Common use of Method of Borrowing Clause in Contracts

Method of Borrowing. (a) Each Borrowing shall be made on a Business Day, or in the case of a Borrowing which is a LIBOR Rate Loan, on a LIBOR Business Day, upon notice from the Borrower to the Agent, given (i) in the case of a Borrowing which is an Alternate Base Rate Loan, not later than 11:00 a.m. (Charlotte, North Carolina time) on the Business Day of the proposed Borrowing and (ii) in the case of a Borrowing which is a LIBOR Rate Loan, not later than 11:00 a.m. (Charlotte, North Carolina time) on the third LIBOR Business Day prior to the date of the proposed Borrowing. Each such notice of a Borrowing (a “Notice of Borrowing”) by the Borrower shall be in substantially the form of Exhibit D-1 hereto, specifying therein the requested (A) date of such Borrowing, (B) Type of Revolving Loan to be made in connection with such Borrowing, (C) aggregate amount of such Borrowing and (D) in the case of a Borrowing comprising a LIBOR Rate Loan, initial Interest Period for each such Revolving Loan. The Agent shall give notice to each Lender promptly upon receipt of each Notice of Borrowing pursuant to this Section 2.02(a), the contents thereof and each such Lender’s share of any Borrowing to be made pursuant thereto. Each Lender shall, before 1:00 p.m. (Charlotte, North Carolina time) on the date of such Borrowing, make available to the Agent for the account of the Borrower in same day funds, the proceeds of such Borrowing (in Dollars). Such Borrowing will then be made available to the Borrower by the Agent by crediting the account of the Borrower on the books of the Agent with the aggregate of the amounts made available to the Agent by the Lenders and in like funds as received by the Agent. The Borrower hereby irrevocably authorizes the Agent to disburse the proceeds of each borrowing requested pursuant to this Section in immediately available funds by crediting or wiring such proceeds to the deposit account of the Borrower identified in the most recent notice substantially in the form attached as Exhibit H (a “Notice of Account Designation”) delivered by the Borrower to the Agent or as may be otherwise agreed upon by the Borrower and the Agent from time to time. Subject to Section 2.21(b) hereof, the Agent shall not be obligated to disburse the portion of the proceeds of any Revolving Loan requested pursuant to this Section to the extent that any Lender has not made available to the Agent its Commitment Percentage of such Loan. (b) Each Notice of Borrowing shall be irrevocable and binding on the Borrower. In the case of any Borrowing that the related Notice of Borrowing specifies is to be comprised of LIBOR Rate Loans, the Borrower shall indemnify the applicable Lender against any loss, cost or expense incurred by such Lender as a result of any failure of the Borrower to fulfill on or before the date specified in such Notice of Borrowing for such Revolving Loans, the applicable conditions set forth in Article III, including, without limitation, any loss (including loss of anticipated profits), cost or expense incurred by reason of the liquidation or redeployment of deposits or other funds acquired by such Lender as part of such Borrowing when such Revolving Loan is not made on such date.

Method of Borrowing. (a) Each Borrowing shall be made on a Business Day, or in the case of a Borrowing which is a LIBOR Rate Loan, on a LIBOR Business Day, upon notice from the Borrower to the Agent, given (i) in the case of a Borrowing which is an Alternate Base Rate Loan, not later than 11:00 a.m. AM (Charlotte, North Carolina time) on the Business Day of the proposed Borrowing and (ii) in the case of a Borrowing which is a LIBOR Rate Loan, not later than 11:00 a.m. AM (Charlotte, North Carolina time) on the third LIBOR Business Day prior to the date of the proposed Borrowing. Each such notice of a Borrowing (a “Notice of Borrowing”) by the Borrower shall be in substantially the form of Exhibit D-1 hereto, specifying therein the requested (A) date of such Borrowing, (B) Type of Revolving Loan to be made in connection with such Borrowing, (C) aggregate amount of such Borrowing and (D) in the case of a Borrowing comprising a LIBOR Rate Loan, initial Interest Period for each such Revolving Loan. The Agent shall give notice to each Lender promptly upon receipt of each Notice of Borrowing pursuant to this Section 2.02(a), the contents thereof and each such Lender’s share of any Borrowing to be made pursuant thereto. Each Lender shall, before 1:00 p.m. PM (Charlotte, North Carolina time) on the date of such Borrowing, make available to the Agent for the account of the Borrower in same day funds, the proceeds of such Borrowing (in Dollars). Such Borrowing will then be made available to the Borrower by the Agent by crediting the account of the Borrower on the books of the Agent with the aggregate of the amounts made available to the Agent by the Lenders and in like funds as received by the Agent. The Borrower hereby irrevocably authorizes the Agent to disburse the proceeds of each borrowing requested pursuant to this Section in immediately available funds by crediting or wiring such proceeds to the deposit account of the Borrower identified in the most recent notice substantially in the form attached as Exhibit H (a “Notice of Account Designation”) delivered by the Borrower to the Agent or as may be otherwise agreed upon by the Borrower and the Agent from time to time. Subject to Section 2.21(b) hereof, the Agent shall not be obligated to disburse the portion of the proceeds of any Revolving Loan requested pursuant to this Section to the extent that any Lender has not made available to the Agent its Commitment Percentage of such Loan. (b) Each Notice of Borrowing shall be irrevocable and binding on the Borrower. In the case of any Borrowing that the related Notice of Borrowing specifies is to be comprised of LIBOR Rate Loans, the Borrower shall indemnify the applicable Lender against any loss, cost or expense incurred by such Lender as a result of any failure of the Borrower to fulfill on or before the date specified in such Notice of Borrowing for such Revolving Loans, the applicable conditions set forth in Article III, including, without limitation, any loss (including loss of anticipated profits), cost or expense incurred by reason of the liquidation or redeployment of deposits or other funds acquired by such Lender as part of such Borrowing when such Revolving Loan is not made on such date.

Method of Borrowing. (a) Each Borrowing shall be made on a Business Day, or in the case of a Borrowing which is a LIBOR Rate Loan, on a LIBOR Business Day, upon notice from the Borrower to the Agent, given (i) in the case of a Borrowing which is an Alternate Base Rate Loan, not later than 11:00 a.m. AM (Charlotte, North Carolina time) on the Business Day prior to the day of the proposed Borrowing and (ii) in the case of a Borrowing which is a LIBOR Rate Loan, not later than 11:00 a.m. AM (Charlotte, North Carolina time) on the third LIBOR Business Day prior to the date of the proposed Borrowing. Each such notice of a Borrowing (a “Notice of Borrowing”) by the Borrower shall be in substantially the form of Exhibit D-1 hereto, specifying therein the requested (A) date of such Borrowing, (B) Type of Revolving Loan to be made in connection with such Borrowing, (C) aggregate amount of such Borrowing and (D) in the case of a Borrowing comprising a LIBOR Rate Loan, initial Interest Period for each such Revolving Loan. The Agent shall give notice to each Lender promptly upon receipt of each Notice of Borrowing pursuant to this Section 2.02(a), the contents thereof and each such Lender’s share of any Borrowing to be made pursuant thereto. Each Lender shall, before 1:00 p.m. PM (Charlotte, North Carolina time) on the date of such Borrowing, make available to the Agent for the account of the Borrower in same day funds, the proceeds of such Borrowing (in Dollars). Such Borrowing will then be made available to the Borrower by the Agent by crediting the account of the Borrower on the books of the Agent with the aggregate of the amounts made available to the Agent by the Lenders and in like funds as received by the Agent. The Borrower hereby irrevocably authorizes the Agent to disburse the proceeds of each borrowing requested pursuant to this Section in immediately available funds by crediting or wiring such proceeds to the deposit account of the Borrower identified in the most recent notice substantially in the form attached as Exhibit H (a “Notice of Account Designation”) delivered by the Borrower to the Agent or as may be otherwise agreed upon by the Borrower and the Agent from time to time. Subject to Section 2.21(b) hereof, the Agent shall not be obligated to disburse the portion of the proceeds of any Revolving Loan requested pursuant to this Section to the extent that any Lender has not made available to the Agent its Commitment Percentage of such Loan. (b) Each Notice of Borrowing shall be irrevocable and binding on the Borrower. In the case of any Borrowing that the related Notice of Borrowing specifies is to be comprised of LIBOR Rate Loans, the Borrower shall indemnify the applicable Lender against any loss, cost or expense incurred by such Lender as a result of any failure of the Borrower to fulfill on or before the date specified in such Notice of Borrowing for such Revolving Loans, the applicable conditions set forth in Article III, including, without limitation, any loss (including loss of anticipated profits), cost or expense incurred by reason of the liquidation or redeployment of deposits or other funds acquired by such Lender as part of such Borrowing when such Revolving Loan is not made on such date.

