Common use of Making the Term Advances Clause in Contracts

Making the Term Advances. (a) Each Borrowing shall be made on notice, given not later than 12:00 Noon (New York City time) on the third Business Day prior to the date of the proposed Borrowing in the case of a Borrowing consisting of Eurodollar Rate Advances, or not later than 1:00 P.M. (New York City time) on the date one Business Day prior to the date of the proposed Borrowing in the case of a Borrowing consisting of Base Rate Advances, by the applicable Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "NOTICE OF BORROWING") shall be by telephone, confirmed immediately in writing, or telex or telecopier or e-mail, in each case in substantially the form of Exhibit B hereto, specifying therein the requested (i) Borrower in respect of such Borrowing, (ii) date of such Borrowing, (iii) Type of Term Advances comprising such Borrowing, (iv) aggregate amount of such Borrowing, (v) in the case of a Borrowing consisting of Eurodollar Rate Advances, initial Interest Period for each such Term Advance, and (vi) the account information for the Borrower Account to which such Borrowing should be credited. Each Lender shall, before 12:00 Noon (New York City time) on the date of such Borrowing in the case of a Borrowing consisting of Eurodollar Rate Advances and 1:00 P.M. (New York City time) on the date of such Borrowing in the case of a Borrowing consisting of Base Rate Advances, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing in accordance with the respective Term Commitments of such Lender and the other Lenders. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the applicable Borrower by crediting the applicable Borrower Account. (b) Anything in subsection (a) above to the contrary notwithstanding, (i) the Borrowers may not select Eurodollar Rate Advances for the initial Borrowing hereunder or for any Borrowing if the aggregate amount of such Borrowing is less than $1,000,000 or if the obligation of the Lenders to make Eurodollar Rate Advances shall then be suspended pursuant to Section 2.06(d)(ii), 2.08 or 2.9 and (ii) there may not be more than 5 separate Borrowings outstanding at any time. (c) Each Notice of Borrowing shall be irrevocable and binding on the Borrowers. In the case of any Borrowing that the related Notice of Borrowing specifies is to be comprised of Eurodollar Rate Advances, the Borrowers shall indemnify each Lender against any loss, cost or expense incurred by such Lender as a result of any failure to fulfill on or before the date specified in such Notice of Borrowing for such Borrowing the applicable conditions set forth in Article III, including, without limitation, any loss, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund the Advance to be made by such Lender as part of such Borrowing when such Advance, as a result of such failure, is not made on such date. (d) Unless the Administrative Agent shall have received notice from a Lender prior to (x) the date of any Borrowing consisting of Eurodollar Rate Advances or (y) 12:00 Noon (New York City time) on the date of any Borrowing consisting of Base Rate Advances that such Lender will not make available to the Administrative Agent such Lender's ratable portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with subsection (a) of this Section 2.02 and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay or pay to the Administrative Agent forthwith on demand such corresponding amount and to pay interest thereon, for each day from the date such amount is made available to the applicable Borrower until the date such amount is repaid or paid to the Administrative Agent, at (i) in the case of any Borrower, the interest rate applicable at such time under Section 2.06 to Term Advances comprising such Borrowing and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall pay to the Administrative Agent such corresponding amount, such amount so paid shall constitute such Lender's Term Advance as part of such Borrowing for all purposes. (e) The failure of any Lender to make the Term Advance to be made by it as part of any Borrowing shall not relieve any other Lender of its obligation, if any, hereunder to make its Term Advance on the date of such Borrowing, but no Lender shall be responsible for the failure of any other Lender to make the Term Advance to be made by such other Lender on the date of any Borrowing.

