Competitive Bids accepted by such the Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IVD) if such the Borrower shall accept a bid or bids made at a particular Competitive Bid Rate, but the amount of such bid or bids shall cause the total amount of bids to be accepted by such the Borrower to be in excess of the amount specified in the Competitive Bid Request, then such the Borrower shall accept a portion of such bid or bids in an amount equal to the amount specified in the Competitive Bid Request less the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such Competitive Bid Rate, shall be made pro rata in accordance with the amount of each such bid at such Competitive Bid Rate and (VE) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 and integral multiples of $1,000,000 100,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IVD) of subsection this clause (iv) hereofe), then in a minimum principal amount of $500,000 and integral multiples of $100,000 (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IVD) of subsection this clause (iv) hereofe), the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in the discretion of such Borrowerthe Agent. A notice of acceptance of a Competitive Bid given by a the Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon (A) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to the date of such Eurodollar Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid Loan, shall promptly notify each bidding Lender whether or not its Competitive Bid has been accepted (and if so, in what amount and at what Competitive Bid Raterate), and each successful bidder will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each The Borrower may, in its sole discretion, subject only to the provisions of this subsection (ivd), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral notification of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. (A) with respect to a request for a Eurodollar Competitive Bid Loan, three Business Days prior to the date of the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, 12:00 noon on the proposed date of the Absolute Rate Competitive Bid Loan; provided, however, (Ii) the failure by such the Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (IIii) to the extent Competitive Bids are for comparable Interest Periods, such the Borrower may accept Competitive Bids only in ascending order of rates, (IIIiii) the aggregate amount of Competitive Bids accepted by such the Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IViv) if such the Borrower shall accept a bid or bids made at a particular Competitive Bid Rate, but the amount of such bid or bids shall cause the total amount of bids to be accepted by such the Borrower to be in excess of the amount specified in the Competitive Bid Request, then such the Borrower shall accept a portion of such bid or bids in an amount equal to the amount specified in the Competitive Bid Request less the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such Competitive Bid Rate, shall be made pro rata in accordance with the amount of each such bid at such Competitive Bid Rate and (Vv) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 10,000,000 and integral multiples of $1,000,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IViv) of subsection (ivd) hereof, then in a minimum principal amount of $500,000 and integral multiples of $100,000 (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IViv) of subsection (ivd) hereof, the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in the discretion of such the Borrower. A notice of acceptance of a Competitive Bid given by a the Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon (A) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to the date of such Eurodollar Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, 1:00 p.m. on the proposed date of such Competitive Bid Loan, notify each bidding Lender whether or not its Competitive Bid has been accepted (and if so, in what amount and at what Competitive Bid Rate), and each successful bidder will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each The Borrower may, in its sole and absolute discretion, subject only to the provisions of this subsection (ive), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral written notification (or telephonic notice promptly confirmed in writing) substantially in the form of Exhibit 2.2(e) of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. (A) with respect 12:00 noon on the date on which notice of election to make a request for a Eurodollar Competitive Bid Loan, three Business Days prior is to be given to the date of Administrative Agent by the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid LoanLenders; provided, however, (Ii) the failure by such the Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (IIii) to the extent Competitive Bids are for comparable Interest Periods, such Borrower may accept Competitive Bids only in ascending order of ratesrates within each Interest Period, (IIIiii) the aggregate amount of Competitive Bids accepted by such the Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IViv) if such the Borrower shall may accept a bid or bids made at portion of a particular Competitive Bid Rateif, but and to the extent, acceptance of the entire amount of such bid or bids shall thereof would cause the total amount of bids to be accepted by such Borrower to be in excess of exceed the principal amount specified in the Competitive Bid Request, then such Borrower shall accept a portion of such bid or bids in an amount equal subject however to the amount specified in the minimum amounts provided herein (and provided that where two or more Lenders submit such a Competitive Bid Request less at the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such same Competitive Bid Rate, then portions of such Competitive Bids shall be made accepted pro rata in accordance with the amount of each between or among such bid at such Competitive Bid Rate Lenders) and (Vv) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 1,000,000 and integral multiples of $1,000,000 500,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IV) of subsection (iv) hereof, then in a minimum principal amount of $500,000 and integral multiples of $100,000 in excess thereof (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof, the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in the discretion of such the Borrower. A notice of acceptance of a Competitive Bid given by a the Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon (A) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to 1:00 P.M. on the date of such Eurodollar receipt by the Administrative Agent of a notification from the Borrower of its acceptance and/or refusal of Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid LoanBids, notify each bidding affected Lender whether or not of its Competitive Bid has been accepted (receipt and if so, in what amount and at what Competitive Bid Rate)the contents thereof, and each successful bidder bidding Lender will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each The Borrower may, in its sole discretion, subject only to the provisions of this subsection (iv), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral notification of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. (A) with respect to a request for a Eurodollar Competitive Bid Loan, three Business Days prior to the date of the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid Loan; provided, however, (IA) the failure by such the Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (IIB) to the extent Competitive Bids are for comparable Interest Periods, such the Borrower may accept Competitive Bids only in ascending order of rates, (IIIC) the aggregate amount of Competitive Bids accepted by such the Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IVD) if such the Borrower shall accept a bid or bids made at a particular Competitive Bid Rate, but the amount of such bid or bids shall cause the total amount of bids to be accepted by such the Borrower to be in excess of the amount specified in the Competitive Bid Request, then such the Borrower shall accept a portion of such bid or bids in an amount equal to the amount specified in the Competitive Bid Request less the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such Competitive Bid Rate, shall be made pro rata in accordance with the amount of each such bid at such Competitive Bid Rate and (VE) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 and integral multiples of $1,000,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IVD) of this subsection (iv) hereof), then in a minimum principal amount of $500,000 and integral multiples of $100,000 in excess thereof (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IVD) of this subsection (iv) hereof), the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in the discretion of such the Borrower. A notice of acceptance of a Competitive Bid given by a the Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon (A) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to the date of such Eurodollar Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid Loan, notify each bidding Lender whether or not its Competitive Bid has been accepted (and and, if so, in what amount and at what Competitive Bid Rate), and each successful bidder will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each The Borrower may, in its sole discretion, subject only to the provisions of this subsection (ivd), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral notification of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. 12:00 p.m. (ACharlotte, North Carolina time) with respect to a request for a Eurodollar Competitive Bid Loan, three Business Days prior to the date of the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid Loan; provided, however, that (I) the failure by such the Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (II) to the extent Competitive Bids are for comparable Interest Periods, such the Borrower may accept Competitive Bids only in ascending order of rates, (III) the aggregate amount of Competitive Bids accepted by such the Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IV) if such the Borrower shall accept a bid or bids made at a particular Competitive Bid Rate, but the amount of such bid or bids shall cause the total amount of bids to be accepted by such the Borrower to be in excess of the amount specified in the Competitive Bid Request, then such the Borrower shall accept a portion of such bid or bids in an amount equal to the amount specified in the Competitive Bid Request less the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such Competitive Bid Rate, shall be made pro rata in accordance with the amount of each such bid at such Competitive Bid Rate and (V) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 and integral multiples of $1,000,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IV) of this subsection (iv) hereofd), then in a minimum principal amount of $500,000 and integral multiples of $100,000 (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of this subsection (iv) hereofd), the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in the discretion of such the Borrower. A notice of acceptance of a Competitive Bid given by a the Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon 1:00 p.m. (ACharlotte, North Carolina time) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to the date of such Eurodollar Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid Loan, notify each bidding Lender whether or not its Competitive Bid has been accepted (and if so, in what amount and at what Competitive Bid Rate), and each successful bidder will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each The Borrower may, in its sole and absolute discretion, subject only to the provisions of this subsection (ive), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral telephone notification, which shall be binding, by 11:30 A.M. (Charlotte, North Carolina time) and confirmed with written notification substantially in the form of Schedule 2.2(e) of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. 1:30 P.M. (ACharlotte, North Carolina time) with respect on the latest date on which notice of election to make a request for a Eurodollar Competitive Bid Loan, three Business Days prior is to be given to the date of Administrative Agent by the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid LoanLenders; provided, however, (Ii) the failure by such the Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (IIii) to the extent Competitive Bids are for comparable Interest Periods, such Borrower may accept Competitive Bids within any one Interest Period only in ascending order of rates, (IIIiii) the aggregate amount of Competitive Bids accepted by such the Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IViv) if such the Borrower shall may accept a bid or bids made at portion of a particular Competitive Bid Ratein the event, but and to the extent, acceptance of the entire amount of such bid or bids shall thereof would cause the total amount of bids to be accepted by such Borrower to be in excess of exceed the principal amount specified in the Competitive Bid Request, then such Borrower shall accept a portion of such bid or bids in an amount equal subject however to the amount specified in the minimum amounts provided herein (and provided that where two or more Lenders submit such a Competitive Bid Request less at the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such Competitive Bid Rate, shall be made pro rata in accordance with the amount of each such bid at such same Competitive Bid Rate and for the same Interest Period, then pro rata between or among such Lenders) and (Vv) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount Dollar Amount of $5,000,000 1,000,000 and integral multiples of $1,000,000 500,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IV) of subsection (iv) hereof, then in a minimum principal amount Dollar Amount of $500,000 and integral multiples of $100,000 in excess thereof (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof, the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in the discretion of such the Borrower. A notice of acceptance of a Competitive Bid given by a the Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon 12:00 Noon (ACharlotte, North Carolina time) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to on the date of such Eurodollar receipt by the Administrative Agent of a notification from the Borrower of its acceptance and/or refusal of Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid LoanBids, notify each bidding affected Lender whether or not of its receipt and the contents thereof. Upon its receipt from the Administrative Agent of notification of the Borrower’s acceptance of its Competitive Bid has been accepted in accordance with the terms of this subsection (and if so, in what amount and at what Competitive Bid Ratee), and each successful bidder bidding Lender will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each Borrower may, in its sole discretion, subject only to the provisions of this subsection (iv), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral notification of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. (A) with respect to a request for a Eurodollar Competitive Bid Loan, three Business Days prior to the date of the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid Loan; provided, however, (I) the failure by such Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (II) to the extent Competitive Bids are for comparable Interest Periods, such Borrower may accept Competitive Bids only in ascending order of rates, (III) the aggregate amount of Competitive Bids accepted by such Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IV) if