Method of Borrowing. (a) Each Borrowing The Borrowers shall give the Agent notice (a "Notice of Borrowing"), which shall be made substantially in the form of EXHIBIT E, prior to (i) as to Base Rate Loans, 11:00 A.M. (Charlotte, North Carolina, time) on the Domestic Business Day of such Base Rate Borrowing, and (ii) as to Euro-Dollar Loans, 11:00 A.M. (Charlotte, North Carolina, time), at least 3 Euro-Dollar Business Days before each Euro-Dollar Borrowing, specifying: (i) the date of such Borrowing, which shall be a Domestic Business Day, or Day in the case of a Base Rate Borrowing which is or a LIBOR Euro-Dollar Business Day in the case of a Euro-Dollar Borrowing, (ii) the aggregate amount of such Borrowing, (iii) whether the Loans comprising such Borrowing are to be Base Rate LoanLoans or Euro-Dollar Loans, on a LIBOR Business Day, upon notice from the Borrower to the Agent, given and (iiv) in the case of a Borrowing which Euro-Dollar Borrowing, the duration of the Interest Period applicable thereto, subject to the provisions of the definition of Interest Period. (b) Upon receipt of a Notice of Borrowing, the Agent shall promptly notify each Lender of the contents thereof and of such Lender's ratable share of such Borrowing, unless it is an Alternate Base Rate Loanadvanced as a Settlement Loan Borrowing, and such Notice of Borrowing, once received by the Agent, shall not thereafter be revocable by any Borrower. (c) Not later than (i) as to Euro-Dollar Borrowings, 11:00 a.m. A.M. (Charlotte, North Carolina Carolina, time) on the Business Day of the proposed Borrowing ), and (ii) in the case of a Borrowing which is a LIBOR as to Base Rate LoanBorrowings, not later than 11:00 a.m. 2:00 P.M. (Charlotte, North Carolina time) on the third LIBOR Business Day prior to the date of the proposed Borrowing. Each such notice of a Borrowing (a “Notice of Borrowing”) by the Borrower shall be in substantially the form of Exhibit D-1 heretoCarolina, specifying therein the requested (A) date of such Borrowing, (B) Type of Revolving Loan to be made in connection with such Borrowing, (C) aggregate amount of such Borrowing and (D) in the case of a Borrowing comprising a LIBOR Rate Loan, initial Interest Period for each such Revolving Loan. The Agent shall give notice to each Lender promptly upon receipt of each Notice of Borrowing pursuant to this Section 2.02(a), the contents thereof and each such Lender’s share of any Borrowing to be made pursuant thereto. Each Lender shall, before 1:00 p.m. (Charlotte, North Carolina time) on the date of such each Syndicated Borrowing, each Lender shall (except as provided in paragraph (e) of this SECTION) make available its ratable share of such Syndicated Borrowing, in Federal or other funds immediately available in Charlotte, North Carolina, to the Agent at its address determined pursuant to SECTION 10.01. Unless the Agent determines that any applicable condition specified in ARTICLE 9 has not been satisfied, the Agent will make the funds so received from the Lenders available to the relevant Borrower at the Agent's aforesaid address. Unless the Agent receives notice from a Lender, at the Agent's address referred to in or specified pursuant to SECTION 10.01, no later than 3:00 P.M. (local time at such address) on the Domestic Business Day before the date of a Syndicated Borrowing stating that such Lender will not make a Syndicated Loan in connection with such Syndicated Borrowing, the Agent shall be entitled to assume that such Lender will make a Syndicated Loan in connection with such Syndicated Borrowing and, in reliance on such assumption, the Agent may (but shall not be obligated to) make available such Lender's ratable share of such Syndicated Borrowing to the relevant Borrower for the account of such Lender. If the Agent makes such Lender's ratable share available to the relevant Borrower and such Lender does not in fact make its ratable share of such Syndicated Borrowing available on such date, the Agent shall be entitled to recover such Lender's ratable share from such Lender or the relevant Borrower (and for such purpose shall be entitled to charge such amount to any account of such Borrower maintained with the Agent), together with interest thereon for each day during the period from the date of such Syndicated Borrowing until such sum shall be paid in full at a rate per annum equal to the rate at which the Agent determines that it obtained (or could have obtained) overnight Federal funds to cover such amount for each such day during such period, provided that (x) any such payment by the relevant Borrower of such Lender's ratable share and interest thereon shall be without prejudice to any rights that the relevant Borrower may have against such Lender and (y) until such Lender has paid its ratable share of such Syndicated Borrowing, together with interest pursuant to the foregoing, it will have no interest in or rights with respect to such Syndicated Borrowing for any purpose hereunder. If the Agent does not exercise its option to advance funds for the account of such Lender, it shall forthwith notify the Parent of such decision. Unless the Agent determines that any applicable condition specified in ARTICLE 9 has not been satisfied, Wachovia will make available to the Agent for relevant Borrower at its Lending Office the account amount of any such Borrowing that is a Settlement Loan Borrowing requested by the relevant Borrower. (d) If any Lender makes a new Syndicated Loan hereunder on a day on which a Borrower in same day fundsis to repay all or any part of an outstanding Syndicated Loan from such Lender, such Lender shall apply the proceeds of its new Syndicated Loan to make such Borrowing repayment as a Refunding Loan and only an amount equal to the difference (in Dollars). Such Borrowing will then if any) between the amount being borrowed and the amount of such Refunding Loan shall be made available to the Borrower by the Agent by crediting the account of the Borrower on the books of the Agent with the aggregate of the amounts made available such Lender to the Agent as provided in paragraph (c) of this SECTION, or remitted by the Lenders and in like funds as received by the Agent. The Borrower hereby irrevocably authorizes the Agent to disburse the proceeds of each borrowing requested pursuant to this Section in immediately available funds by crediting or wiring such proceeds to the deposit account of the Borrower identified in the most recent notice substantially in the form attached as Exhibit H (a “Notice of Account Designation”) delivered by the Borrower to the Agent or as provided in SECTION 2.12, as the case may be otherwise agreed upon by be. (e) Notwithstanding anything to the Borrower and the Agent from time to time. Subject to Section 2.21(b) hereofcontrary contained in this Agreement, the Agent Lenders shall not be obligated to disburse make any Euro-Dollar Loans if there shall have occurred a Default or an Event of Default, which Default or Event of Default shall not have been cured or waived, and all Refunding Loans shall be made as Base Rate Loans (but shall bear interest at the portion Default Rate, if applicable). Nothing in the preceding sentence shall obligate, or be deemed to obligate, any of the Lenders to make any Loans at all during the existence of an Event of Default, other than (i) Refunding Loans in the event that the Obligations have not been accelerated pursuant to SECTION 6.01, and (ii) advances on any Settlement Date of a Lender's Commitment Percentage of Settlement Loans or Overadvance Loans made prior to the termination of the Commitments pursuant to SECTION 6.01. (f) In the event that a Notice of Borrowing fails to specify whether the Syndicated Loans comprising such Syndicated Borrowing are to be Base Rate Loans or Euro-Dollar Loans, such Syndicated Loans shall be made as Base Rate Loans. If a Borrower is otherwise entitled under this Agreement to repay any Syndicated Loans maturing at the end of an Interest Period applicable thereto with the proceeds of any Revolving Loan requested pursuant a new Borrowing, and such Borrower fails to this Section repay such Syndicated Loans using its own moneys and fails to give a Notice of Borrowing in connection with such new Syndicated Borrowing, a new Syndicated Borrowing shall be deemed to be made on the date such Syndicated Loans mature in an amount equal to the extent that any Lender has not made available to principal amount of the Agent its Commitment Percentage of Syndicated Loans so maturing, and the Syndicated Loans comprising such Loannew Syndicated Borrowing shall be Base Rate Loans. (bg) Each Notice of Borrowing Notwithstanding anything to the contrary contained herein, there shall not be irrevocable and binding on the Borrower. In the case of more than 8 Euro-Dollar Borrowings outstanding at any Borrowing that the related Notice of Borrowing specifies is to be comprised of LIBOR Rate Loans, the Borrower shall indemnify the applicable Lender against any loss, cost or expense incurred by such Lender as a result of any failure of the Borrower to fulfill on or before the date specified in such Notice of Borrowing for such Revolving Loans, the applicable conditions set forth in Article III, including, without limitation, any loss (including loss of anticipated profits), cost or expense incurred by reason of the liquidation or redeployment of deposits or other funds acquired by such Lender as part of such Borrowing when such Revolving Loan is not made on such dategiven time.