Making the Term Advances. (a) Each Borrowing The Term Advances shall be made on notice, given (x) not later than 12:00 Noon 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing thereof in the case of a Borrowing of Term Advances consisting of Eurodollar Rate LIBOR Advances, or (y) not later than 1:00 P.M. 9:00 A.M. (New York City time) on the date one Business Day prior to the date of the proposed Borrowing Effective Date in the case of a Borrowing of Term Advances consisting of Base Rate Advances, by the applicable Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telex facsimile or telecopierelectronic transmission. Each such notice of a Borrowing of Term Advances (a "NOTICE OF BORROWING"“Notice of Term Borrowing”) shall be by telephonetelephone or electronic transmission, confirmed immediately promptly in writing, or telex or telecopier or e-mailby telecopier, in each case in substantially the form of Exhibit B hereto, and specifying therein the requested (i) Borrower in respect the requested date of such Borrowing, (ii) date of such Borrowing, (iii) the requested Type of Term Advances comprising such Borrowing, and (iv) aggregate amount of such Borrowing, (viii) in the case of a Borrowing consisting of Eurodollar Rate LIBOR Advances, the requested initial Interest Period for each such Term Advance, and (vi) the account information for the Borrower Account to which such Borrowing should be credited. Each Lender shall, before 12:00 Noon 11:00 A.M. (New York City time) on the date of such Borrowing in the case of a Borrowing consisting of Eurodollar Rate Advances and 1:00 P.M. (New York City time) on the date of such Borrowing in the case of a Borrowing consisting of Base Rate AdvancesBorrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing in accordance with the respective Term Commitments Commitment of such Lender and the other LendersLender. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article IIIV, the Administrative Agent will make such funds available to the applicable Borrower by crediting the applicable Borrower Borrower’s Account. (b) Anything in subsection (a) above to the contrary notwithstanding, (i) the Borrowers may not select Eurodollar Rate Advances for the initial Borrowing hereunder or for any Borrowing if the aggregate amount of such Borrowing is less than $1,000,000 or if the obligation of the Lenders to make Eurodollar Rate Advances shall then be suspended pursuant to Section 2.06(d)(ii), 2.08 or 2.9 and (ii) there may not be more than 5 separate Borrowings outstanding at any time. (c) Each Notice of Term Borrowing shall be irrevocable and binding on the BorrowersBorrower other than as set forth in Section 4.05(b). In the case of any Borrowing that the related Notice of Term Borrowing specifies is to be comprised of Eurodollar Rate LIBOR Advances, the Borrowers Borrower shall indemnify each Lender against any lossactual loss (other than lost profit), cost or expense incurred by such Lender as a result of any failure to fulfill on or before the date specified in such Notice of Term Borrowing for such Borrowing the applicable conditions set forth in Article IIIV, including, without limitation, any actual loss, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund the Term Advance to be made by such Lender as part of such Borrowing when such Term Advance, as a result of such failure, is not made on such date. (dc) Unless the Administrative Agent shall have received notice from a Lender prior to (x) the date of any Borrowing consisting of Eurodollar Rate Advances or (y) 12:00 Noon (New York City time) on the date of any Borrowing consisting of Base Rate Advances Effective Date that such Lender will not make available to the Administrative Agent such Lender's ’s ratable portion of such Borrowingthe Borrowings of Term Advances, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing Effective Date in accordance with subsection (a) of this Section 2.02 and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay or pay to the Administrative Agent forthwith on demand such corresponding amount and to pay interest thereon, for each day from the date such amount is made available to the applicable Borrower until the date such amount is repaid or paid to the Administrative Agent, at (i) in the case of any the Borrower, the interest rate applicable at such time under Section 2.06 4.02 to Term Advances comprising such Borrowing and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall pay to the Administrative Agent such corresponding amount, such amount so paid shall constitute such Lender's Term ’s Advance as part of such Borrowing for all purposes. (ed) The failure of any Lender to make the Term Advance to be made by it as part of any Borrowing shall not relieve any other Lender of its obligation, if any, hereunder to make its Term Advance on the date of such BorrowingEffective Date, but no Lender shall be responsible for the failure of any other Lender to make the Term Advance to be made by such other Lender on the date of any BorrowingEffective Date.