such Borrower shall accept a bid or bids made at a particular Competitive Bid Rate, but the amount of such bid or bids shall cause the total amount of bids to be accepted by such Borrower to be in excess of the amount specified in the Competitive Bid Request, then such Borrower shall accept a portion of such bid or bids in an amount equal to the amount specified in the Competitive Bid Request less the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such Competitive Bid Rate, shall be made pro rata in accordance with the amount of each such bid at such Competitive Bid Rate and (V) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 and integral multiples of $1,000,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IV) of subsection (iv) hereof, then in a minimum principal amount of $500,000 and integral multiples of $100,000 (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata prorata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof, the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in the discretion of such Borrower. A notice of acceptance of a Competitive Bid given by a Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon (A) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to the date of such Eurodollar Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid Loan, notify each bidding Lender whether or not its Competitive Bid has been accepted (and if so, in what amount and at what Competitive Bid Rate), and each successful bidder will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each Borrower may, in its sole discretion, subject only to the provisions of this subsection (iv), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral notification of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. (A) with respect to a request for a Eurodollar Competitive Bid Loan, three Business Days prior to the date of the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid Loan; provided, however, (I) the failure by such Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (II) to the extent Competitive Bids are for comparable Interest Periods, such Borrower may accept Competitive Bids only in ascending order of rates, (III) the aggregate amount of Competitive Bids accepted by such Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IV) if such Borrower shall accept a bid or bids made at a particular Competitive Bid Rate, but the amount of such bid or bids shall cause the total amount of bids to be accepted by such Borrower to be in excess of the amount specified in the Competitive Bid Request, then such Borrower shall accept a portion of such bid or bids in an amount equal to the amount specified in the Competitive Bid Request less the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such Competitive Bid Rate, shall be made pro rata in accordance with the amount of each such bid at such Competitive Bid Rate and (V) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 and integral multiples of $1,000,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IV) of subsection (iv) hereof, then in a minimum principal amount of $500,000 and integral multiples of $100,000 (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof, the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in the discretion of such Borrower. A notice of acceptance of a Competitive Bid given by a Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon (A) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to the date of such Eurodollar Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid Loan, notify each bidding Lender whether or not its Competitive Bid has been accepted (and if so, in what amount and at what Competitive Bid Rate), and each successful bidder will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.be

Acceptance of Competitive Bids. Each The Borrower may, in its sole discretionbefore 1:00 P.M. (Boston, subject only to the provisions of this subsection (iv), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral notification of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writingMassachusetts time) to the Administrative Agent by 11:00 a.m. (A) with respect to a request for a Eurodollar Competitive Bid Loan, three Business Days prior to on the date of the requested Eurodollar Competitive Loan, accept any Competitive Bid Loan by giving the applicable Lender and the Administrative Agent telephone notice (immediately confirmed in writing) of (i) the Lender or Lenders whose Competitive Bid(s) is/are accepted, (ii) the principal amount of the Competitive Bid(s) so accepted and (Biii) with respect to a request for an Absolute Rate the Interest Period of the Competitive Bid(s) so accepted. The Borrower may accept any Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid Loanin whole or in part; provided, however, that (Ia) the failure by such Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (II) to the extent Competitive Bids are for comparable Interest Periods, such Borrower may accept Competitive Bids only in ascending order of rates, (III) the aggregate principal amount of each Competitive Bids accepted by such Borrower shall Loan may not exceed the principal maximum amount specified offered in the Competitive Bid Requestand may not be less than the minimum amount offered in the Competitive Bid, (IVb) if such the principal amount of each Competitive Loan may not exceed the total amount requested pursuant to subsection (a) above, (c) the Borrower shall not accept a bid or bids Competitive Bid made at a particular Competitive Bid Rate, Rate if it has decided to reject a Competitive Bid made at a lower Competitive Bid Rate and (d) if the Borrower shall accept a Competitive Bid or Bids made at a particular Competitive Bid Rate but the amount of such bid Competitive Bid or bids Bids shall cause the total amount of bids Competitive Bids to be accepted by such the Borrower to be in excess of exceed the total amount specified in the Competitive Bid Requestrequested pursuant to subsection (a) above, then such the Borrower shall accept a portion of such bid Competitive Bid or bids Bids in an amount equal to the total amount specified in the Competitive Bid Request requested pursuant to subsection (a) above less the amount of all other Competitive Bids accepted with respect to such Competitive Bid Requestrequest, which acceptance acceptance, in the case of multiple bids Competitive Bids at such the same Competitive Bid Rate, shall be made pro rata in accordance with the amount of each such bid Competitive Bid at such Competitive Bid Rate and (V) no bid shall be Rate. Competitive Bids so accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 and integral multiples of $1,000,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with by the provisions of clause (IV) of subsection (iv) hereof, then in a minimum principal amount of $500,000 and integral multiples of $100,000 (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof, the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in the discretion of such Borrower. A notice of acceptance of a Competitive Bid given by a Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon (A) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to the date of such Eurodollar Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid Loan, notify each bidding Lender whether or not its Competitive Bid has been accepted (and if so, in what amount and at what Competitive Bid Rate), and each successful bidder will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each Borrower Xxxx may, in its sole and absolute discretion, subject only to the provisions of this subsection (ive), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower Xxxx shall give oral written notification (or telephone notice promptly confirmed in writing) substantially in the form of Schedule 2.3(e) of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. A.M. (ACharlotte, North Carolina time) with respect to a request for a Eurodollar Competitive Bid Loan, three Business Days prior to on the date on which notice of the requested Eurodollar Competitive Bid Loan and (B) with respect Bids is given to a request for an Absolute Rate Competitive Bid Loan, on Xxxx by the proposed date of the Absolute Rate Competitive Bid LoanAgent; provided, however, (Ii) the failure by such Borrower Xxxx to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (IIii) to the extent Competitive Bids are for comparable Interest Periods, such Borrower Xxxx may accept Competitive Bids only in ascending order of rates, (IIIiii) the aggregate amount of Competitive Bids accepted by such Borrower Xxxx shall not exceed the principal amount specified in the Competitive Bid Request, (IViv) if such Borrower shall Xxxx may accept a bid or bids made at portion of a particular Competitive Bid Ratein the event, but and to the amount of such bid or bids shall cause the total amount of bids to be accepted by such Borrower to be in excess extent, acceptance of the entire amount thereof would cause Xxxx to exceed the principal amount specified in the Competitive Bid Request, then such Borrower shall accept a portion of such bid or bids in an amount equal subject however to the amount specified in the minimum amounts provided herein (and provided that where two or more Lenders submit such a Competitive Bid Request less at the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such same Competitive Bid Rate, shall be made then pro rata in accordance with the amount of each between or among such bid at such Competitive Bid Rate Lenders) and (Vv) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 and integral multiples of $1,000,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IV) of subsection (iv) hereofabove, then in a minimum principal amount of $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess thereof (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereofabove, the amounts shall be rounded to integral multiples of $100,000 1,000,000 in a manner which shall be in the discretion of such BorrowerXxxx. A notice of acceptance of a Competitive Bid given by a Borrower Xxxx in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon 12:00 Noon (ACharlotte, North Carolina time) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to on the date of such Eurodollar receipt by the Agent of a notification from Xxxx of its acceptance and/or refusal of Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid LoanBids, notify each bidding affected Lender whether or not of its receipt and the contents thereof. Upon its receipt from the Agent of notification of Xxxx'x acceptance of its Competitive Bid has been accepted in accordance with the terms of this subsection (and if so, in what amount and at what Competitive Bid Ratee), and each successful bidder bidding Lender will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each The Borrower may, in its sole discretion, subject only to the provisions of this subsection clause (ive), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral notification of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 10:30 a.m. (Ai) with respect to a request for a Eurodollar on the proposed date of the Competitive Bid Loan, Loans that consist of Absolute Rate Loans and (ii) three Business Days prior to the date of the requested Eurodollar proposed Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Loans that consist of Eurodollar Margin Bid Loan, on the proposed date of the Absolute Rate Competitive Bid LoanLoans; provided, however, (IA) the failure by such the Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (IIB) to the extent Competitive Bids are for comparable Interest Periods, such the Borrower may accept Competitive Bids only in ascending order of rates, (IIIC) the aggregate amount of Competitive Bids accepted by such the Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IVD) if such the Borrower shall accept a bid or bids made at a particular Competitive Bid Rate, but the amount of such bid or bids shall cause the total amount of bids to be accepted by such the Borrower to be in excess of the amount specified in the Competitive Bid Request, then such the Borrower shall accept a portion of such bid or bids in an amount equal to the amount specified in the Competitive Bid Request less the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such Competitive Bid Rate, shall be made pro rata in accordance with the amount of each such bid at such Competitive Bid Rate and (VE) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 2,000,000 and integral multiples of $1,000,000 100,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IVD) of subsection this clause (iv) hereofe), then in a minimum principal amount of $500,000 and integral multiples of $100,000 (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IVD) of subsection this clause (iv) hereofe), the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in the discretion of such the Borrower. A notice of acceptance of a Competitive Bid given by a the Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon (A) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to the date of such Eurodollar Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid Loan, promptly notify each bidding Lender whether or not its Competitive Bid has been accepted (and if so, in what amount and at what Competitive Bid Raterate), and each successful bidder will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each The Borrower may, in its sole discretion, subject only to the provisions of this subsection (iv), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral notification of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. (A) with respect to a request for a Eurodollar Competitive Bid Loan, three Business Days prior to the date of the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid Loan; provided, however, (IA) the failure by such the Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (IIB) to the extent Competitive Bids are for comparable Interest Periods, such the Borrower may accept Competitive Bids only in ascending order of rates, (IIIC) the aggregate amount of Competitive Bids accepted by such the Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IVD) if such the Borrower shall accept a bid or bids made at a particular Competitive Bid Rate, but the amount of such bid or bids shall cause the total amount of bids to be accepted by such the Borrower to be in excess of the amount specified in the Competitive Bid Request, then such the Borrower shall accept a portion of such bid or bids in an amount equal to the amount specified in the Competitive Bid Request less the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such Competitive Bid Rate, shall be made pro rata in accordance with the amount of each such bid at such Competitive Bid Rate and (VE) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 and integral multiples of $1,000,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IVD) of this subsection (iv) hereof), then in a minimum principal amount of $500,000 and integral multiples of $100,000 (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IVD) of this subsection (iv) hereof), the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in the discretion of such the Borrower. A notice of acceptance of a Competitive Bid given by a the Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon (A) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to the date of such Eurodollar Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid Loan, notify each bidding Lender whether or not its Competitive Bid has been accepted (and and, if so, in what amount and at what Competitive Bid Rate), and each successful bidder will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted. The Administrative Agent shall send a copy of each of the Competitive Bids to the Borrower and each of the Lenders for its records as soon as practicable.