Method of Borrowing. (a) Each Borrowing shall be made on a Business Day, or in the case of a Borrowing which is a LIBOR Rate Loan, on a LIBOR Business Day, upon notice from the Borrower to the Agent, given (i) in the case of a Borrowing which is an Alternate Base Rate Loan, not later than 11:00 a.m. (Charlotte, North Carolina time) on the Business Day of the proposed Borrowing and (ii) in the case of a Borrowing which is a LIBOR Rate Loan, not later than 11:00 a.m. (Charlotte, North Carolina time) on the third LIBOR Business Day prior to the date of the proposed Borrowing. Each such notice of a Borrowing (a “Notice of Borrowing”) by the Borrower shall be in substantially the form of Exhibit D-1 hereto, specifying therein the requested (A) date of such Borrowing, (B) Type of Revolving Loan to be made in connection with such Borrowing, (C) aggregate amount of such Borrowing and (D) in the case of a Borrowing comprising a LIBOR Rate Loan, initial Interest Period for each such Revolving Loan. The Agent shall give notice to each Lender promptly upon receipt of each Notice of Borrowing pursuant to this Section 2.02(a), the contents thereof and each such Lender’s share of any Borrowing to be made pursuant thereto. Each Lender shall, before 1:00 p.m. (Charlotte, North Carolina time) on the date of such Borrowing, make available to the Agent for the account of the Borrower in same day funds, the proceeds of such Borrowing (in Dollars). LEGAL02/33565081v8 Such Borrowing will then be made available to the Borrower by the Agent by crediting the account of the Borrower on the books of the Agent with the aggregate of the amounts made available to the Agent by the Lenders and in like funds as received by the Agent. The Borrower hereby irrevocably authorizes the Agent to disburse the proceeds of each borrowing requested pursuant to this Section in immediately available funds by crediting or wiring such proceeds to the deposit account of the Borrower identified in the most recent notice substantially in the form attached as Exhibit H (a “Notice of Account Designation”) delivered by the Borrower to the Agent or as may be otherwise agreed upon by the Borrower and the Agent from time to time. Subject to Section 2.21(b) hereof, the Agent shall not be obligated to disburse the portion of the proceeds of any Revolving Loan requested pursuant to this Section to the extent that any Lender has not made available to the Agent its Commitment Percentage of such Loan. (b) Each Notice of Borrowing shall be irrevocable and binding on the Borrower. In the case of any Borrowing that the related Notice of Borrowing specifies is to be comprised of LIBOR Rate Loans, the Borrower shall indemnify the applicable Lender against any loss, cost or expense incurred by such Lender as a result of any failure of the Borrower to fulfill on or before the date specified in such Notice of Borrowing for such Revolving Loans, the applicable conditions set forth in Article III, including, without limitation, any loss (including loss of anticipated profits), cost or expense incurred by reason of the liquidation or redeployment of deposits or other funds acquired by such Lender as part of such Borrowing when such Revolving Loan is not made on such date.

Method of Borrowing. (a) Each The Borrowers shall give the Agent a Notice of Borrowing prior to (i) as to Base Rate Borrowings, 11:00 A.M. (Charlotte, North Carolina, time) on the Domestic Business Day of such Base Rate Borrowing, and (ii) as to Euro-Dollar Borrowings, 11:00 A.M. (Charlotte, North Carolina, time) 3 Euro-Dollar Business Days before such Euro-Dollar Borrowing, specifying: (i) the date of such Borrowing, which shall be made on a Domestic Business Day, or Day in the case of a Base Rate Borrowing which is or a LIBOR Euro-Dollar Business Day in the case of a Euro-Dollar Borrowing, (ii) the aggregate amount of such Borrowing, (iii) whether the Loans comprising such Borrowing are to be Base Rate LoanLoans or Euro-Dollar Loans, on a LIBOR Business Day, upon notice from the Borrower to the Agent, given and (iiv) in the case of a Borrowing which Euro-Dollar Borrowing, the duration of the Interest Period applicable thereto, subject to the provisions of the definition of Interest Period. (b) Upon receipt of a Notice of Borrowing, the Agent shall promptly notify each Lender of the contents thereof and of such Lender's ratable share of such Borrowing, unless it is an Alternate Base Rate Loanto be advanced as a Settlement Loan Borrowing, and such Notice of Borrowing, once received by the Agent, shall not thereafter be revocable by the Borrowers. (c) Not later than (i) as to Euro-Dollar Borrowings, 11:00 a.m. A.M. (Charlotte, North Carolina Carolina, time) on the Business Day of the proposed Borrowing ), and (ii) in the case of a Borrowing which is a LIBOR as to Base Rate LoanBorrowings, not later than 11:00 a.m. 2:00 P.M. (Charlotte, North Carolina Carolina, time), on the date of each Syndicated Borrowing, each Lender shall (except as provided in paragraph (e) of this SECTION) make available its ratable share of such Syndicated Borrowing, in Federal or other funds immediately available in Charlotte, North Carolina, to the Agent at its address determined pursuant to SECTION 10.01. Unless the Agent determines that any applicable condition specified in ARTICLE 9 has not been satisfied, the Agent will make the funds so received from the Lenders available to the Borrowers at the Agent's aforesaid address. Unless the Agent receives notice from a Lender, at the Agent's address referred to in or specified pursuant to SECTION 10.01, no later than 4:00 P.M. (local time at such address) on the third LIBOR Domestic Business Day prior to before the date of the proposed Borrowing. Each a Syndicated Borrowing stating that such notice of Lender will not make a Borrowing (a “Notice of Borrowing”) by the Borrower shall be in substantially the form of Exhibit D-1 hereto, specifying therein the requested (A) date of such Borrowing, (B) Type of Revolving Syndicated Loan to be made in connection with such Syndicated Borrowing, the Agent shall be entitled to assume that such Lender will make a Syndicated Loan in connection with such Syndicated Borrowing and, in reliance on such assumption, the Agent may (Cbut shall not be obligated to) aggregate amount make available such Lender's ratable share of such Syndicated Borrowing to the Borrowers for the account of such Lender. If the Agent makes such Lender's ratable share available to the Borrowers and such Lender does not in fact make its ratable share of such Syndicated Borrowing available on such date, the Agent shall be entitled to recover such Lender's ratable share from such Lender or the Borrowers (D) in and for such purpose shall be entitled to charge such amount to any account of the case of a Borrowing comprising a LIBOR Rate LoanBorrowers maintained with the Agent), initial Interest Period together with interest thereon for each such Revolving Loan. The Agent shall give notice to each Lender promptly upon receipt of each Notice of Borrowing pursuant to this Section 2.02(a), day during the contents thereof and each such Lender’s share of any Borrowing to be made pursuant thereto. Each Lender shall, before 1:00 p.m. (Charlotte, North Carolina time) on period from the date of such Syndicated Borrowing until such sum shall be paid in full at a rate per annum equal to the rate at which the Agent determines that it obtained (or could have obtained) overnight Federal funds to cover such amount for each such day during such period, provided that (x) any such payment by the Borrowers of such Lender's ratable share and interest thereon shall be without prejudice to any rights that the Borrowers may have against such Lender and (y) until such Lender has paid its ratable share of such Syndicated Borrowing, make available together with interest pursuant to the foregoing, it will have no interest in or rights with respect to such Syndicated Borrowing for any purpose hereunder. If the Agent does not exercise its option to advance funds for the account of such Lender, it shall forthwith notify the Borrower in same Borrowers of such decision. (d) If any Lender makes a new Syndicated Loan hereunder on a day fundson which the Borrowers are to repay all or any part of an outstanding Syndicated Loan from such Lender, such Lender shall apply the proceeds of its new Syndicated Loan to make such Borrowing repayment as a Refunding Loan and only an amount equal to the difference (in Dollars). Such Borrowing will then if any) between the amount being borrowed and the amount of such Refunding Loan shall be made available to the Borrower by the Agent by crediting the account of the Borrower on the books of the Agent with the aggregate of the amounts made available such Lender to the Agent as provided in paragraph (c) of this SECTION, or remitted by the Lenders and in like funds as received by the Agent. The Borrower hereby irrevocably authorizes the Agent to disburse the proceeds of each borrowing requested pursuant to this Section in immediately available funds by crediting or wiring such proceeds to the deposit account of the Borrower identified in the most recent notice substantially in the form attached as Exhibit H (a “Notice of Account Designation”) delivered by the Borrower to the Agent or as provided in SECTION 2.12, as the case may be otherwise agreed upon by be. (e) Notwithstanding anything to the Borrower and the Agent from time to time. Subject to Section 2.21(b) hereofcontrary contained in this Agreement, the Agent Lenders shall not be obligated to disburse make any Euro-Dollar Loans if there shall have occurred a Default or an Event of Default, which Default or Event of Default shall not have been cured or waived, and all Refunding Loans shall be made as Base Rate Loans (but shall bear interest at the portion Default Rate, if applicable). Nothing in the preceding sentence shall obligate, or be deemed to obligate, any of the proceeds Lenders to make any Loans at all during the existence of any Revolving Loan requested an Event of Default, other than (i) Refunding Loans in the event that the Obligations have not been accelerated pursuant to this Section to the extent that SECTION 6.01, and (ii) advances on any Lender has not made available to the Agent its Settlement Date of a Lender's Commitment Percentage of such LoanSettlement Loans or Overadvance Loans made prior to the termination of the Commitments pursuant to SECTION 6.01. (bf) Each In the event that a Notice of Borrowing fails to specify whether the Syndicated Loans comprising such Syndicated Borrowing are to be Base Rate Loans or Euro-Dollar Loans, such Syndicated Loans shall be irrevocable and binding on the Borrower. In the case of any Borrowing that the related Notice of Borrowing specifies is to be comprised of LIBOR made as Base Rate Loans. (g) Notwithstanding anything to the contrary contained herein, the Borrower there shall indemnify the applicable Lender against not be more than 5 Euro-Dollar Borrowings outstanding at any loss, cost or expense incurred by such Lender as a result of any failure of the Borrower to fulfill on or before the date specified in such Notice of Borrowing for such Revolving Loans, the applicable conditions set forth in Article III, including, without limitation, any loss (including loss of anticipated profits), cost or expense incurred by reason of the liquidation or redeployment of deposits or other funds acquired by such Lender as part of such Borrowing when such Revolving Loan is not made on such dategiven time.

