Common use of Procedure for Loans Clause in Contracts

Procedure for Loans. Any request by the Borrower for Revolving Loans hereunder shall be in writing or by telephone and must be given so as to be received by the Agent not later than 11:00 A.M. (Minneapolis time) two Eurodollar Business Days prior to the requested Revolving Loan Date if the Revolving Loans (or any portion thereof) are requested as Eurodollar Rate Advances and not later than 11:00 A.M. (Minneapolis time) on the requested Revolving Loan Date if the Revolving Loans are requested as Base Rate Advances. Each request for Revolving Loans hereunder shall be irrevocable and shall be deemed a representation by the Borrower that on the requested Revolving Loan Date and after giving effect to the requested Revolving Loans the applicable conditions specified in Article III have been and will be satisfied. Each request for Revolving Loans hereunder shall specify (a) the requested Revolving Loan Date, (b) the aggregate amount of the Revolving Loans to be made on such date which shall be in a minimum amount of $1,000,000 for Base Rate Advances or $5,000,000 for Eurodollar Rate Advances, (c) whether such Revolving Loans are to be funded as Base Rate Advances or Eurodollar Rate Advances (and, if such Revolving Loans are to be made with more than one applicable interest rate choice, specifying the amount to which each interest rate choice is applicable) and (d) in the case of Eurodollar Rate Advances, the duration of the initial Interest Period applicable thereto; provided, that no Revolving Loans shall be funded as Eurodollar Rate Advances if a Default or Event of Default has occurred and is continuing. The Agent may rely on any telephone request by the Borrower for Revolving Loans hereunder which it believes in good faith to be genuine; and the Borrower hereby waives the right to dispute the Agent’s record of the terms of such telephone request. The Agent shall promptly notify each other Bank of the receipt of such request, the matters specified therein, and of such Bank’s ratable share of the requested Revolving Loans. On the date of the requested Revolving Loans, each Bank shall provide its share of the requested Revolving Loans to the Agent in Immediately Available Funds not later than 1:00 P.M. (Minneapolis time). Unless the Agent determines that any applicable condition specified in Article III has not been satisfied, the Agent will make available to the Borrower at the Agent’s principal office in Minneapolis, Minnesota in Immediately Available Funds not later than 2:00 P.M. (Minneapolis time) on the requested Revolving Loan Date the amount of the requested Revolving Loans. If the Agent has made a Revolving Loan to the Borrower on behalf of a Bank but has not received the amount of such Revolving Loan from such Bank by the time herein required, such Bank shall pay interest to the Agent on the amount so advanced at the overnight Federal Funds rate from the date of such Revolving Loan to the date funds are received by the Agent from such Bank, such interest to be payable with such remittance from such Bank of the principal amount of such Revolving Loan (provided, that the Agent shall not make any Revolving Loan on behalf of a Bank if the Agent has received prior notice from such Bank that it will not make such Revolving Loan). If the Agent does not receive payment from such Bank by the next Business Day after the date of any Revolving Loan, the Agent shall be entitled to recover such Revolving Loan, with interest thereon at the rate (or rates) then applicable to such Revolving Loan, on demand, from the Borrower, without prejudice to the Agent’s and the Borrower’s rights against such Bank. If such Bank pays the Agent the amount herein required with interest at the overnight Federal Funds rate before the Agent has recovered from the Borrower, such Bank shall be entitled to the interest payable by the Borrower with respect to the Revolving Loan in question accruing from the date the Agent made such Revolving Loan.