Acceptance of Competitive Bids. Each The Borrower may, before such time as determined by the applicable Lender in its sole discretionaccordance with such Lender's customary practices (in any event until 1:00 P.M. (Charlotte, subject only to the provisions of this subsection (ivNorth Carolina time), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral notification of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. (A) with respect to a request for a Eurodollar Competitive Bid Loan, three Business Days prior to on the date of the requested Eurodollar Competitive Loan, accept any Competitive Bid Loan by giving the applicable Lender and the Administrative Agent telephone notice (immediately confirmed in writing) of (i) the Lender or Lenders whose Competitive Bid(s) is/are accepted, (ii) the principal amount of the Competitive Bid(s) so accepted and (Biii) with respect to a request for an Absolute Rate the Interest Period of the Competitive Bid(s) so accepted. The Borrower may accept any Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid Loanin whole or in part; provided, however, that (Ia) the failure by such Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (II) to the extent Competitive Bids are for comparable Interest Periods, such Borrower may accept Competitive Bids only in ascending order of rates, (III) the aggregate principal amount of each Competitive Bids accepted by such Borrower shall Loan may not exceed the principal maximum amount specified offered in the Competitive Bid Requestand may not be less than the minimum amount offered in the Competitive Bid, (IVb) if such the principal amount of each Competitive Loan may not exceed the total amount requested pursuant to subsection (a) above, (c) the Borrower shall not accept a bid or bids Competitive Bid made at a particular Competitive Bid Rate, Rate if it has decided to reject a Competitive Bid made at a lower Competitive Bid Rate and (d) if the Borrower shall accept a Competitive Bid or Bids made at a particular Competitive Bid Rate but the amount of such bid Competitive Bid or bids Bids shall cause the total amount of bids Competitive Bids to be accepted by such the Borrower to be in excess of exceed the total amount specified in the Competitive Bid Requestrequested pursuant to subsection (a) above, then such the Borrower shall accept a portion of such bid Competitive Bid or bids Bids in an amount equal to the total amount specified in the Competitive Bid Request requested pursuant to subsection (a) above less the amount of all other Competitive Bids accepted with respect to such Competitive Bid Requestrequest, which acceptance acceptance, in the case of multiple bids Competitive Bids at such the same Competitive Bid Rate, shall be made pro rata in accordance with the amount of each such bid Competitive Bid at such Competitive Bid Rate and (V) no bid shall be Rate. Competitive Bids so accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 and integral multiples of $1,000,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with by the provisions of clause (IV) of subsection (iv) hereof, then in a minimum principal amount of $500,000 and integral multiples of $100,000 (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof, the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in the discretion of such Borrower. A notice of acceptance of a Competitive Bid given by a Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon (A) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to the date of such Eurodollar Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid Loan, notify each bidding Lender whether or not its Competitive Bid has been accepted (and if so, in what amount and at what Competitive Bid Rate), and each successful bidder will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each The Borrower may, in its sole discretion, subject only to the provisions of this subsection (ivd), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral telephonic notification of its acceptance of any or all such Competitive Bids (to the Administrative Agent by 11:00 a.m. on the proposed date of a Competitive Bid Loan which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. (A) with respect to a request for a Eurodollar Competitive Bid Loan, three Business Days prior to the date of the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid Loan; provided, however, (Ii) the failure by such the Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (IIii) to the extent Competitive Bids are for comparable Interest Periods, such the Borrower may accept Competitive Bids only in ascending order of rates, (IIIiii) the aggregate amount of Competitive Bids accepted by such the Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IViv) if such the Borrower shall accept a bid or bids made at a particular Competitive Bid Rate, but the amount of such bid or bids shall cause the total amount of bids to be accepted by such the Borrower to be in excess of the amount specified in the Competitive Bid Request, then such the Borrower shall accept a portion of such bid or bids in an amount equal to the amount specified in the Competitive Bid Request less the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such Competitive Bid Rate, shall be made pro rata in accordance with the amount of each such bid at such Competitive Bid Rate and (Vv) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 1,000,000 and integral multiples of $1,000,000 500,000 in excess thereofthereof or in the case of a Foreign Currency, the U.S. Dollar equivalent, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IV) of subsection (iv) hereof, then in a minimum principal amount of $500,000 100,000 and integral multiples of $100,000 (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof, the amounts shall be rounded to integral multiples of $100,000 100,000, or in the case of a Foreign Currency, the U.S. Dollar equivalent, in a manner which shall be in the discretion of such the Borrower. A notice of acceptance of a Competitive Bid given by a the Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon (A) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to 1:00 p.m. on the date of such Eurodollar receipt from the Borrower of its acceptance or rejection of Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid LoanBid, notify each bidding Lender whether or not its Competitive Bid has been accepted (and if so, in what amount and at what Competitive Bid Rate), and each successful bidder will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each The Borrower may, in its sole discretion, subject only to the provisions of this subsection (iv), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral notification of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by before 11:00 a.m. (A) with respect to a request for a Eurodollar Competitive Bid Loan, three Business Days prior to A.M. on the date of the requested Eurodollar Competitive Loan, accept any Competitive Bid Loan by giving the applicable Lender and the Administrative Agent telephone notice (immediately confirmed in writing) of (i) the Lender or Lenders whose Competitive Bid(s) is/are accepted, (ii) the principal amount of the Competitive Bid(s) so accepted and (Biii) with respect to a request for an Absolute Rate the Interest Period of the Competitive Bid(s) so accepted. The Borrower may accept any Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid Loanin whole or in part; provided, however, that (Ia) the failure by such Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (II) to the extent Competitive Bids are for comparable Interest Periods, such Borrower may accept Competitive Bids only in ascending order of rates, (III) the aggregate principal amount of each Competitive Bids accepted by such Borrower shall Loan may not exceed the principal maximum amount specified offered in the Competitive Bid Requestand may not be less than the minimum amount offered in the Competitive Bid, (IVb) if such the principal amount of each Competitive Loan may not exceed the total amount requested pursuant to subsection (a) above, (c) the Borrower shall not accept a bid or bids Competitive Bid made at a particular Competitive Bid Rate, Rate if it has decided to reject a Competitive Bid made at a lower Competitive Bid Rate and (d) if the Borrower shall accept a Competitive Bid or Bids made at a particular Competitive Bid Rate but the amount of such bid Competitive Bid or bids Bids shall cause the total amount of bids Competitive Bids to be accepted by such the Borrower to be in excess of exceed the total amount specified in the Competitive Bid Requestrequested pursuant to subsection (a) above, then such the Borrower shall accept a portion of such bid Competitive Bid or bids Bids in an amount equal to the total amount specified in the Competitive Bid Request requested pursuant to subsection (a) above less the amount of all other Competitive Bids accepted with respect to such Competitive Bid Requestrequest, which acceptance acceptance, in the case of multiple bids Competitive Bids at such the same Competitive Bid Rate, shall be made pro rata in accordance with the amount of each such bid Competitive Bid at such Competitive Bid Rate and (V) no bid shall be Rate. Competitive Bids so accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 and integral multiples of $1,000,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with by the provisions of clause (IV) of subsection (iv) hereof, then in a minimum principal amount of $500,000 and integral multiples of $100,000 (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof, the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in the discretion of such Borrower. A notice of acceptance of a Competitive Bid given by a Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon (A) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to the date of such Eurodollar Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid Loan, notify each bidding Lender whether or not its Competitive Bid has been accepted (and if so, in what amount and at what Competitive Bid Rate), and each successful bidder will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each Borrower may, in its sole discretion, subject Subject only to the provisions of ------------------------------- this subsection (iv)paragraph, the Borrower may accept or refuse reject any Competitive Bid offered to itBid. To accept a Competitive Bid, the relevant The Borrower shall give oral notification of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to notify the Administrative Agent by 11:00 a.m. (A) with respect telephone, confirmed by telecopy in the form of Exhibit 2.5D or such other form as shall be approved by ------------ the Administrative Agent and the Borrower, whether and to what extent it has decided to accept or reject each Competitive Bid, in the case of a request for a Eurodollar Borrowing of Competitive Bid LoanMargin Loans, not later than 10:30 a.m., three (3) Business Days prior to before the date of the requested Eurodollar proposed Borrowing, and in the case of a Borrowing of Competitive Bid Loan and (B) with respect to a request for an Absolute Fixed Rate Competitive Bid LoanLoans, not later than 10:30 a.m. on the proposed date of the Absolute Rate Competitive Bid Loanproposed Borrowing; provided, however, provided that (Ii) the failure by such of the Borrower to give timely such notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereofrejection of each Competitive Bid, (II) to the extent Competitive Bids are for comparable Interest Periods, such Borrower may accept Competitive Bids only in ascending order of rates, (IIIii) the aggregate amount of Competitive Bids accepted by such Borrower shall not exceed the principal amount specified in the accept a Competitive Bid Request, (IV) if such Borrower shall accept a bid or bids made at a particular Competitive Bid Rate if the Borrower rejects a Competitive Bid made pursuant to the same Competitive Bid Request at a lower Competitive Bid Rate, but (iii) the aggregate amount of such bid or bids the Competitive Bids accepted by the Borrower shall cause not exceed the total aggregate amount of bids to be accepted by such Borrower to be in excess of the amount requested Competitive Borrowing specified in the related Competitive Bid Request, then such Borrower shall accept a portion of such bid or bids in an amount equal (iv) to the amount specified in extent necessary to comply with clause (iii) above, the Borrower may accept Competitive Bids at the same Competitive Bid Request less the amount of all other Competitive Bids accepted with respect to such Competitive Bid RequestRate in part, which acceptance acceptance, in the case of multiple bids Competitive Bids at such Competitive Bid Rate, shall be made pro rata in accordance with the amount of each such bid at such Competitive Bid, and (v) except pursuant to clause (iv) above, no Competitive Bid Rate and (V) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is equal to or greater than $10,000,000 and in a minimum principal amount an integral multiple of $5,000,000 and integral multiples of $1,000,000 in excess thereof, except 100,000; provided further that where a portion of if a Competitive Bid is accepted Loan must be in accordance with an amount less than $10,000,000 because of the provisions of clause (IV) of subsection (iv) hereofabove, then in such Competitive Loan may be for a minimum principal amount of $500,000 1,000,000 and in any integral multiples multiple of $100,000 (but not in any event less than the minimum amount specified in the Competitive Bid)100,000, and in calculating the pro rata allocation of acceptances of portions of multiple bids Competitive Bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof), the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in determined by the discretion of such Borrower. A notice of acceptance of a Competitive Bid given by a the Borrower in accordance with the provisions hereof pursuant to this paragraph shall be irrevocable. The Administrative Agent shall, not later than noon (A) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to the date of such Eurodollar Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid Loan, notify each bidding Lender whether or not its Competitive Bid has been accepted (and if so, in what amount and at what Competitive Bid Rate), and each successful bidder will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each Borrower may, in its sole discretion, subject Subject only to the provisions of this subsection (iv)------------------------------ paragraph, the Borrower may accept or refuse reject any Competitive Bid offered to itBid. To accept a Competitive Bid, the relevant The Borrower shall give oral notification of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to notify the Administrative Agent by 11:00 a.m. (A) with respect telephone, confirmed by telecopy in the form of Exhibit 2.4D or such other form as shall be approved by the ------------ Administrative Agent and the Borrower, whether and to what extent it has decided to accept or reject each Competitive