Method of Borrowing. (a) Each Borrowing shall be made on a Business Day, or in the case of a Borrowing which is a LIBOR Rate Loan, on a LIBOR Business Day, upon notice from the Borrower to the Agent, given (i) in the case of a Borrowing which is an Alternate Base Rate Loan, not later than 11:00 a.m. (Charlotte, North Carolina time) on the Business Day of the proposed Borrowing and (ii) in the case of a Borrowing which is a LIBOR Rate Loan, not later than 11:00 a.m. (Charlotte, North Carolina time) on the third LIBOR Business Day prior to the date of the proposed Borrowing. LEGAL02/33558006v8 Each such notice of a Borrowing (a “Notice of Borrowing”) by the Borrower shall be in substantially the form of Exhibit D-1 hereto, specifying therein the requested (A) date of such Borrowing, (B) Type of Revolving Loan to be made in connection with such Borrowing, (C) aggregate amount of such Borrowing and (D) in the case of a Borrowing comprising a LIBOR Rate Loan, initial Interest Period for each such Revolving Loan. The Agent shall give notice to each Lender promptly upon receipt of each Notice of Borrowing pursuant to this Section 2.02(a), the contents thereof and each such Lender’s share of any Borrowing to be made pursuant thereto. Each Lender shall, before 1:00 p.m. (Charlotte, North Carolina time) on the date of such Borrowing, make available to the Agent for the account of the Borrower in same day funds, the proceeds of such Borrowing (in Dollars). Such Borrowing will then be made available to the Borrower by the Agent by crediting the account of the Borrower on the books of the Agent with the aggregate of the amounts made available to the Agent by the Lenders and in like funds as received by the Agent. The Borrower hereby irrevocably authorizes the Agent to disburse the proceeds of each borrowing requested pursuant to this Section in immediately available funds by crediting or wiring such proceeds to the deposit account of the Borrower identified in the most recent notice substantially in the form attached as Exhibit H (a “Notice of Account Designation”) delivered by the Borrower to the Agent or as may be otherwise agreed upon by the Borrower and the Agent from time to time. Subject to Section 2.21(b) hereof, the Agent shall not be obligated to disburse the portion of the proceeds of any Revolving Loan requested pursuant to this Section to the extent that any Lender has not made available to the Agent its Commitment Percentage of such Loan. (b) Each Notice of Borrowing shall be irrevocable and binding on the Borrower. In the case of any Borrowing that the related Notice of Borrowing specifies is to be comprised of LIBOR Rate Loans, the Borrower shall indemnify the applicable Lender against any loss, cost or expense incurred by such Lender as a result of any failure of the Borrower to fulfill on or before the date specified in such Notice of Borrowing for such Revolving Loans, the applicable conditions set forth in Article III, including, without limitation, any loss (including loss of anticipated profits), cost or expense incurred by reason of the liquidation or redeployment of deposits or other funds acquired by such Lender as part of such Borrowing when such Revolving Loan is not made on such date.

Method of Borrowing. (a) Each Borrowing The Borrower shall be made on give the Agent and each Bank notice (a Business Day, or in the case Notice of a Borrowing which is a LIBOR Rate Loan, on a LIBOR Business Day, upon notice from the Borrower to the Agent, given Borrowing) not later than (i) in the case of a Borrowing which is an Alternate Base Rate Loan, not later than 11:00 a.m. (Charlotte, North Carolina time) on the Business Day of the proposed Borrowing and (ii) in the case of a Borrowing which is a LIBOR Rate Loan, not later than 11:00 a.m. (Charlotte, North Carolina time) on the third LIBOR Business Day prior to the date of the proposed Borrowing. Each such notice of a Borrowing (a “Notice of Borrowing”) by the Borrower shall be in substantially the form of Exhibit D-1 hereto, specifying therein the requested (A) date of such Borrowing, (B) Type of Revolving Loan to be made in connection with such Borrowing, (C) aggregate amount of such Borrowing and (D) in the case of a Borrowing comprising a LIBOR Rate Loan, initial Interest Period for each such Revolving Loan. The Agent shall give notice to each Lender promptly upon receipt of each Notice of Borrowing pursuant to this Section 2.02(a), the contents thereof and each such Lender’s share of any Borrowing to be made pursuant thereto. Each Lender shall, before 1:00 p.m. A.M. (Charlotte, North Carolina time) on the date of each Base Rate Borrowing and (ii) 11:00 A.M. (Charlotte, North Carolina time) on the third (3rd) Eurodollar Business Day before each Eurodollar Borrowing, specifying: (i) the amount of the proposed Borrowing; (ii) the date of such Borrowing, which shall be a Business Day in the case of a Base Rate Borrowing or a Eurodollar Business Day in the case of a Eurodollar Borrowing; (iii) whether the Loans comprising such Borrowing are to be Base Rate Loans or Eurodollar Loans, or a combination thereof, and (iv) in the case of a Eurodollar Borrowing, the duration of the initial Interest Period applicable thereto, subject to the provisions of the definition of Interest Period. (b) Upon receipt of a Notice of Borrowing, the Agent shall promptly notify each Bank of the contents thereof and of such Banks ratable share of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower. (c) Not later than (i) 2:00 P.M., (Charlotte, North Carolina time) on the date of each Base Rate Borrowing, and (ii) 11:00 A.M. (Charlotte, North Carolina time) on the date of each Eurodollar Borrowing, each Bank shall make available its ratable share of such Borrowing, in federal or other funds immediately available in Charlotte, North Carolina, to the Agent at its address specified in or pursuant to Section 9.01. Unless any applicable condition specified in Article III has not been satisfied, the Agent will make the funds so received from the Banks available to the Agent for the Borrower at an account of the Borrower in same day funds, the proceeds of such Borrowing (in Dollars). Such Borrowing will then be made available to the Borrower by with the Agent by crediting the account of the Borrower on the books of the Agent with the aggregate of the amounts immediately after being made available to the Agent by the Lenders and in like funds as received by at the Agent. The Borrower hereby irrevocably authorizes the Agent to disburse the proceeds of each borrowing requested pursuant to this Section 's aforesaid address in immediately available funds by crediting or wiring such proceeds to the deposit account of the Borrower identified in the most recent notice substantially in the form attached as Exhibit H (a “Notice of Account Designation”) delivered by the Borrower to the Agent or as may be otherwise agreed upon by the Borrower and the Agent from time to time. Subject to Section 2.21(b) hereof, the Agent shall not be obligated to disburse the portion of the proceeds of any Revolving Loan requested pursuant to this Section to the extent that any Lender has not made available to the Agent its Commitment Percentage of such Loanfunds. (b) Each Notice of Borrowing shall be irrevocable and binding on the Borrower. In the case of any Borrowing that the related Notice of Borrowing specifies is to be comprised of LIBOR Rate Loans, the Borrower shall indemnify the applicable Lender against any loss, cost or expense incurred by such Lender as a result of any failure of the Borrower to fulfill on or before the date specified in such Notice of Borrowing for such Revolving Loans, the applicable conditions set forth in Article III, including, without limitation, any loss (including loss of anticipated profits), cost or expense incurred by reason of the liquidation or redeployment of deposits or other funds acquired by such Lender as part of such Borrowing when such Revolving Loan is not made on such date.