Making the Term Advances. (a) Each Borrowing All Term Borrowings (other than pursuant to a Conversion) shall be made on notice, given not later than 12:00 Noon 10:00 A.M. (New York City Chicago time) on the third Business Day prior to the date of the proposed Borrowing in the case of a Borrowing consisting Closing Date (if Term Borrowings comprised of Eurodollar Rate AdvancesAdvances are requested), or not later than 1:00 P.M. (New York City time) on the date one Business Day prior to Closing Date (if the date of the proposed Borrowing in the case of a Borrowing consisting Term Borrowings are comprised only of Base Rate Advances), by the applicable Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telex or telecopierthereof. Each such The notice of a Borrowing the Term Borrowings (a the "NOTICE OF BORROWINGNotice of Borrowing") shall be sent by telephonetelecopier, telex or cable, confirmed immediately in writing, or telex or telecopier or e-mail, in each case in substantially the form of Exhibit B hereto, specifying therein the requested (i) Borrower in respect of such BorrowingClosing Date, (ii) date Types of such BorrowingTerm Advances to be made in connection with the Term Borrowings, (iii) Type of Term Advances comprising such Borrowing, (iv) the aggregate amount of such each Term Borrowing, and (viv) in the case of a Term Borrowing consisting of comprising Eurodollar Rate Advances, initial the Interest Period Periods for each such Term Advance, and (vi) the account information for the Borrower Account to which such Borrowing should be creditedEurodollar Advances. Each Lender shall, before 12:00 Noon 11:00 A.M. (New York City Chicago time) on the date of such Borrowing in the case of a Borrowing consisting of Eurodollar Rate Advances and 1:00 P.M. (New York City time) on the date of such Borrowing in the case of a Borrowing consisting of Base Rate Advances, Closing Date make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's Accountits address referred to in Section 8.02, in same day funds, such Lender's ratable portion of such Borrowing in accordance with the respective Term Commitments of such Lender and the other LendersBorrowings. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the applicable Borrower by crediting at the applicable Borrower AccountAdministrative Agent's aforesaid address. (b) Anything in subsection (a) above to the contrary notwithstanding, (i) the Borrowers may not select Eurodollar Rate Advances for the initial Borrowing hereunder or for any Borrowing if the aggregate amount of such Borrowing is less than $1,000,000 or if the obligation of the Lenders to make Eurodollar Rate Advances shall then be suspended pursuant to Section 2.06(d)(ii), 2.08 or 2.9 and (ii) there may not be more than 5 separate Borrowings outstanding at any time. (c) Each The Notice of Borrowing shall be irrevocable and binding on the BorrowersBorrower. In the case of any Term Borrowing that the related Notice of Borrowing specifies is to be comprised of comprise Eurodollar Rate Advances, the Borrowers Borrower shall indemnify each Lender against any loss, cost or expense incurred by such Lender as a result of any failure to fulfill on or before the date Closing Date specified in such the Notice of Borrowing for such Borrowing the applicable conditions set forth in Article III, including, without limitation, any loss, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund the Advance Term Advances to be made by such Lender as part of such Borrowing Term Borrowings when such AdvanceTerm Advances, as a result of such failure, is are not made on such datethe Closing Date. (dc) Unless the Administrative Agent shall have received notice from a Lender prior to (x) the date of any Borrowing consisting of Eurodollar Rate Advances or (y) 12:00 Noon (New York City time) on the date of any Borrowing consisting of Base Rate Advances Closing Date that such Lender will not make available to the Administrative Agent such Lender's ratable portion of such Borrowingthe Term Borrowings, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing Closing Date in accordance with subsection (a) of this Section 2.02 and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date the Closing Date a corresponding amount. If and to the extent that such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay or pay to the Administrative Agent forthwith on demand such corresponding amount and to pay together with interest thereon, for each day from the date such amount is made available to the applicable Borrower until the date such amount is repaid or paid to the Administrative Agent, at (i) in the case of any the Borrower, the interest rate applicable at such the time under Section 2.06 to Term Advances comprising such Borrowing made in connection with the Term Borrowings and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall pay repay to the Administrative Agent such corresponding amount, such amount so paid repaid shall constitute such Lender's Term Advance Advances as part of such Borrowing Term Borrowings for all purposespurposes of this Agreement. (ed) The failure of any Lender to make the any Term Advance to be made by it as part of any Borrowing on the Closing Date shall not relieve any other Lender of its obligation, if any, hereunder to make its any Term Advance on the date of such Borrowing, Closing Date but no Lender shall be responsible for the failure of any other Lender to make the any Term Advance to be made by such other Lender on the date of Closing Date. (e) Notwithstanding anything to the contrary contained herein, no more than sixteen (16) Term Borrowings comprising Eurodollar Rate Advances may be outstanding at any Borrowingtime.