Bid, in the case of a request for a Eurodollar Borrowing of Competitive Bid LoanMargin Loans, not later than 10:30 a.m., three (3) Business Days prior to before the date of the requested Eurodollar proposed Borrowing, and in the case of a Borrowing of Competitive Bid Loan and (B) with respect to a request for an Absolute Fixed Rate Competitive Bid LoanLoans, not later than 10:30 a.m. on the proposed date of the Absolute Rate Competitive Bid Loanproposed Borrowing; provided, however, provided that (Ii) the failure by such of the Borrower to give timely such notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereofrejection of each Competitive Bid, (II) to the extent Competitive Bids are for comparable Interest Periods, such Borrower may accept Competitive Bids only in ascending order of rates, (IIIii) the aggregate amount of Competitive Bids accepted by such Borrower shall not exceed the principal amount specified in the accept a Competitive Bid Request, (IV) if such Borrower shall accept a bid or bids made at a particular Competitive Bid Rate if the Borrower rejects a Competitive Bid made pursuant to the same Competitive Bid Request at a lower Competitive Bid Rate, but (iii) the aggregate amount of such bid or bids the Competitive Bids accepted by the Borrower shall cause not exceed the total aggregate amount of bids to be accepted by such Borrower to be in excess of the amount requested Competitive Borrowing specified in the related Competitive Bid Request, then such Borrower shall accept a portion of such bid or bids in an amount equal (iv) to the amount specified in extent necessary to comply with clause (iii) above, the Borrower may accept Competitive Bids at the same Competitive Bid Request less the amount of all other Competitive Bids accepted with respect to such Competitive Bid RequestRate in part, which acceptance acceptance, in the case of multiple bids Competitive Bids at such Competitive Bid Rate, shall be made pro rata in accordance with the amount of each such bid at such Competitive Bid, and (v) except pursuant to clause (iv) above, no Competitive Bid Rate and (V) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is equal to or greater than $10,000,000 and in a minimum principal amount an integral multiple of $5,000,000 and integral multiples of $1,000,000 in excess thereof, except 100,000; provided further that where a portion of if a Competitive Bid is accepted Loan must be in accordance with an amount less than $10,000,000 because of the provisions of clause (IV) of subsection (iv) hereofabove, then in such Competitive Loan may be for a minimum principal amount of $500,000 1,000,000 and in any integral multiples multiple of $100,000 (but not in any event less than the minimum amount specified in the Competitive Bid)100,000, and in calculating the pro rata allocation of acceptances of portions of multiple bids Competitive Bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof), the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in determined by the discretion of such Borrower. A notice of acceptance of a Competitive Bid given by a the Borrower in accordance with the provisions hereof pursuant to this paragraph shall be irrevocable. The Administrative Agent shall, not later than noon (A) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to the date of such Eurodollar Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid Loan, notify each bidding Lender whether or not its Competitive Bid has been accepted (and if so, in what amount and at what Competitive Bid Rate), and each successful bidder will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each The Borrower may, in its sole and absolute discretion, subject only to the provisions of this subsection (ive), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral written notification (or telephonic notice promptly confirmed in writing) substantially in the form of Exhibit 2.2(e) of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. A.M. (ACharlotte, North Carolina time) with respect on the date on which notice of election to make a request for a Eurodollar Competitive Bid Loan, three Business Days prior is to be given to the date of the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid LoanAgent by any Bank; provided, however, (Ii) the failure by such the Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (IIii) to the extent Competitive Bids are for comparable Interest Periods, such Borrower may accept Competitive Bids only in ascending order of rates, (IIIiii) the aggregate amount of Competitive Bids accepted by such the Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IViv) if such the Borrower shall may accept a bid or bids made at portion of a particular Competitive Bid Ratein the event, but and to the extent, acceptance of the entire amount of such bid or bids shall thereof would cause the total amount of bids to be accepted by such Borrower to be in excess of exceed the principal amount specified in the Competitive Bid Request, then such Borrower shall accept a portion of such bid or bids in an amount equal subject however to the amount specified in the minimum amounts provided herein (and provided that where two or more Banks submit such a Competitive Bid Request less at the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such same Competitive Bid Rate, shall be made then pro rata in accordance with the amount of each between or among such bid at such Competitive Bid Rate Banks) and (Vv) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 10,000,000 and integral multiples of $1,000,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IV) of subsection (iv) hereof, then in a minimum principal amount of $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess thereof (but not in any 32 38 event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof, the amounts shall be rounded to integral multiples of $100,000 1,000,000 in a manner which shall be in the discretion of such the Borrower. A notice of acceptance of a Competitive Bid given by a the Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon 12:00 Noon (ACharlotte, North Carolina time) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to on the date of such Eurodollar receipt by the Agent of a notification from the Borrower of its acceptance and/or refusal of Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid LoanBids, notify each bidding Lender whether or not affected Bank of its receipt and the contents thereof. Upon its receipt from the Agent of notification of the Borrower's acceptance of its Competitive Bid has been accepted in accordance with the terms of this subsection (and if so, in what amount and at what Competitive Bid Ratee), and each successful bidder bidding Bank will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each Borrower Xxxxxxx may, in its sole and absolute discretion, subject only to the provisions of this subsection (iv), accept or refuse any Competitive Bid offered Bid, subject to itthe limitations set forth in this Section 2.06(d). To accept a one or more of the Competitive BidBids, the relevant Borrower Xxxxxxx shall give oral written notification (or telephone notice promptly confirmed in writing) of its acceptance of any or all of such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent applicable Bank or Banks by 11:00 a.m. 12:00 Noon (ADallas, Texas time) with respect on the date on which the Competitive Bids are to a request for a Eurodollar Competitive Bid Loan, three Business Days prior be made by the Banks pursuant to the date terms of Section 2.06(c) above, with simultaneous written notice thereof to the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid LoanAgent; provided, however, (Ii) the failure by such Borrower Xxxxxxx to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal rejection thereof, ; (IIii) to the extent Xxxxxxx shall not accept a Competitive Bids are for comparable Interest Periods, such Borrower may accept Bid at a particular interest rate if Xxxxxxx has rejected a Competitive Bids only in ascending order of rates, Bid made at a lower interest rate; (IIIiii) the aggregate amount of the Competitive Bid or Bids accepted by such Borrower Xxxxxxx shall not exceed the principal amount specified in the Competitive Bid Request, ; (IViv) if such Borrower Xxxxxxx shall accept a bid Competitive Bid or bids Bids made at a particular Competitive Bid Rate, interest rate but the amount of such bid Competitive Bid or bids Bids shall cause the total amount of bids Competitive Bids to be accepted by such Borrower Xxxxxxx to be in excess of exceed the principal amount specified in the Competitive Bid Request, then such Borrower Xxxxxxx shall accept a portion of such bid Competitive Bid or bids Bids in an amount equal to the amount specified in the Competitive Bid Request less the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids Competitive Bids at such Competitive Bid Rate, interest rate shall be made pro rata in accordance with the amount of each such bid Competitive Bid at such interest rate; and (v) except pursuant to clause (iv) above, no Competitive Bid Rate and (V) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 and in integral multiples of $1,000,000 in excess thereof, except that where a portion thereof and is part of a Competitive Bid is accepted in accordance with the provisions of clause (IV) of subsection (iv) hereof, then Loan borrowing in a minimum principal amount of $500,000 and integral multiples of $100,000 (but not 10,000,000; provided, however, that if a Competitive Bid must be accepted in any event an amount less than $5,000,000 because of the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation provisions of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereofabove, the amounts shall such Competitive Bid may be rounded to integral multiples accepted for a minimum of $100,000 in a manner which shall be in the discretion of such Borrower1,000,000 or any integral multiple thereof. A notice of acceptance of a Competitive Bid given by a Borrower in accordance with the provisions hereof Xxxxxxx pursuant to this Section 2.06(d) shall be irrevocable. The Administrative Agent shall, not later than noon (A) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to the date of such Eurodollar Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid Loan, notify each bidding Lender whether or not its Competitive Bid has been accepted (and if so, in what amount and at what Competitive Bid Rate), and each successful bidder will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each The Borrower may, in its sole and absolute discretion, subject only to the provisions of this subsection (ive), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral written notification (or telephonic notice promptly confirmed in writing) substantially in the form of Exhibit 2.2(e) of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. (A) with respect 12:00 noon on the date on which notice of election to make a request for a Eurodollar Competitive Bid Loan, three Business Days prior is to be given to the date of Administrative Agent by the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid LoanLenders; provided, however, (Ii) the failure by such the Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (IIii) to the extent Competitive Bids are for comparable Interest Periods, such Borrower may accept Competitive Bids only in ascending order of ratesrates within each Interest Period, (IIIiii) the aggregate amount of Competitive Bids accepted by such the Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IViv) if such the Borrower shall may accept a bid or bids made at portion of a particular Competitive Bid Rateif, but and to the extent, acceptance of the entire amount of such bid or bids shall thereof would cause the total amount of bids to be accepted by such Borrower to be in excess of exceed the principal amount specified in the Competitive Bid Request, then such Borrower shall accept a portion of such bid or bids in an amount equal subject however to the amount specified in the minimum amounts provided herein (and provided that where two or more Lenders submit such a Competitive Bid Request less at the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such same Competitive Bid Rate, then portions of such Competitive Bids shall be made accepted pro rata in accordance with the amount of each between or among such bid at such Competitive Bid Rate Lenders) and (Vv) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 1,000,000 and integral multiples of $1,000,000 500,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IV) of subsection (iv) hereof, then in a minimum principal amount of $500,000 and integral multiples of $100,000 (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof, the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in the discretion of such Borrower. A notice of acceptance of a Competitive Bid given by a Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon (A) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to the date of such Eurodollar Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid Loan, notify each bidding Lender whether or not its Competitive Bid has been accepted (and if so, in what amount and at what Competitive Bid Rate), and each successful bidder will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.of