Method of Borrowing. (a) Each Borrowing shall be made on a Business Day, or in the case of a Borrowing which is a LIBOR Rate Loan, on a LIBOR Business Day, upon notice from the Borrower to the Agent, given (i) in the case of a Borrowing which is an Alternate Base Rate Loan, not later than 11:00 a.m. (Charlotte, North Carolina time) on the Business Day of the proposed Borrowing and (ii) in the case of a Borrowing which is a LIBOR Rate Loan, not later than 11:00 a.m. (Charlotte, North Carolina time) on the third LIBOR Business Day prior to the date of the proposed Borrowing. Each such notice of a Borrowing (a “Notice of Borrowing”) by the The Borrower shall be give the Agent and each Bank notice in substantially the form of Exhibit D-1 hereto, specifying therein the requested Schedule 2.02 (A) date of such Borrowing, (B) Type of Revolving Loan to be made in connection with such Borrowing, (C) aggregate amount of such Borrowing and (D) in the case of a Borrowing comprising a LIBOR Rate Loan, initial Interest Period for each such Revolving Loan. The Agent shall give notice to each Lender promptly upon receipt of each "Notice of Borrowing pursuant to this Section 2.02(a), the contents thereof and each such Lender’s share of any Borrowing to be made pursuant thereto. Each Lender shall, before 1:00 p.m. Borrowing") not later than (i) 11:00 A.M. (Charlotte, North Carolina time) on the date of each Base Rate Borrowing and (ii) 11:00 A.M. (Charlotte, North Carolina time) on the third (3rd) Eurodollar Business Day before each Eurodollar Borrowing, specifying: (i) the amount of the proposed Borrowing; (ii) the date of such Borrowing, which shall be a Business Day in the case of a Base Rate Borrowing or a Eurodollar Business Day in the case of a Eurodollar Borrowing; (iii) whether the Loans comprising such Borrowing are to be Base Rate Loans or Eurodollar Loans, or a combination thereof, and (iv) in the case of a Eurodollar Borrowing, the duration of the initial Interest Period applicable thereto, subject to the provisions of the definition of Interest Period. (b) Upon receipt of a Notice of Borrowing, the Agent shall promptly notify each Bank of the contents thereof and of such Banks ratable share of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower. (c) Not later than (i) 2:00 P.M., (Charlotte, North Carolina time) on the date of each Base Rate Borrowing, and (ii) 11:00 A.M. (Charlotte, North Carolina time) on the date of each Eurodollar Borrowing, each Bank shall make available its ratable share of such Borrowing, in federal or other funds immediately available in Charlotte, North Carolina, to the Agent at its address specified in or pursuant to Section 9.01. Unless any applicable condition specified in Article III has not been satisfied, the Agent will make the funds so received from the Banks available to the Agent for the Borrower at an account of the Borrower in same day funds, the proceeds of such Borrowing (in Dollars). Such Borrowing will then be made available to the Borrower by with the Agent by crediting the account of the Borrower on the books of the Agent with the aggregate of the amounts immediately after being made available to the Agent by the Lenders and in like funds as received by at the Agent. The Borrower hereby irrevocably authorizes the Agent to disburse the proceeds of each borrowing requested pursuant to this Section 's aforesaid address in immediately available funds by crediting or wiring such proceeds to the deposit account of the Borrower identified in the most recent notice substantially in the form attached as Exhibit H (a “Notice of Account Designation”) delivered by the Borrower to the Agent or as may be otherwise agreed upon by the Borrower and the Agent from time to time. Subject to Section 2.21(b) hereof, the Agent shall not be obligated to disburse the portion of the proceeds of any Revolving Loan requested pursuant to this Section to the extent that any Lender has not made available to the Agent its Commitment Percentage of such Loanfunds. (b) Each Notice of Borrowing shall be irrevocable and binding on the Borrower. In the case of any Borrowing that the related Notice of Borrowing specifies is to be comprised of LIBOR Rate Loans, the Borrower shall indemnify the applicable Lender against any loss, cost or expense incurred by such Lender as a result of any failure of the Borrower to fulfill on or before the date specified in such Notice of Borrowing for such Revolving Loans, the applicable conditions set forth in Article III, including, without limitation, any loss (including loss of anticipated profits), cost or expense incurred by reason of the liquidation or redeployment of deposits or other funds acquired by such Lender as part of such Borrowing when such Revolving Loan is not made on such date.

Method of Borrowing. (a) Each Borrowing shall be made on a Business Day, or in the case of a Borrowing which is a LIBOR Rate Loan, on a LIBOR Business Day, upon notice from the Borrower to the Agent, given (i) in the case of a Borrowing which is an Alternate Base Rate Loan, not later than 11:00 a.m. (Charlotte, North Carolina time) on the Business Day of the proposed Borrowing and (ii) in the case of a Borrowing which is a LIBOR Rate Loan, not later than 11:00 a.m. (Charlotte, North Carolina time) on the third LIBOR Business Day prior to the date of the proposed Borrowing. Each such notice of a Borrowing (a “Notice of Borrowing”) by the Borrower shall be in substantially the form of Exhibit D-1 hereto, specifying therein the requested (A) date of such Borrowing, (B) Type of Revolving Loan to be made in connection with such Borrowing, (C) aggregate amount of such Borrowing and (D) in the case of a Borrowing comprising a LIBOR Rate Loan, initial Interest Period for each such Revolving Loan. The Agent shall give notice to each Lender promptly upon receipt of each Notice of Borrowing pursuant to this Section 2.02(a), the contents thereof and each such Lender’s share of any Borrowing to be made pursuant thereto. Each Lender shall, before 1:00 p.m. (Charlotte, North Carolina time) on the date of such Borrowing, make available to the Agent for the account of the Borrower in same day funds, the proceeds of such Borrowing (in Dollars). Such Borrowing will then be made available to the Borrower by the Agent by crediting the account of the Borrower on the books of the Agent with the aggregate of the amounts made available to the Agent by the Lenders and in like funds as received by the Agent. The Borrower hereby irrevocably authorizes the Agent to disburse the proceeds of each borrowing requested pursuant to this Section in immediately available funds by crediting or wiring such proceeds to the deposit account of the Borrower identified in the most recent notice substantially in the form attached as Exhibit H (a “Notice of Account Designation”) delivered by the Borrower to the Agent or as may be otherwise agreed upon by the Borrower and the Agent from time to time. Subject to Section 2.21(b) hereof, the Agent shall not be obligated to disburse the portion of the proceeds of any Revolving Loan requested pursuant to this Section to the extent that any Lender has not made available to the Agent its Commitment Percentage of such Loan. (b) Each Notice of Borrowing shall be irrevocable and binding on the Borrower. In the case of any Borrowing that the related Notice of Borrowing specifies is to be comprised of LIBOR Rate Loans, the Borrower shall indemnify the applicable Lender against any loss, cost or expense incurred by such Lender as a result of any failure of the Borrower to fulfill on or before the date specified in such Notice of Borrowing for such Revolving Loans, the applicable conditions set forth in Article III, including, without limitation, any loss (including loss of anticipated profits), cost or expense incurred by reason of the liquidation or redeployment of deposits or other funds acquired by such Lender as part of such Borrowing when such Revolving Loan is not made on such date.

Method of Borrowing. (a) Each Borrowing The Borrower shall be made on give the Agent and each Bank notice (a Business Day, or in the case "Notice of a Borrowing which is a LIBOR Rate Loan, on a LIBOR Business Day, upon notice from the Borrower to the Agent, given Borrowing") not later than (i) in the case of a Borrowing which is an Alternate Base Rate Loan, not later than 11:00 a.m. (Charlotte, North Carolina time) on the Business Day of the proposed Borrowing and (ii) in the case of a Borrowing which is a LIBOR Rate Loan, not later than 11:00 a.m. (Charlotte, North Carolina time) on the third LIBOR Business Day prior to the date of the proposed Borrowing. Each such notice of a Borrowing (a “Notice of Borrowing”) by the Borrower shall be in substantially the form of Exhibit D-1 hereto, specifying therein the requested (A) date of such Borrowing, (B) Type of Revolving Loan to be made in connection with such Borrowing, (C) aggregate amount of such Borrowing and (D) in the case of a Borrowing comprising a LIBOR Rate Loan, initial Interest Period for each such Revolving Loan. The Agent shall give notice to each Lender promptly upon receipt of each Notice of Borrowing pursuant to this Section 2.02(a), the contents thereof and each such Lender’s share of any Borrowing to be made pursuant thereto. Each Lender shall, before 1:00 p.m. A.M. (Charlotte, North Carolina time) on the date of each Base Rate Borrowing and (ii) 11:00 A.M. (Charlotte, North Carolina time) on the third (3rd) Eurodollar Business Day before each Eurodollar Borrowing, specifying: (i) the amount of the proposed Borrowing; (ii) the date of such Borrowing, which shall be a Business Day in the case of a Base Rate Borrowing or a Eurodollar Business Day in the case of a Eurodollar Borrowing; (iii) whether the Loans comprising such Borrowing are to be Base Rate Loans or Eurodollar Loans, or a combination thereof, and (iv) in the case of a Eurodollar Borrowing, the duration of the initial Interest Period applicable thereto, subject to the provisions of the definition of Interest Period. (b) Upon receipt of a Notice of Borrowing, the Agent shall promptly notify each Bank of the contents thereof and of such Banks ratable share of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower. (c) Not later than (i) 2:00 P.M., (Charlotte, North Carolina time) on the date of each Base Rate Borrowing, and (ii) 11:00 A.M. (Charlotte, North Carolina time) on the date of each Eurodollar Borrowing, each Bank shall make available its ratable share of such Borrowing, in federal or other funds immediately available in Charlotte, North Carolina, to the Agent at its address specified in or pursuant to Section 9.01. Unless any applicable condition specified in Article III has not been satisfied, the Agent will make the funds so received from the Banks available to the Agent for the Borrower at an account of the Borrower in same day funds, the proceeds of such Borrowing (in Dollars). Such Borrowing will then be made available to the Borrower by with the Agent by crediting the account of the Borrower on the books of the Agent with the aggregate of the amounts immediately after being made available to the Agent by the Lenders and in like funds as received by at the Agent. The Borrower hereby irrevocably authorizes the Agent to disburse the proceeds of each borrowing requested pursuant to this Section 's aforesaid address in immediately available funds by crediting or wiring such proceeds to the deposit account of the Borrower identified in the most recent notice substantially in the form attached as Exhibit H (a “Notice of Account Designation”) delivered by the Borrower to the Agent or as may be otherwise agreed upon by the Borrower and the Agent from time to time. Subject to Section 2.21(b) hereof, the Agent shall not be obligated to disburse the portion of the proceeds of any Revolving Loan requested pursuant to this Section to the extent that any Lender has not made available to the Agent its Commitment Percentage of such Loanfunds. (b) Each Notice of Borrowing shall be irrevocable and binding on the Borrower. In the case of any Borrowing that the related Notice of Borrowing specifies is to be comprised of LIBOR Rate Loans, the Borrower shall indemnify the applicable Lender against any loss, cost or expense incurred by such Lender as a result of any failure of the Borrower to fulfill on or before the date specified in such Notice of Borrowing for such Revolving Loans, the applicable conditions set forth in Article III, including, without limitation, any loss (including loss of anticipated profits), cost or expense incurred by reason of the liquidation or redeployment of deposits or other funds acquired by such Lender as part of such Borrowing when such Revolving Loan is not made on such date.