Making the Term Advances. (a) Each Borrowing shall be made on notice, given not later than 12:00 Noon (New York City time) on the third Business Day prior to the date of the proposed Borrowing in the case of a Borrowing consisting of Eurodollar Rate Advances, or not later than 1:00 P.M. (New York City time) on the date one Business Day prior to the date of the proposed Borrowing in the case of a Borrowing consisting of Base Rate Advances, by the applicable Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "NOTICE OF BORROWING"“Notice of Borrowing”) shall be by telephone, confirmed immediately in writing, or telex or telecopier or e-mail, in each case in substantially the form of Exhibit B hereto, specifying therein the requested (i) Borrower in respect date of such Borrowing, (ii) date of such Borrowing, (iii) Type of Term Advances comprising such Borrowing, (iviii) aggregate amount of such Borrowing, Borrowing and (viv) in the case of a Borrowing consisting of Eurodollar Rate Advances, initial Interest Period for each such Term Advance, and (vi) the account information for the Borrower Account to which such Borrowing should be credited. Each Lender shall, before 12:00 Noon (New York City time) on the date of such Borrowing in the case of a Borrowing consisting of Eurodollar Rate Advances and 1:00 P.M. (New York City time) on the date of such Borrowing in the case of a Borrowing consisting of Base Rate Advances, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing in accordance with the respective Term Commitments of such Lender and the other Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the applicable Borrower by crediting the applicable Borrower Borrower’s Account. (b) Anything in subsection (a) above to the contrary notwithstanding, (i) the Borrowers Borrower may not select Eurodollar Rate Advances for any Borrowing made on the initial Borrowing hereunder Closing Date or for any Borrowing if the aggregate amount of such Borrowing is less than $1,000,000 or if the obligation of the Lenders to make Eurodollar Rate Advances shall then be suspended pursuant to Section 2.06(d)(ii), 2.08 or 2.9 2.09 and (ii) there may not be more than 5 10 separate Borrowings outstanding at any time. (c) Each Notice of Borrowing shall be irrevocable and binding on the Borrowers. In the case of any Borrowing that the related Notice of Borrowing specifies is to be comprised of Eurodollar Rate Advances, the Borrowers shall indemnify each Lender against any loss, cost or expense incurred by such Lender as a result of any failure to fulfill on or before the date specified in such Notice of Borrowing for such Borrowing the applicable conditions set forth in Article III, including, without limitation, any loss, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund the Advance to be made by such Lender as part of such Borrowing when such Advance, as a result of such failure, is not made on such dateBorrower. (d) Unless the Administrative Agent shall have received notice from a Lender prior to (x) the date of any Borrowing consisting of Eurodollar Rate Advances or (y) 12:00 Noon (New York City time) on the date of any Borrowing consisting of Base Rate Advances that such Lender will not make available to the Administrative Agent such Lender's ’s ratable portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with subsection (a) of this Section 2.02 and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay or pay to the Administrative Agent forthwith on demand such corresponding amount and to pay interest thereon, for each day from the date such amount is made available to the applicable Borrower until the date such amount is repaid or paid to the Administrative Agent, at (i) in the case of any the Borrower, the interest rate applicable at such time under Section 2.06 to Term Advances comprising such Borrowing and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall pay to the Administrative Agent such corresponding amount, such amount so paid shall constitute such Lender's ’s Term Advance as part of such Borrowing for all purposes. (e) The failure of any Lender to make the Term Advance to be made by it as part of any Borrowing shall not relieve any other Lender of its obligation, if any, hereunder to make its Term Advance on the date of such Borrowing, but no Lender shall be responsible for the failure of any other Lender to make the Term Advance to be made by such other Lender on the date of any Borrowing.