Acceptance of Competitive Bids. Each Either Borrower may, in its sole and absolute discretion, subject only to the provisions of this subsection (ivd), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant either Borrower shall give oral written notification in the form of Schedule 2.4(d) hereto (or telephone notice promptly confirmed in writing) of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. A.M. (ACharlotte, North Carolina time) with respect to a request for a Eurodollar Competitive Bid Loan, three Business Days prior to the date of the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate a Competitive Bid LoanLoan advance; provided, however, (Ii) the failure by such Borrower the Borrowers to give timely notice of its their acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (IIii) to the extent Competitive Bids are for comparable Interest Periods, such Borrower Borrowers may accept Competitive Bids only in ascending order of rates, (IIIiii) the aggregate amount of Competitive Bids accepted by such Borrower the Borrowers shall not exceed the principal amount specified in the Competitive Bid Request, (IViv) if such Borrower shall the Borrowers may accept a bid or bids made at portion of a particular Competitive Bid Ratein the event, but and to the extent, acceptance of the entire amount of such bid or bids shall thereof would cause the total amount of bids Borrowers to be accepted by such Borrower to be in excess of exceed the principal amount specified in the Competitive Bid Request, then such Borrower shall accept a portion of such bid or bids in an amount equal subject however to the amount specified in the minimum amounts provided herein (and provided that where two or more such Lenders may submit such a Competitive Bid Request less at the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at same such Competitive Bid Rate, shall be made then pro rata in accordance with the amount of each between or among such bid at such Competitive Bid Rate Lenders) and (Vv) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 1,000,000 and integral multiples of $1,000,000 500,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IV) of subsection (iv) hereof, then in a minimum principal amount of $500,000 100,000 and integral multiples of $100,000 thereof (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof, the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in the discretion of such Borrowerthe Borrowers. A notice of acceptance of a Competitive Bid given by a Borrower the Borrowers in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon 12:00 Noon (ACharlotte, North Carolina time) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to the date of such Eurodollar Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such a Competitive Bid LoanLoan borrowing, notify each bidding Lender whether or not its Competitive Bid has been accepted (and if so, in what amount and at what Competitive Bid Rate), and each successful bidder will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each The Borrower may, in its sole discretion, subject only to the provisions of this subsection (iv), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral notification of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. (A) with respect to a request for a Eurodollar Competitive Bid Loan, three Business Days prior to before 1:00 P.M. on the date of the requested Eurodollar Competitive Loan, accept any Competitive Bid Loan by giving the applicable Lender and the Administrative Agent telephone notice (immediately confirmed in writing) of (i) the Lender or Lenders whose Competitive Bid(s) is/are accepted, (ii) the principal amount of the Competitive Bid(s) so accepted and (Biii) with respect to a request for an Absolute Rate the Interest Period of the Competitive Bid(s) so accepted. The Borrower may accept any Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid Loanin whole or in part; provided, however, that (Ia) the failure by such Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (II) to the extent Competitive Bids are for comparable Interest Periods, such Borrower may accept Competitive Bids only in ascending order of rates, (III) the aggregate principal amount of each Competitive Bids accepted by such Borrower shall Loan may not exceed the principal maximum amount specified offered in the Competitive Bid Requestand may not be less than the minimum amount offered in the Competitive Bid, (IVb) if such the principal amount of each Competitive Loan may not exceed the total amount requested pursuant to subsection (a) above, (c) the Borrower shall not accept a bid or bids Competitive Bid made at a particular Competitive Bid Rate, Rate if it has decided to reject a Competitive Bid made at a lower Competitive Bid Rate and (d) if the Borrower shall accept a Competitive Bid or Bids made at a particular Competitive Bid Rate but the amount of such bid Competitive Bid or bids Bids shall cause the total amount of bids Competitive Bids to be accepted by such the Borrower to be in excess of exceed the total amount specified in the Competitive Bid Requestrequested pursuant to subsection (a) above, then such the Borrower shall accept a portion of such bid Competitive Bid or bids Bids in an amount equal to the total amount specified in the Competitive Bid Request requested pursuant to subsection (a) above less the amount of all other Competitive Bids accepted with respect to such Competitive Bid Requestrequest, which acceptance acceptance, in the case of multiple bids Competitive Bids at such the same Competitive Bid Rate, shall be made pro rata in accordance with the amount of each such bid Competitive Bid at such Competitive Bid Rate and (V) no bid shall be Rate. Competitive Bids so accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 and integral multiples of $1,000,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with by the provisions of clause (IV) of subsection (iv) hereof, then in a minimum principal amount of $500,000 and integral multiples of $100,000 (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof, the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in the discretion of such Borrower. A notice of acceptance of a Competitive Bid given by a Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon (A) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to the date of such Eurodollar Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid Loan, notify each bidding Lender whether or not its Competitive Bid has been accepted (and if so, in what amount and at what Competitive Bid Rate), and each successful bidder will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each The Borrower may, in its sole and absolute discretion, subject only to the provisions of this subsection (ive), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral written notification (or telephone notice promptly confirmed in writing) substantially in the form of Schedule 2.3(e) of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. A.M. (ACharlotte, North Carolina time) with respect to a request for a Eurodollar on the date on which notice of the Competitive Bid Loan, three Business Days prior Bids is given to the date of Borrower by the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid LoanAgent; provided, however, (Ii) the failure by such the Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (IIii) to the extent Competitive Bids are for comparable Interest Periods, such Borrower may accept Competitive Bids only in ascending order of rates, (IIIiii) the aggregate amount of Competitive Bids accepted by such the Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IViv) if such the Borrower shall may accept a bid or bids made at portion of a particular Competitive Bid Ratein the event, but and to the extent, acceptance of the entire amount of such bid or bids shall thereof would cause the total amount of bids to be accepted by such Borrower to be in excess of exceed the principal amount specified in the Competitive Bid Request, then such Borrower shall accept a portion of such bid or bids in an amount equal subject however to the amount specified in the minimum amounts provided herein (and provided that where two or more Lenders submit such a Competitive Bid Request less at the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such same Competitive Bid Rate, shall be made then pro rata in accordance with the amount of each between or among such bid at such Competitive Bid Rate Lenders) and (Vv) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 and integral multiples of $1,000,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IV) of subsection (iv) hereof, then in a minimum principal amount of $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess thereof (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof, the amounts shall be rounded to integral multiples of $100,000 1,000,000 in a manner which shall be in the discretion of such the Borrower. A notice of acceptance of a Competitive Bid given by a the Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon 12:00 Noon (ACharlotte, North Carolina time) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to on the date of such Eurodollar receipt by the Agent of a notification from the Borrower of its acceptance and/or refusal of Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid LoanBids, notify each bidding affected Lender whether or not of its receipt and the contents thereof. Upon its receipt from the Agent of notification of the Borrower's acceptance of its Competitive Bid has been accepted in accordance with the terms of this subsection (and if so, in what amount and at what Competitive Bid Ratee), and each successful bidder bidding Lender will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each The Borrower may, in its sole and absolute discretion, subject only to the provisions of this subsection (ive), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral written notification (or telephonic notice promptly confirmed in writing) substantially in the form of Schedule 2.2(e) of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. (A) with respect 12:00 noon on the date on which notice of election to make a request for a Eurodollar Competitive Bid Loan, three Business Days prior is to be given to the date of Administrative Agent by the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid LoanLenders; provided, however, (Ii) the failure by such the Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (IIii) to the extent Competitive Bids are for comparable Interest Periods, such Borrower may accept Competitive Bids only in ascending order of ratesrates within each Interest Period, (IIIiii) the aggregate amount of Competitive Bids accepted by such the Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IViv) if such the Borrower shall may accept a bid or bids made at portion of a particular Competitive Bid Rateif, but and to the extent, acceptance of the entire amount of such bid or bids shall thereof would cause the total amount of bids to be accepted by such Borrower to be in excess of exceed the principal amount specified in the Competitive Bid Request, then such Borrower shall accept a portion of such bid or bids in an amount equal subject however to the amount specified in the minimum amounts provided herein (and provided that where two or more Lenders submit such a Competitive Bid Request less at the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such same Competitive Bid Rate, shall be made then pro rata in accordance with the amount of each between or among such bid at such Competitive Bid Rate Lenders) and (Vv) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 1,000,000 and integral multiples of $1,000,000 500,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IV) of subsection (iv) hereof, then in a minimum principal amount of $500,000 and integral multiples of $100,000 in excess thereof (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof, the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in the discretion of such the Borrower. A notice of acceptance of a Competitive Bid given by a the Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon (A) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to 1:00 P.M. on the date of such Eurodollar receipt by the Administrative Agent of a notification from the Borrower of its acceptance and/or refusal of Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid LoanBids, notify each bidding affected Lender whether or not of its Competitive Bid has been accepted (receipt and if so, in what amount and at what Competitive Bid Rate)the contents thereof, and each successful bidder bidding Lender will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each The Borrower may, in its sole and absolute discretion, subject only to the provisions of this subsection (ive), accept or refuse reject any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral written notification (or telephone notice promptly confirmed in writing) substantially in the form of Schedule 2.2(e) of its acceptance of any or all such Competitive Bids Bids. Such notification must be received by the Agent not later than 10:00 A.M. (San Francisco, California time) on the date on which shall notice of election to make a Competitive Bid is to be promptly confirmed in writing) given by the Lenders pursuant to the Administrative Agent by 11:00 a.m. terms of subsection (Ac) with respect to a request for a Eurodollar Competitive Bid Loan, three Business Days prior to the date of the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid Loanabove; provided, however, (Ii) the failure by such the Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal rejection thereof, (IIii) to the extent Competitive Bids are for comparable Interest Periods, such Borrower may accept Competitive Bids only in ascending order of rates, (IIIiii) the aggregate amount of Competitive Bids accepted by such the Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IViv) if such the Borrower shall may accept a bid portion of a Competitive Bid in the event, and to the extent, acceptance of the entire amount thereof would cause the Borrower to exceed the principal amount specified in the related Competitive Bid Request, subject however to the minimum amounts provided herein (and provided that where two or bids made more Lenders submit a Competitive Bid at a particular the same Competitive Bid Rate, but then the Borrower shall accept portions of the Competitive Bids of such Lenders on a pro rata basis based upon the amount of such bid or bids shall cause the total amount of bids to be accepted by such Borrower to be in excess of the amount specified in the Competitive Bid Request, then such Borrower shall accept a portion Bids of such bid or bids in an amount equal to the amount specified in the Competitive Bid Request less the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such Competitive Bid Rate, shall be made pro rata in accordance with the amount of each such bid at such Competitive Bid Rate Lenders) and (Vv) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 1,000,000 and integral multiples of $1,000,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IV) of subsection (iv) hereof, then in a minimum principal amount of $500,000 and integral multiples of $100,000 (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof, the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in the discretion of such Borrower. A notice of acceptance of a Competitive Bid given by a Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon (A) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to the date of such Eurodollar Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid Loan, notify each bidding Lender whether or not its Competitive Bid has been accepted (and if so, in what amount and at what Competitive Bid Rate), and each successful bidder will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.subsection