Method of Borrowing. (a) Each Borrowing shall be made on a Business Day, or in the case of a Borrowing which is a LIBOR Rate Loan, on a LIBOR Business Day, upon notice from the Borrower to the Agent, given (i) in the case of a Borrowing which is an Alternate Base Rate Loan, not later than 11:00 a.m. (Charlotte, North Carolina time) on the Business Day of the proposed Borrowing and (ii) in the case of a Borrowing which is a LIBOR Rate Loan, not later than 11:00 a.m. (Charlotte, North Carolina time) on the third LIBOR Business Day prior to the date of the proposed Borrowing. Each such notice of a Borrowing (a “Notice of Borrowing”) by the Borrower shall be in substantially the form of Exhibit D-1 hereto, specifying therein the requested (A) date of LEGAL02/33561677v8 such Borrowing, (B) Type of Revolving Loan to be made in connection with such Borrowing, (C) aggregate amount of such Borrowing and (D) in the case of a Borrowing comprising a LIBOR Rate Loan, initial Interest Period for each such Revolving Loan. The Agent shall give notice to each Lender promptly upon receipt of each Notice of Borrowing pursuant to this Section 2.02(a), the contents thereof and each such Lender’s share of any Borrowing to be made pursuant thereto. Each Lender shall, before 1:00 p.m. (Charlotte, North Carolina time) on the date of such Borrowing, make available to the Agent for the account of the Borrower in same day funds, the proceeds of such Borrowing (in Dollars). Such Borrowing will then be made available to the Borrower by the Agent by crediting the account of the Borrower on the books of the Agent with the aggregate of the amounts made available to the Agent by the Lenders and in like funds as received by the Agent. The Borrower hereby irrevocably authorizes the Agent to disburse the proceeds of each borrowing requested pursuant to this Section in immediately available funds by crediting or wiring such proceeds to the deposit account of the Borrower identified in the most recent notice substantially in the form attached as Exhibit H (a “Notice of Account Designation”) delivered by the Borrower to the Agent or as may be otherwise agreed upon by the Borrower and the Agent from time to time. Subject to Section 2.21(b) hereof, the Agent shall not be obligated to disburse the portion of the proceeds of any Revolving Loan requested pursuant to this Section to the extent that any Lender has not made available to the Agent its Commitment Percentage of such Loan. (b) Each Notice of Borrowing shall be irrevocable and binding on the Borrower. In the case of any Borrowing that the related Notice of Borrowing specifies is to be comprised of LIBOR Rate Loans, the Borrower shall indemnify the applicable Lender against any loss, cost or expense incurred by such Lender as a result of any failure of the Borrower to fulfill on or before the date specified in such Notice of Borrowing for such Revolving Loans, the applicable conditions set forth in Article III, including, without limitation, any loss (including loss of anticipated profits), cost or expense incurred by reason of the liquidation or redeployment of deposits or other funds acquired by such Lender as part of such Borrowing when such Revolving Loan is not made on such date.

Method of Borrowing. (a) Each Borrowing shall be made on a Business Day, or in the case of a Borrowing which is a LIBOR Rate Loan, on a LIBOR Business Day, upon notice from the Borrower to the Agent, given (i) in the case of a Borrowing which is an Alternate Base Rate Loan, not later than 11:00 a.m. (Charlotte, North Carolina time) on the Business Day of the proposed Borrowing and (ii) in the case of a Borrowing which is a LIBOR Rate Loan, not later than 11:00 a.m. (Charlotte, North Carolina time) on the third LIBOR Business Day prior to the date of the proposed Borrowing. Each such notice of a Borrowing (a “Notice of Borrowing”) by the Borrower shall be in substantially the form of Exhibit D-1 hereto, specifying therein the requested (A) date of such Borrowing, (B) Type of Revolving Loan to be made in connection with such Borrowing, (C) aggregate amount of such Borrowing and (D) in the case of a Borrowing comprising a LIBOR Rate Loan, initial Interest Period for each such Revolving Loan. The Agent shall give notice to each Lender promptly upon receipt of each Notice of Borrowing pursuant to this Section 2.02(a), the contents thereof and each such Lender’s share of any Borrowing to be made pursuant thereto. Each Lender shall, before 1:00 p.m. (Charlotte, North Carolina time) on the date of such Borrowing, make available to the Agent for the account of the Borrower in same day funds, the proceeds of such Borrowing (in Dollars). Such Borrowing will then be made available to the Borrower by the Agent by crediting the account of the Borrower on the books of the Agent with the aggregate of the amounts made available to the Agent by the Lenders and in like funds as received by the Agent. The Borrower hereby irrevocably authorizes the Agent to disburse the proceeds of each borrowing requested pursuant to this Section in immediately available funds by crediting or wiring such proceeds to the deposit account of the Borrower theBorrower identified in the most recent notice substantially in the form attached as Exhibit H (a “Notice of Account Designation”) delivered by the Borrower to the Agent or as may be otherwise agreed upon by the Borrower and the Agent from time to time. Subject to Section 2.21(b) hereof, the Agent shall not be obligated to disburse the portion of the proceeds of any Revolving Loan requested pursuant to this Section to the extent that any Lender has not made available to the Agent its Commitment Percentage of such Loan. (b) Each Notice of Borrowing shall be irrevocable and binding on the Borrower. In the case of any Borrowing that the related Notice of Borrowing specifies is to be comprised of LIBOR Rate Loans, the Borrower shall indemnify the applicable Lender against any loss, cost or expense incurred by such Lender as a result of any failure of the Borrower to fulfill on or before the date specified in such Notice of Borrowing for such Revolving Loans, the applicable conditions set forth in Article III, including, without limitation, any loss (including loss of anticipated profits), cost or expense incurred by reason of the liquidation or redeployment of deposits or other funds acquired by such Lender as part of such Borrowing when such Revolving Loan is not made on such date.LEGAL02/33546501v8