Acceptance of Competitive Bids. Each The Borrower may, in its sole and absolute discretion, subject only to the provisions of this subsection (ive), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral written notification (or telephonic notice promptly confirmed in writing) substantially in the form of Exhibit 2.3(e) of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. A.M. (ACharlotte, North Carolina time) with respect on the date on which notice of election to make a request for a Eurodollar Competitive Bid Loan, three Business Days prior is to be given to the date of Agent by the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid LoanLenders; provided, however, (Ii) the failure by such the Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (IIii) to the extent Competitive Bids are for comparable Interest Periods, such Borrower may accept Competitive Bids for the same Interest Period(s) only in ascending order of rates, (IIIiii) the aggregate amount of Competitive Bids accepted by such the Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IViv) if such the Borrower shall may accept a bid or bids made at portion of a particular Competitive Bid Ratein the event, but and to the extent, acceptance of the entire amount of such bid or bids shall thereof would cause the total amount of bids to be accepted by such Borrower to be in excess of exceed the principal amount specified in the Competitive Bid Request, then such Borrower shall accept a portion of such bid or bids in an amount equal subject however to the amount specified in the minimum amounts provided herein (and provided that where two or more Lenders submit such a Competitive Bid Request less at the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such same Competitive Bid Rate, shall be made then pro rata in accordance with the amount of each between or among such bid at such Competitive Bid Rate Lenders) and (Vv) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 1,000,000 and integral multiples of $1,000,000 500,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IV) of subsection (iv) hereof, then in a minimum principal amount of $500,000 and integral multiples of $100,000 500,000 in excess thereof (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof, the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in the discretion of such the Borrower. A notice of acceptance of a Competitive Bid given by a the Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon 12:00 Noon (ACharlotte, North Carolina time) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to on the date of such Eurodollar receipt by the Agent of a notification from the Borrower of its acceptance and/or refusal of Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid LoanBids, notify each bidding affected Lender whether or not of its receipt and the contents thereof. Upon its receipt from the Agent of notification of the Borrower's acceptance of its Competitive Bid has been accepted in accordance with the terms of this subsection (and if so, in what amount and at what Competitive Bid Ratee), and each successful bidder bidding Lender will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each The Borrower may, in its sole and ------------------------------ absolute discretion, subject only to the provisions of this subsection (ive), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral written notification (or telephonic notice promptly confirmed in writing) substantially in the form of Schedule VA-4 of its ------------- acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. A.M. (ACharlotte, North Carolina time) with respect on the date on which notice of election to make a request for a Eurodollar Competitive Bid Loan, three Business Days prior is to be given to the date of Administrative Agent by the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid LoanLenders; provided, however, (Ii) the failure by such the Borrower to give timely -------- ------- notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (IIii) to the extent Competitive Bids are for comparable Interest Periods, such Borrower may accept Competitive Bids only in ascending order of rates, (IIIiii) the aggregate amount of Competitive Bids accepted by such the Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IViv) if such the Borrower shall may accept a bid or bids made at portion of a particular Competitive Bid Ratein the event, but and to the extent, acceptance of the entire amount of such bid or bids shall thereof would cause the total amount of bids to be accepted by such Borrower to be in excess of exceed the principal amount specified in the Competitive Bid Request, then such Borrower shall accept a portion of such bid or bids in an amount equal subject however to the amount specified in the minimum amounts provided herein (and provided that where two or more Lenders submit such a Competitive Bid Request less at the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such same Competitive Bid Rate, shall be made then pro rata in accordance with the amount of each between or among such bid at such Competitive Bid Rate Lenders) and (Vv) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 1,000,000 and integral multiples of $1,000,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IV) of subsection (iv) hereof, then in a minimum principal amount of $500,000 1,000,000 and integral multiples of $100,000 1,000,000 in excess thereof (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof, the amounts shall be rounded to integral multiples of $100,000 1,000,000 in a manner which shall be in the discretion of such the Borrower. A notice of acceptance of a Competitive Bid given by a the Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon 12:00 Noon (ACharlotte, North Carolina time) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to on the date of such Eurodollar receipt by the Administrative Agent of a notification from the Borrower of its acceptance and/or refusal of Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid LoanBids, notify each bidding affected Lender whether or not of its receipt and the contents thereof. Upon its receipt from the Administrative Agent of notification of the Borrower's acceptance of its Competitive Bid has been accepted in accordance with the terms of this subsection (and if so, in what amount and at what Competitive Bid Ratee), and each successful bidder bidding Lender will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each The Borrower may, in its sole and absolute discretion, subject only to the provisions of this subsection (ivd), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral written notification (or telephone notice promptly confirmed in writing) substantially in the form of Schedule 2.2(e) of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. A.M. (AAtlanta, Georgia time) with respect on the date on which notice of election to make a request for a Eurodollar Competitive Bid Loan, three Business Days prior is required to be given by the Lenders pursuant to the date terms of the requested Eurodollar Competitive Bid Loan and subsection (Bc) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid Loanabove; provided, however, (Ii) the failure by such the Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (IIii) to the extent Competitive Bids are for comparable Interest Periods, such Borrower may accept Competitive Bids only in ascending order of rates, (IIIiii) the aggregate amount of Competitive Bids accepted by such the Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IViv) if such the Borrower shall may accept a bid or bids made at portion of a particular Competitive Bid Ratein the event, but and to the extent, acceptance of the entire amount of such bid or bids shall thereof would cause the total amount of bids to be accepted by such Borrower to be in excess of exceed the principal amount specified in the Competitive Bid Request, then such Borrower shall accept a portion of such bid or bids in an amount equal subject however to the amount specified in the minimum amounts provided herein (and provided that where two or more such Lenders may submit such a Competitive Bid Request less at the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at same such Competitive Bid Rate, shall be made then pro rata in accordance with the amount of each between or among such bid at such Competitive Bid Rate Lenders) and (Vv) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 1,000,000 and integral multiples of $1,000,000 500,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IV) of subsection (iv) hereof, then in a minimum principal amount of $500,000 100,000 and integral multiples of $100,000 thereof (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof, the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in the discretion of such the Borrower. A notice of acceptance of a Competitive Bid given by a the Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon 12:00 Noon (AAtlanta, Georgia time) with respect on the date on which notice of the election to make a Eurodollar Competitive Bid Loan, three Business Days prior is required to the date of such Eurodollar Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid Loanbe given, notify the Administrative Agent and each bidding Lender whether or not its Competitive Bid has been accepted (and if so, in what amount and at what Competitive Bid Rate), and each successful bidder will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each The Borrower may, in its sole and absolute discretion, subject only to the provisions of this subsection (ive), accept or refuse reject any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral written notification (or telephone notice promptly confirmed in writing) substantially in the form of Schedule 2.2(e) of its acceptance of any or all such Competitive Bids Bids. Such notification must be received by the Agent not later than 10:00 A.M. (San Francisco, California time) on the date on which shall notice of election to make a Competitive Bid is to be promptly confirmed in writing) given by the Lenders pursuant to the Administrative Agent by 11:00 a.m. terms of subsection (Ac) with respect to a request for a Eurodollar Competitive Bid Loan, three Business Days prior to the date of the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid Loanabove; provided, however, (Ii) the failure by such the Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal rejection thereof, (IIii) to the extent Competitive Bids are for comparable Interest Periods, such Borrower may accept Competitive Bids only in ascending order of rates, (IIIiii) the aggregate amount of Competitive Bids accepted by such the Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IViv) if such the Borrower shall may accept a bid portion of a Competitive Bid in the event, and to the extent, acceptance of the entire amount thereof would cause the Borrower to exceed the principal amount specified in the related Competitive Bid Request, subject however to the minimum amounts provided herein (and provided that where two or bids made more Lenders submit a Competitive Bid at a particular the same Competitive Bid Rate, but then the Borrower shall accept portions of the Competitive Bids of such Lenders on a pro rata basis based upon the amount of such bid or bids shall cause the total amount of bids to be accepted by such Borrower to be in excess of the amount specified in the Competitive Bid Request, then such Borrower shall accept a portion Bids of such bid or bids in an amount equal to the amount specified in the Competitive Bid Request less the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such Competitive Bid Rate, shall be made pro rata in accordance with the amount of each such bid at such Competitive Bid Rate Lenders) and (Vv) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 1,000,000 and integral multiples of $1,000,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IV) of subsection (iv) hereof, then in a minimum principal amount of $500,000 100,000 and integral multiples of $100,000 thereof (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof, the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in the discretion of such the Borrower. A notice of acceptance of a Competitive Bid given by a the Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative In the case of each Competitive Bid auction being administered by the Agent, the Agent shall, not later than noon 11:00 a.m. (ASan Francisco, California time) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to on the date of such Eurodollar receipt by the Agent of a notification from the Borrower of its acceptance and/or rejection of Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid LoanBids, notify each Lender of its receipt and the contents thereof, such notification to include the ranges of Competitive Bids submitted and the highest and lowest Competitive Bids accepted for each Interest Period requested by the Borrower and the aggregate amount borrowed pursuant to the applicable Competitive Bid Request. Upon its receipt from the Agent or the Borrower, as applicable, of notification of the Borrower's acceptance of its Competitive Bid(s) in accordance with the terms of this subsection (e), each successful bidding Lender whether or not its Competitive Bid has been accepted (and if so, in what amount and at what Competitive Bid Rate), and each successful bidder will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each The Borrower may, in its ------------------------------ sole discretion, subject only to the provisions of this subsection (iv), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral notification of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. (A) with respect to a request for a Eurodollar Competitive Bid Loan, three Business Days prior to the date of the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid Loan; provided, -------- however, (IA) the failure by such the Borrower to give timely notice of its ------- acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (IIB) to the extent Competitive Bids are for comparable Interest Periods, such the Borrower may accept Competitive Bids only in ascending order of rates, (IIIC) the aggregate amount of Competitive Bids accepted by such the Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IVD) if such the Borrower shall accept a bid or bids made at a particular Competitive Bid Rate, but the amount of such bid or bids shall cause the total amount of bids to be accepted by such the Borrower to be in excess of the amount specified in the Competitive Bid Request, then such the Borrower shall accept a portion of such bid or bids in an amount equal to the amount specified in the Competitive Bid Request less the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such Competitive Bid Rate, shall be made pro rata in accordance with the amount of each such bid at such Competitive Bid Rate and (VE) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 and integral multiples of $1,000,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IVD) of this subsection (iv) hereof), then in a minimum principal amount of $500,000 and integral multiples of $100,000 (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IVD) of this subsection (iv) hereof), the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in the discretion of such the Borrower. A notice of acceptance of a Competitive Bid given by a the Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon (A) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to the date of such Eurodollar Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid Loan, notify each bidding Lender whether or not its Competitive Bid has been accepted (and and, if so, in what amount and at what Competitive Bid Rate), and each successful bidder will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted. The Administrative Agent shall send a copy of each of the Competitive Bids to the Borrower and each of the Lenders for its records as soon as practicable.

Acceptance of Competitive Bids. Each Borrower may, in its sole discretion, subject Subject only to the provisions of ------------------------------ this subsection (iv)paragraph, the Borrower may accept or refuse reject any Competitive Bid offered to itBid. To accept a Competitive Bid, the relevant The Borrower shall give oral notification of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to notify the Administrative Agent by 11:00 a.m. (A) with respect telephone, confirmed by telecopy in the form of Exhibit 2.4D or such other form as shall be approved by the Administrative Agent and the Borrower, whether and to what extent it has decided to accept or reject each Competitive Bid, in the case of a request for Borrowing of Competitive Margin Loans or a Eurodollar Competitive Bid LoanBorrowing of Fixed Rate Loans in Euros, Pounds or Kroner, not later than 10:30 a.m., three (3) Business Days prior to before the date of the requested Eurodollar proposed Borrowing, and in the case of a Borrowing of Competitive Bid Loan and (B) with respect to a request for an Absolute Fixed Rate Competitive Bid LoanLoans in Dollars, not later than 10:30 a.m. on the proposed date of the Absolute Rate Competitive Bid Loanproposed Borrowing; provided, however, provided that (Ii) the failure by such of the Borrower to give timely such notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereofrejection of each Competitive Bid, (II) to the extent Competitive Bids are for comparable Interest Periods, such Borrower may accept Competitive Bids only in ascending order of rates, (IIIii) the aggregate amount of Competitive Bids accepted by such Borrower shall not exceed the principal amount specified in the accept a Competitive Bid Request, (IV) if such Borrower shall accept a bid or bids made at a particular Competitive Bid Rate if the Borrower rejects a Competitive Bid made pursuant to the same Competitive Bid Request at a lower Competitive Bid Rate, but (iii) the aggregate amount of such bid or bids the Competitive Bids accepted by the Borrower shall cause not exceed the total aggregate amount of bids to be accepted by such Borrower to be in excess of the amount requested Competitive Borrowing specified in the related Competitive Bid Request, then such Borrower shall accept a portion of such bid or bids in an amount equal (iv) to the amount specified in extent necessary to comply with clause (iii) above, the Borrower may accept Competitive Bids at the same Competitive Bid Request less the amount of all other Competitive Bids accepted with respect to such Competitive Bid RequestRate in part, which acceptance acceptance, in the case of multiple bids Competitive Bids at such Competitive Bid Rate, shall be made pro rata in accordance with the amount of each such bid at such Competitive Bid, and (v) except pursuant to clause (iv) above, no Competitive Bid Rate and (V) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount equal to or greater than the Dollar Equivalent of $5,000,000 10,000,000 and in an integral multiples multiple of the Borrowing Multiple; provided further that if a Competitive Loan must be in an amount less than the Dollar Equivalent of $1,000,000 in excess thereof, except that where a portion 10,000,000 because of a Competitive Bid is accepted in accordance with the provisions of clause (IV) of subsection (iv) hereofabove, then in such Competitive Loan may be for a minimum principal amount of the Dollar Equivalent of $500,000 1,000,000 and integral multiples of $100,000 (but not in any event less than integral multiple of the minimum amount specified in the Competitive Bid)Borrowing Multiple, and in calculating the pro rata allocation of acceptances of portions of multiple bids Competitive Bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof), the amounts shall be rounded to integral multiples of $100,000 the Borrowing Multiple in a manner which shall be in determined by the discretion of such Borrower. A notice of acceptance of a Competitive Bid given by a the Borrower in accordance with the provisions hereof pursuant to this paragraph shall be irrevocable. The Administrative Agent shall, not later than noon (A) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to the date of such Eurodollar Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid Loan, notify each bidding Lender whether or not its Competitive Bid has been accepted (and if so, in what amount and at what Competitive Bid Rate), and each successful bidder will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each The Borrower may, in its sole discretion, subject only to the provisions of this subsection clause (ive), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral notification of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. (A) with respect to a request for a Eurodollar Competitive Bid Loan10:30 a.m., Pittsburgh, Pennsylvania, time, three (3) U.S. Government Securities Business Days prior to the date of the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid Loan; provided, however, (IA) the failure by such the Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (IIB) to the extent Competitive Bids are for comparable Interest Periods, such the Borrower may accept Competitive Bids only in ascending order of rates, (IIIC) the aggregate amount of Competitive Bids accepted by such the Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IVD) if such the Borrower shall accept a bid or bids made at a particular Competitive Bid Rate, but the amount of such bid or bids shall cause the total amount of bids to be accepted by such the Borrower to be in excess of the amount specified in the Competitive Bid Request, then such the Borrower shall accept a portion of such bid or bids in an amount equal to the amount specified in the Competitive Bid Request less the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such Competitive Bid Rate, shall be made pro rata in accordance with the amount of each such bid at such Competitive Bid Rate and (VE) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 and integral multiples of $1,000,000 100,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IVD) of subsection this clause (iv) hereofe), then in a minimum principal amount of $500,000 and integral multiples of $100,000 (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IVD) of subsection this clause (iv) hereofe), the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in the discretion of such Borrowerthe Agent. A notice of acceptance of a Competitive Bid given by a the Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon (A) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to the date of such Eurodollar Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid Loan, shall promptly notify each bidding Lender whether or not its Competitive Bid has been accepted (and if so, in what amount and at what Competitive Bid Raterate), and each successful bidder will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each The applicable Borrower may, in its sole and absolute discretion, subject only to the provisions of this subsection (ivd), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant applicable Borrower shall give oral written notification (or telephonic notice promptly confirmed in writing) substantially in the form of Exhibit 2.2(d) (which shall be signed by a Responsible Officer) of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. A.M. (ACharlotte, North Carolina time) with respect on the date on which notice of election to make a request for a Eurodollar Competitive Bid Loan, three Business Days prior is to be given to the date of Administrative Agent by the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid LoanLenders; provided, however, (Ii) the failure by such the applicable Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (IIii) to the extent Competitive Bids are for comparable Interest Periods, such applicable Borrower may accept Competitive Bids only in ascending order of ratesrates (and where two or more Lenders submit a Competitive Bid at the same Competitive Bid Rate, then pro rata between or among such Lenders, unless such pro rata allocation would result in a Lender making a Competitive Loan in a principal amount of less than $1,000,000, in which case the applicable Borrower may accept any one of such Competitive Bids), (IIIiii) the aggregate amount of Competitive Bids accepted by such the applicable Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IViv) if such the applicable Borrower shall may accept a bid or bids made at portion of a particular Competitive Bid Ratein the event, but and to the extent, acceptance of the entire amount of such bid or bids shall thereof would cause the total amount of bids to be accepted by such applicable Borrower to be in excess of exceed the principal amount specified in the Competitive Bid Request, then such Borrower shall accept a portion of such bid or bids in an amount equal subject however to the amount specified in the Competitive Bid Request less the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such Competitive Bid Rate, shall be made pro rata in accordance with the amount of each such bid at such Competitive Bid Rate minimum amounts provided herein and (Vv) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 and integral multiples of $1,000,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IV) of subsection (iv) hereof, then in a minimum principal amount of $500,000 1,000,000 and integral multiples of $100,000 500,000 in excess thereof (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof, the amounts shall be rounded to integral multiples of $100,000 500,000 in a manner which shall be in the discretion of such the applicable Borrower. A notice of acceptance of a Competitive Bid given by a the applicable Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon 12:00 Noon (ACharlotte, North Carolina time) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to on the date of such Eurodollar receipt by the Administrative Agent of a notification from the applicable Borrower of its acceptance and/or refusal of Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid LoanBids, notify each bidding affected Lender whether or not of its receipt and the contents thereof. Upon its receipt from the Administrative Agent of notification of the applicable Borrower's acceptance of its Competitive Bid has been accepted in accordance with the terms of this subsection (and if so, in what amount and at what Competitive Bid Rated), and each successful bidder bidding Lender will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted. The Administrative Agent agrees to provide each Lender which has made a Competitive Bid in response to a particular Competitive Bid Request, with information with respect to the range of the Competitive Bids made in connection with such Competitive Bid Request, together with a description of the range of Competitive Bid(s) accepted by the applicable Borrower.