Method of Borrowing. (a) Each Borrowing shall be made on a Business Day, or in the case of a Borrowing which is a LIBOR Rate Loan, on a LIBOR Business Day, upon notice from the Borrower to the Administrative Agent, given (i) in the case of a Borrowing which is an Alternate a Base Rate Loan, not later than 11:00 a.m. 1:00 PM (Charlotte, North Carolina time) on the Business Day date of the proposed Borrowing and (ii) in the case of a Borrowing which is a LIBOR Rate Loan, not later than 11:00 a.m. 1:00 PM (Charlotte, North Carolina time) on the third LIBOR Business Day prior to the date of the proposed Borrowing. Each such notice of a Borrowing (a “"Notice of Borrowing”") by the Borrower shall be in substantially the form of Exhibit D-1 hereto, specifying therein the ----------- requested (A) date of such Borrowing, (B) Type of Revolving Loan to be made in connection with such Borrowing, (C) aggregate amount of such Borrowing and (D) in the case of a Borrowing comprising a LIBOR Rate Loan, initial Interest Period for each such Revolving Loan. The Administrative Agent shall give notice to each Lender promptly upon receipt of each Notice of Borrowing pursuant to this Section 2.02(a), the contents thereof and each such Lender’s 's share of any Borrowing to be made pursuant thereto. Each Lender shall, before 1:00 p.m. P.M. (Charlotte, North Carolina time) on the date of such BorrowingBorrowing in the case of LIBOR Rate Loans, and 3:00 PM (Charlotte, North Carolina time) on the date of such Borrowing in the case of Base Rate Loans, make available to the Administrative Agent for the account of the Borrower in same day funds, the proceeds of such Borrowing (in Dollars)Borrowing. Such Borrowing will then be made available to the Borrower by the Administrative Agent by crediting the account of the Borrower on the books of the Agent such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Agent. The Borrower hereby irrevocably authorizes the Administrative Agent to disburse the proceeds of each borrowing requested pursuant to this Section in immediately available funds by crediting (or wiring at such proceeds to the deposit account of the Borrower identified in the most recent notice substantially in the form attached as Exhibit H (a “Notice of Account Designation”) delivered by the Borrower to the Agent or other location as may be otherwise agreed upon by the Borrower and the Agent from time to time. Subject to Section 2.21(b) hereof, the Agent shall not be obligated to disburse the portion of the proceeds of any Revolving Loan requested pursuant to this Section to the extent that any Lender has not made available to the Agent its Commitment Percentage of such LoanAdministrative Agent). (b) Each Notice of Borrowing shall be irrevocable and binding on the Borrower. In the case of any Borrowing that the related Notice of Borrowing specifies is to be comprised of comprise LIBOR Rate Loans, the Borrower shall indemnify the applicable Lender against any loss, cost or expense incurred by such Lender as a result of any failure of the Borrower to fulfill on or before the date specified in such Notice of Borrowing for such Revolving Loans, the applicable conditions set forth in Article III, including, without limitation, any loss (including loss of anticipated profits), cost or expense incurred by reason of the liquidation or redeployment of deposits or other funds acquired by such Lender as part of such Borrowing when such Revolving Loan is not made on such date. (c) Each Borrowing (whether for a Base Rate Loan or a LIBOR Rate Loan) shall be in an aggregate principal amount of $5,000,000 or any multiple of $1,000,000 in excess thereof (except that any such Borrowing may be in the aggregate amount of the unborrowed Commitment on such date).

Method of Borrowing. (a) Each Borrowing The Borrower shall be made on give the Agent and each Bank notice in substantially the form of Schedule 2.02 (a Business Day, or in the case "Notice of a Borrowing which is a LIBOR Rate Loan, on a LIBOR Business Day, upon notice from the Borrower to the Agent, given Borrowing") not later than (i) in the case of a Borrowing which is an Alternate Base Rate Loan, not later than 11:00 a.m. A.M. (Charlotte, North Carolina time) on the Business Day before the date of the proposed each Base Rate Borrowing and (ii) in the case of a Borrowing which is a LIBOR Rate Loan, not later than 11:00 a.m. A.M. (Charlotte, North Carolina time) on the third LIBOR (3rd) Eurodollar Business Day prior to before each Eurodollar Borrowing, specifying: (i) the date amount of the proposed Borrowing. Each such notice of a Borrowing ; (a “Notice of Borrowing”ii) by the Borrower shall be in substantially the form of Exhibit D-1 hereto, specifying therein the requested (A) date of such Borrowing, which shall be a Business Day in the case of a Base Rate Borrowing or a Eurodollar Business Day in the case of a Eurodollar Borrowing; (Biii) Type of Revolving Loan whether the Loans comprising such Borrowing are to be made in connection with such BorrowingBase Rate Loans or Eurodollar Loans, or a combination thereof, and (C) aggregate amount of such Borrowing and (Div) in the case of a Borrowing comprising a LIBOR Rate LoanEurodollar Borrowing, the duration of the initial Interest Period for each such Revolving Loan. The applicable thereto, subject to the provisions of the definition of Interest Period. (b) Upon receipt of a Notice of Borrowing, the Agent shall give notice to promptly notify each Lender promptly upon receipt Bank of each Notice of Borrowing pursuant to this Section 2.02(a), the contents thereof and each of such Lender’s Banks ratable share of any such Borrowing to and such Notice of Borrowing shall not thereafter be made pursuant thereto. Each Lender shallrevocable by the Borrower. (c) Not later than (i) 2:00 P.M., before 1:00 p.m. (Charlotte, North Carolina time) on the date of each Base Rate Borrowing, and (ii) 11:00 A.M. (Charlotte, North Carolina time) on the date of each Eurodollar Borrowing, each Bank shall make available its ratable share of such Borrowing, in federal or other funds immediately available in Charlotte, North Carolina, to the Agent at its address specified in or pursuant to Section 9.01. Unless any applicable condition specified in Article III has not been satisfied, the Agent will make the funds so received from the Banks available to the Agent for the Borrower at an account of the Borrower in same day funds, the proceeds of such Borrowing (in Dollars). Such Borrowing will then be made available to the Borrower by with the Agent by crediting the account of the Borrower on the books of the Agent with the aggregate of the amounts immediately after being made available to the Agent by the Lenders and in like funds as received by at the Agent. The Borrower hereby irrevocably authorizes the Agent to disburse the proceeds of each borrowing requested pursuant to this Section 's aforesaid address in immediately available funds by crediting or wiring such proceeds to the deposit account of the Borrower identified in the most recent notice substantially in the form attached as Exhibit H (a “Notice of Account Designation”) delivered by the Borrower to the Agent or as may be otherwise agreed upon by the Borrower and the Agent from time to time. Subject to Section 2.21(b) hereof, the Agent shall not be obligated to disburse the portion of the proceeds of any Revolving Loan requested pursuant to this Section to the extent that any Lender has not made available to the Agent its Commitment Percentage of such Loanfunds. (b) Each Notice of Borrowing shall be irrevocable and binding on the Borrower. In the case of any Borrowing that the related Notice of Borrowing specifies is to be comprised of LIBOR Rate Loans, the Borrower shall indemnify the applicable Lender against any loss, cost or expense incurred by such Lender as a result of any failure of the Borrower to fulfill on or before the date specified in such Notice of Borrowing for such Revolving Loans, the applicable conditions set forth in Article III, including, without limitation, any loss (including loss of anticipated profits), cost or expense incurred by reason of the liquidation or redeployment of deposits or other funds acquired by such Lender as part of such Borrowing when such Revolving Loan is not made on such date.