Acceptance of Competitive Bids. Each The applicable Borrower may, in its ------------------------------ sole and absolute discretion, subject only to the provisions of this subsection (ivSection 2.04(e), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant a Borrower shall give oral written notification (or telephonic notice promptly confirmed in writing) substantially in the form of Schedule VA-4 ------------- of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. A.M. (ACharlotte, North Carolina time) with respect on the date on which notice of election to make a request for a Eurodollar Competitive Bid Loan, three Business Days prior is to be given to the date of Administrative Agent by the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid LoanLenders; provided, however, (Ii) the failure by such a Borrower to give timely -------- ------- notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (IIii) to the extent Competitive Bids are for comparable Interest Periods, such a Borrower may accept Competitive Bids only in ascending order of rates, (IIIiii) the aggregate amount of Competitive Bids accepted by such a Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IViv) if such a Borrower shall may accept a bid or bids made at portion of a particular Competitive Bid Ratein the event, but and to the extent, acceptance of the entire amount of such bid or bids shall thereof would cause the total amount of bids to be accepted by such Borrower to be in excess of exceed the principal amount specified in the Competitive Bid Request, then such Borrower shall accept a portion of such bid or bids in an amount equal subject however to the amount specified in the minimum amounts provided herein (and provided that where two or more Lenders submit such a Competitive Bid Request less at the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such same Competitive Bid Rate, shall be made then pro rata in accordance with the amount of each between or among such bid at such Competitive Bid Rate Lenders) and (Vv) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 1,000,000 and integral multiples of $1,000,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IV) of subsection (iv) hereofSection 2.04(e)(iv), then in a minimum principal amount of $500,000 1,000,000 and integral multiples of $100,000 1,000,000 in excess thereof (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereofSection 2.04(e)(iv), the amounts shall be rounded to integral multiples of $100,000 1,000,000 in a manner which shall be in the discretion of such the applicable Borrower. A notice of acceptance of a Competitive Bid given by a Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon (A) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to the date of such Eurodollar Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid Loan, notify each bidding Lender whether or not its Competitive Bid has been accepted (and if so, in what amount and at what Competitive Bid Rate), and each successful bidder will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each The applicable Borrower may, in ------------------------------ its sole and absolute discretion, subject only to the provisions of this subsection (ivd), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant applicable Borrower shall give oral written notification (or telephonic notice promptly confirmed in writing) substantially in the form of Exhibit 2.2(d) (which shall be signed by a -------------- Responsible Officer) of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. A.M. (ACharlotte, North Carolina time) with respect on the date on which notice of election to make a request for a Eurodollar Competitive Bid Loan, three Business Days prior is to be given to the date of Administrative Agent by the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid LoanLenders; provided, however, (Ii) -------- ------- the failure by such the applicable Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (IIii) to the extent Competitive Bids are for comparable Interest Periods, such applicable Borrower may accept Competitive Bids only in ascending order of ratesrates (and where two or more Lenders submit a Competitive Bid at the same Competitive Bid Rate, then pro rata between or among such Lenders, unless such pro rata allocation would result in a Lender making a Competitive Loan in a principal amount of less than $1,000,000, in which case the applicable Borrower may accept any one of such Competitive Bids), (IIIiii) the aggregate amount of Competitive Bids accepted by such the applicable Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IViv) if such the applicable Borrower shall may accept a bid or bids made at portion of a particular Competitive Bid Ratein the event, but and to the extent, acceptance of the entire amount of such bid or bids shall thereof would cause the total amount of bids to be accepted by such applicable Borrower to be in excess of exceed the principal amount specified in the Competitive Bid Request, then such Borrower shall accept a portion of such bid or bids in an amount equal subject however to the amount specified in the minimum amounts provided herein and (v) no Competitive Bid Request less the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such Competitive Bid Rate, shall be made pro rata in accordance with the amount of each such bid at such Competitive Bid Rate and (V) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 and integral multiples of $1,000,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IV) of subsection (iv) hereof, then in a minimum principal amount of $500,000 1,000,000 and integral multiples of $100,000 500,000 in excess thereof (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof, the amounts shall be rounded to integral multiples of $100,000 500,000 in a manner which shall be in the discretion of such the applicable Borrower. A notice of acceptance of a Competitive Bid given by a the applicable Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon 12:00 Noon (ACharlotte, North Carolina time) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to on the date of such Eurodollar receipt by the Administrative Agent of a notification from the applicable Borrower of its acceptance and/or refusal of Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid LoanBids, notify each bidding affected Lender whether or not of its receipt and the contents thereof. Upon its receipt from the Administrative Agent of notification of the applicable Borrower's acceptance of its Competitive Bid has been accepted in accordance with the terms of this subsection (and if so, in what amount and at what Competitive Bid Rated), and each successful bidder bidding Lender will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted. The Administrative Agent agrees to provide each Lender which has made a Competitive Bid in response to a particular Competitive Bid Request, with information with respect to the range of the Competitive Bids made in connection with such Competitive Bid Request, together with a description of the range of Competitive Bid(s) accepted by the applicable Borrower.

Acceptance of Competitive Bids. Each The Borrower may, in its sole and absolute discretion, subject only to the provisions of this subsection (ive), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral written notification (or telephonic notice promptly confirmed in writing) substantially in the form of Exhibit 2.3(e) of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. 12:00 Noon (ACharlotte, North Carolina time) with respect on the date on which notice of election to make a request for a Eurodollar Competitive Bid Loan, three Business Days prior is to be given to the date of Administrative Agent by the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid LoanLenders; provided, however, (Ii) the failure by such the Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (IIii) to the extent Competitive Bids are for comparable Interest Periods, such Borrower may accept Competitive Bids for the same Interest Period(s) only in ascending order of rates, (IIIiii) the aggregate amount of Competitive Bids accepted by such the Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IViv) if such the Borrower shall may accept a bid or bids made at portion of a particular Competitive Bid Ratein the event, but and to the extent, acceptance of the entire amount of such bid or bids shall thereof would cause the total amount of bids to be accepted by such Borrower to be in excess of exceed the principal amount specified in the Competitive Bid Request, then such Borrower shall accept a portion of such bid or bids in an amount equal subject however to the amount specified in the minimum amounts provided herein (and provided that where two or more Lenders submit such a Competitive Bid Request less at the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such same Competitive Bid Rate, shall be made then pro rata in accordance with the amount of each between or among such bid at such Competitive Bid Rate Lenders) and (Vv) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 1,000,000 and integral multiples of $1,000,000 500,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IV) of subsection (iv) hereof, then in a minimum principal amount of $500,000 and integral multiples of $100,000 500,000 in excess thereof (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof, the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in the discretion of such the Borrower. A notice of acceptance of a Competitive Bid given by a the Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon 1:00 P.M. (ACharlotte, North Carolina time) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to on the date of such Eurodollar receipt by the Administrative Agent of a notification from the Borrower of its acceptance and/or refusal of Competitive Bid Loan and (B) with respect to a Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid LoanBids, notify each bidding affected Lender whether or not of its receipt and the contents thereof. Upon its receipt from the Administrative Agent of notification of the Borrower's acceptance of its Competitive Bid has been accepted in accordance with the terms of this subsection (and if so, in what amount and at what Competitive Bid Ratee), and each successful bidder bidding Lender will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.

Acceptance of Competitive Bids. Each Borrower may, in its sole discretion, subject only to the provisions of this subsection (iv), accept or refuse any Competitive Bid offered to it. To accept a Competitive Bid, the relevant Borrower shall give oral notification of its acceptance of any or all such Competitive Bids (which shall be promptly confirmed in writing) to the Administrative Agent by 11:00 a.m. (A) with respect to a request for a Eurodollar Competitive Bid Loan, three Business Days prior to the date of the requested Eurodollar Competitive Bid Loan and (B) with respect to a request for an Absolute Rate Competitive Bid Loan, on the proposed date of the Absolute Rate Competitive Bid Loan; provided, however, (I) the failure by such Borrower to give timely notice of its acceptance of a Competitive Bid shall be deemed to be a refusal thereof, (II) to the extent Competitive Bids are for comparable Interest Periods, such Borrower may accept Competitive Bids only in ascending order of rates, (III) the aggregate amount of Competitive Bids accepted by such Borrower shall not exceed the principal amount specified in the Competitive Bid Request, (IV) if such Borrower shall accept a bid or bids made at a particular Competitive Bid Rate, but the amount of such bid or bids shall cause the total amount of bids to be accepted by such Borrower to be in excess of the amount specified in the Competitive Bid Request, then such Borrower shall accept a portion of such bid or bids in an amount equal to the amount specified in the Competitive Bid Request less the amount of all other Competitive Bids accepted with respect to such Competitive Bid Request, which acceptance in the case of multiple bids at such Competitive Bid Rate, shall be made pro rata in accordance with the amount of each such bid at such Competitive Bid Rate and (V) no bid shall be accepted for a Competitive Bid Loan unless such Competitive Bid Loan is in a minimum principal amount of $5,000,000 and integral multiples of $1,000,000 in excess thereof, except that where a portion of a Competitive Bid is accepted in accordance with the provisions of clause (IV) of subsection (iv) hereof, then in a minimum principal amount of $500,000 and integral multiples of $100,000 (but not in any event less than the minimum amount specified in the Competitive Bid), and in calculating the pro rata allocation of acceptances of portions of multiple bids at a particular Competitive Bid Rate pursuant to clause (IV) of subsection (iv) hereof, the amounts shall be rounded to integral multiples of $100,000 in a manner which shall be in the discretion of such Borrower. A notice of acceptance of a Competitive Bid given by a Borrower in accordance with the provisions hereof shall be irrevocable. The Administrative Agent shall, not later than noon (AI) with respect to a Eurodollar Competitive Bid Loan, three Business Days prior to the date of such Eurodollar Competitive Bid Loan and (BII) with respect to a an Absolute Rate Competitive Bid Loan, on the proposed date of such Competitive Bid Loan, notify each bidding Lender whether or not its Competitive Bid has been accepted (and if so, in what amount and at what Competitive Bid Rate), and each successful bidder will thereupon become bound, subject to the other applicable conditions hereof, to make the Competitive Bid Loan in respect of which its bid has been accepted.