Method of Borrowing. (a) Each Borrowing The Borrower shall give the Agent notice (a "Notice of Borrowing"), which shall be made substantially in the form of EXHIBIT E, prior to (i) as to Base Rate Loans, 11:00 A.M. (Charlotte, North Carolina, time) on the Domestic Business Day of such Base Rate Borrowing, and (ii) as to Euro-Dollar Loans, 11:00 A.M. (Charlotte, North Carolina, time), at least 3 Euro-Dollar Business Days before each Euro-Dollar Borrowing, specifying: (i) the date of such Borrowing, which shall be a Domestic Business Day, or Day in the case of a Base Rate Borrowing which is or a LIBOR Euro-Dollar Business Day in the case of a Euro-Dollar Borrowing, (ii) the aggregate amount of such Borrowing, (iii) whether the Loans comprising such Borrowing are to be Base Rate LoanLoans or Euro-Dollar Loans, on a LIBOR Business Day, upon notice from the Borrower to the Agent, given and (iiv) in the case of a Borrowing which Euro-Dollar Borrowing, the duration of the Interest Period applicable thereto, subject to the provisions of the definition of Interest Period. (b) Upon receipt of a Notice of Borrowing, the Agent shall promptly notify each Lender of the contents thereof and of such Lender's ratable share of such Borrowing, unless it is an Alternate Base Rate Loanadvanced as a Settlement Loan Borrowing, and such Notice of Borrowing, once received by the Agent, shall not thereafter be revocable by the Borrower. (c) Not later than (i) as to Euro-Dollar Borrowings, 11:00 a.m. A.M. (Charlotte, North Carolina Carolina, time) on the Business Day of the proposed Borrowing ), and (ii) in the case of a Borrowing which is a LIBOR as to Base Rate LoanBorrowings, not later than 11:00 a.m. 2:00 P.M. (Charlotte, North Carolina time) on the third LIBOR Business Day prior to the date of the proposed Borrowing. Each such notice of a Borrowing (a “Notice of Borrowing”) by the Borrower shall be in substantially the form of Exhibit D-1 heretoCarolina, specifying therein the requested (A) date of such Borrowing, (B) Type of Revolving Loan to be made in connection with such Borrowing, (C) aggregate amount of such Borrowing and (D) in the case of a Borrowing comprising a LIBOR Rate Loan, initial Interest Period for each such Revolving Loan. The Agent shall give notice to each Lender promptly upon receipt of each Notice of Borrowing pursuant to this Section 2.02(a), the contents thereof and each such Lender’s share of any Borrowing to be made pursuant thereto. Each Lender shall, before 1:00 p.m. (Charlotte, North Carolina time) on the date of such each Syndicated Borrowing, each Lender shall (except as provided in paragraph (e) of this SECTION) make available its ratable share of such Syndicated Borrowing, in Federal or other funds immediately available in Charlotte, North Carolina, to the Agent at its address determined pursuant to SECTION 10.01. Unless the Agent determines that any applicable condition specified in ARTICLE 9 has not been satisfied, the Agent will make the funds so received from the Lenders available to the Borrower at the Agent's aforesaid address. Unless the Agent receives notice from a Lender, at the Agent's address referred to in or specified pursuant to SECTION 10.01, no later than 3:00 P.M. (local time at such address) on the Domestic Business Day before the date of a Syndicated Borrowing stating that such Lender will not make a Syndicated Loan in connection with such Syndicated Borrowing, the Agent shall be entitled to assume that such Lender will make a Syndicated Loan in connection with such Syndicated Borrowing and, in reliance on such assumption, the Agent may (but shall not be obligated to) make available such Lender's ratable share of such Syndicated Borrowing to the Borrower for the account of such Lender. If the Agent makes such Lender's ratable share available to the Borrower and such Lender does not in fact make its ratable share of such Syndicated Borrowing available on such date, the Agent shall be entitled to recover such Lender's ratable share from such Lender or the Borrower (and for such purpose shall be entitled to charge such amount to any account of the Borrower maintained with the Agent), together with interest thereon for each day during the period from the date of such Syndicated Borrowing until such sum shall be paid in full at a rate per annum equal to the rate at which the Agent determines that it obtained (or could have obtained) overnight Federal funds to cover such amount for each such day during such period, provided that (x) any such payment by the Borrower of such Lender's ratable share and interest thereon shall be without prejudice to any rights that the Borrower may have against such Lender and (y) until such Lender has paid its ratable share of such Syndicated Borrowing, together with interest pursuant to the foregoing, it will have no interest in or rights with respect to such Syndicated Borrowing for any purpose hereunder. If the Agent does not exercise its option to advance funds for the account of such Lender, it shall forthwith notify the Borrower of such decision. Unless the Agent determines that any applicable condition specified in ARTICLE 9 has not been satisfied, Wachovia will make available to the Agent for Borrower at its Lending Office the account amount of any such Borrowing that is a Settlement Loan Borrowing requested by the Borrower. (d) If any Lender makes a new Syndicated Loan hereunder on a day on which the Borrower in same day fundsis to repay all or any part of an outstanding Syndicated Loan from such Lender, such Lender shall apply the proceeds of its new Syndicated Loan to make such Borrowing repayment as a Refunding Loan and only an amount equal to the difference (in Dollars). Such Borrowing will then if any) between the amount being borrowed and the amount of such Refunding Loan shall be made available to the Borrower by the Agent by crediting the account of the Borrower on the books of the Agent with the aggregate of the amounts made available such Lender to the Agent as provided in paragraph (c) of this SECTION, or remitted by the Lenders and in like funds as received by the Agent. The Borrower hereby irrevocably authorizes the Agent to disburse the proceeds of each borrowing requested pursuant to this Section in immediately available funds by crediting or wiring such proceeds to the deposit account of the Borrower identified in the most recent notice substantially in the form attached as Exhibit H (a “Notice of Account Designation”) delivered by the Borrower to the Agent or as provided in SECTION 2.12, as the case may be otherwise agreed upon by be. (e) Notwithstanding anything to the Borrower and the Agent from time to time. Subject to Section 2.21(b) hereofcontrary contained in this Agreement, the Agent Lenders shall not be obligated to disburse make any Euro-Dollar Loans if there shall have occurred a Default or an Event of Default, which Default or Event of Default shall not have been cured or waived, and all Refunding Loans shall be made as Base Rate Loans (but shall bear interest at the portion Default Rate, if applicable). Nothing in the preceding sentence shall obligate, or be deemed to obligate, any of the Lenders to make any Loans at all during the existence of an Event of Default, other than (i) Refunding Loans in the event that the Obligations have not been accelerated pursuant to SECTION 6.01, and (ii) advances on any Settlement Date of a Lender's Commitment Percentage of Settlement Loans or Overadvance Loans made prior to the termination of the Commitments pursuant to SECTION 6.01. (f) In the event that a Notice of Borrowing fails to specify whether the Syndicated Loans comprising such Syndicated Borrowing are to be Base Rate Loans or Euro-Dollar Loans, such Syndicated Loans shall be made as Base Rate Loans. If the Borrower is otherwise entitled under this Agreement to repay any Syndicated Loans maturing at the end of an Interest Period applicable thereto with the proceeds of any Revolving Loan requested pursuant a new Borrowing, and the Borrower fails to this Section repay such Syndicated Loans using its own moneys and fails to give a Notice of Borrowing in connection with such new Syndicated Borrowing, a new Syndicated Borrowing shall be deemed to be made on the date such Syndicated Loans mature in an amount equal to the extent that any Lender has not made available to principal amount of the Agent its Commitment Percentage of Syndicated Loans so maturing, and the Syndicated Loans comprising such Loannew Syndicated Borrowing shall be Base Rate Loans. (bg) Each Notice of Borrowing Notwithstanding anything to the contrary contained herein, there shall not be irrevocable and binding on the Borrower. In the case of more than 5 Euro-Dollar Borrowings outstanding at any Borrowing that the related Notice of Borrowing specifies is to be comprised of LIBOR Rate Loans, the Borrower shall indemnify the applicable Lender against any loss, cost or expense incurred by such Lender as a result of any failure of the Borrower to fulfill on or before the date specified in such Notice of Borrowing for such Revolving Loans, the applicable conditions set forth in Article III, including, without limitation, any loss (including loss of anticipated profits), cost or expense incurred by reason of the liquidation or redeployment of deposits or other funds acquired by such Lender as part of such Borrowing when such Revolving Loan is not made on such dategiven time.

Method of Borrowing. (a) Each Borrowing shall be made on a Business Day, or in the case of a Borrowing which is a LIBOR Rate Loan, on a LIBOR Business Day, upon notice from the Borrower to the Agent, given (i) in the case of a Borrowing which is an Alternate Base Rate Loan, not later than 11:00 a.m. (Charlotte, North Carolina time) on the Business Day of the proposed Borrowing and (ii) in the case of a Borrowing which is a LIBOR Rate Loan, not later than 11:00 a.m. (Charlotte, North Carolina time) on the third LIBOR Business Day prior to the date of the proposed Borrowing. Each such notice of a Borrowing (a “Notice of Borrowing”) by the Borrower shall be in substantially the form of Exhibit D-1 hereto, specifying therein the requested (A) date of such Borrowing, (B) LEGAL02/33559407v8 Type of Revolving Loan to be made in connection with such Borrowing, (C) aggregate amount of such Borrowing and (D) in the case of a Borrowing comprising a LIBOR Rate Loan, initial Interest Period for each such Revolving Loan. The Agent shall give notice to each Lender promptly upon receipt of each Notice of Borrowing pursuant to this Section 2.02(a), the contents thereof and each such Lender’s share of any Borrowing to be made pursuant thereto. Each Lender shall, before 1:00 p.m. (Charlotte, North Carolina time) on the date of such Borrowing, make available to the Agent for the account of the Borrower in same day funds, the proceeds of such Borrowing (in Dollars). Such Borrowing will then be made available to the Borrower by the Agent by crediting the account of the Borrower on the books of the Agent with the aggregate of the amounts made available to the Agent by the Lenders and in like funds as received by the Agent. The Borrower hereby irrevocably authorizes the Agent to disburse the proceeds of each borrowing requested pursuant to this Section in immediately available funds by crediting or wiring such proceeds to the deposit account of the Borrower identified in the most recent notice substantially in the form attached as Exhibit H (a “Notice of Account Designation”) delivered by the Borrower to the Agent or as may be otherwise agreed upon by the Borrower and the Agent from time to time. Subject to Section 2.21(b) hereof, the Agent shall not be obligated to disburse the portion of the proceeds of any Revolving Loan requested pursuant to this Section to the extent that any Lender has not made available to the Agent its Commitment Percentage of such Loan. (b) Each Notice of Borrowing shall be irrevocable and binding on the Borrower. In the case of any Borrowing that the related Notice of Borrowing specifies is to be comprised of LIBOR Rate Loans, the Borrower shall indemnify the applicable Lender against any loss, cost or expense incurred by such Lender as a result of any failure of the Borrower to fulfill on or before the date specified in such Notice of Borrowing for such Revolving Loans, the applicable conditions set forth in Article III, including, without limitation, any loss (including loss of anticipated profits), cost or expense incurred by reason of the liquidation or redeployment of deposits or other funds acquired by such Lender as part of such Borrowing when such Revolving Loan is not made on such date.