Procedure for Loans. Any (a) Except as otherwise provided herein, the Borrowers may from time to time during the Commitment Period request the Lenders to make Loans by delivering to the Borrower for Revolving Loans hereunder shall be in writing or by telephone and must be given so as to be received by the Agent Administrative Agent, not later than 11:00 A.M. a.m. (Minneapolis timei) two Eurodollar (2) Business Days prior to the requested Revolving Loan proposed Borrowing Date if with respect to the Revolving making of Term SOFR Loans and four (or any portion thereof4) are requested as Eurodollar Rate Advances Business Days prior to the proposed Borrowing Date with respect to the making of Loans in an Optional Currency and not later than 11:00 A.M. (Minneapolis timeii) on the requested Revolving Business Day of the proposed Borrowing Date with respect to the making of a Loan Date if to which the Revolving Loans are requested as Base Rate Advancesapplies, of a duly completed Notice of Borrowing or a request by telephone immediately confirmed by delivery of a Notice of Borrowing to the Administrative Agent, it being understood that the Administrative Agent may rely on the authority of any individual making such a telephonic request without the necessity of receipt of such written confirmation. Each request for Revolving Loans hereunder Notice of Borrowing shall be irrevocable and shall be deemed a representation by the Borrower that on specify (i) whether the requested Revolving Borrowing is to be Revolver A Loan Date and after giving effect to the requested Revolving Loans the applicable conditions specified in Article III have been and will be satisfied. Each request for Revolving Loans hereunder shall specify or a Revolver B Loan, (aii) the requested Revolving Loan proposed Borrowing Date, ; (biii) the aggregate principal amount of the Revolving proposed Loans to (expressed in the currency in which such Loans shall be made on such date funded) comprising each Tranche, the Dollar Equivalent amount of which shall be in a minimum amount integral multiples of $100,000 and not less than $1,000,000 for or, if less, the maximum amount available under the Revolving A Credit Commitments or Revolving B Credit Commitments, as applicable, (or such other minimums and increments as shall be agreed by the Administrative Agent and the Borrowers’ Representative); (iv) whether the Relevant Rate or Base Rate Advances or $5,000,000 for Eurodollar Rate Advancesshall apply to the proposed Loans comprising the applicable Tranche; (v) the currency in which such Loans shall be funded, (c) whether such Revolving Loans are to be funded as Base Rate Advances or Eurodollar Rate Advances (and, if such Revolving Loans are to be made with more than one applicable interest rate choice, specifying the amount to which each interest rate choice is applicable) and (dvi) in the case of Eurodollar a Tranche to which Term SOFR or the Optional Currency Term Rate Advancesapplies, the duration of the initial Interest Period applicable thereto; provided, that no Revolving for the proposed Loans shall be funded as Eurodollar Rate Advances if a Default or Event of Default has occurred and is continuing. The Agent may rely on any telephone request by the Borrower for Revolving Loans hereunder which it believes in good faith to be genuine; and the Borrower hereby waives the right to dispute the Agent’s record of the terms of comprising such telephone request. The Agent shall promptly notify each other Bank of the receipt of such request, the matters specified thereinTranche, and of such Bank’s ratable share of the requested Revolving Loans. On the date of the requested Revolving Loans, each Bank shall provide its share of the requested Revolving Loans to the Agent in Immediately Available Funds not later than 1:00 P.M. (Minneapolis time). Unless the Agent determines that any applicable condition specified in Article III has not been satisfied, the Agent will make available to the Borrower at the Agent’s principal office in Minneapolis, Minnesota in Immediately Available Funds not later than 2:00 P.M. (Minneapolis timevii) on the requested Revolving Loan Date the amount of the requested Revolving Loans. If the Agent has made a Revolving Loan to the Borrower on behalf of a Bank but has not received the amount of such Revolving Loan from such Bank by the time herein required, such Bank shall pay interest to the Agent on the amount so advanced at the overnight Federal Funds rate from the date of such Revolving Loan to the date funds are received by the Agent from such Bank, such interest Loans requested to be payable made for the account of one or more Foreign Borrowers with the name of each such remittance from such Bank of the principal amount of such Revolving Loan (provided, that the Agent shall not make any Revolving Loan on behalf of a Bank if the Agent has received prior notice from such Bank that it will not make such Revolving Loan). If the Agent does not receive payment from such Bank by the next Business Day after the date of any Revolving Loan, the Agent shall be entitled to recover such Revolving Loan, with interest thereon at the rate (or rates) then applicable to such Revolving Loan, on demand, from the Foreign Borrower, without prejudice to the Agent’s and the Borrower’s rights against such Bank. If such Bank pays the Agent the amount herein required with interest at the overnight Federal Funds rate before the Agent has recovered from the Borrower, such Bank shall be entitled to the interest payable by the Borrower with respect to the Revolving Loan in question accruing from the date the Agent made such Revolving Loan.

Procedure for Loans. Any request by Prior to the Maturity Date, Borrower for Revolving may borrow Loans hereunder under the Credit Facility on any Business Day in an aggregate principal amount not exceeding the lesser of (A) the aggregate Unused Commitments then in effect and (B) the Available Commitment then in effect minus the Aggregate Outstanding Extensions of Credit of all Lenders, provided that Borrower shall be in writing or by telephone and give Administrative Agent irrevocable Requisition (which Requisition must be given so as to be received by the Administrative Agent not later than 11:00 A.M. prior to 10:00 a.m., New York time, four (Minneapolis time4) two Eurodollar Business Days prior to the requested Revolving Loan Date if Borrowing Date, which shall include a certification of Borrower specifying (i) the Revolving Loans amount to be borrowed, (ii) the requested Borrowing Date, and (iii) in reasonable detail, the Approved Use for which such borrowing is being made and representing that such Approved Use is in compliance in all respects with the terms of the Operating Agreement, the Stockholders Agreement and the Credit Documents. Administrative Agent, upon its receipt and approval of the request for a borrowing of Loans, will notify all Lenders either by telephone or any portion thereof) are requested as Eurodollar Rate Advances and not facsimile. Not later than 11:00 A.M. 10:00 a.m. (Minneapolis New York time) on the requested Revolving Loan Date if the Revolving Loans are requested as Base Rate Advances. Each request for Revolving Loans hereunder shall be irrevocable applicable Borrowing Date, each Lender shall, through its Applicable Lending Office and shall be deemed a representation by the Borrower that on the requested Revolving Loan Date and after giving effect subject to the requested Revolving Loans conditions of this Agreement, make its Pro Rata Share of the applicable conditions specified in Article III have been and will be satisfied. Each request for Revolving Loans hereunder shall specify (a) the requested Revolving Loan Date, (b) the aggregate total amount of the Revolving Loans Loan to be made on such date which shall be Borrowing Date available to Administrative Agent, at Administrative Agent’s Office and in a minimum immediately available funds for the account of Borrower. The amount so received by Administrative Agent shall, subject to the conditions of $1,000,000 for Base Rate Advances or $5,000,000 for Eurodollar Rate Advancesthis Agreement, (c) whether such Revolving Loans are to be funded as Base Rate Advances or Eurodollar Rate Advances (and, if such Revolving Loans are to be made with more than one applicable interest rate choiceavailable to Borrower, specifying the amount to which each interest rate choice is applicable) and (d) in the case of Eurodollar Rate Advancesimmediately available funds, the duration of the initial Interest Period applicable thereto; provided, that no Revolving Loans shall be funded as Eurodollar Rate Advances if a Default or Event of Default has occurred and is continuing. The Agent may rely on any telephone request by the Borrower for Revolving Loans hereunder which it believes in good faith to be genuine; and the Borrower hereby waives the right to dispute the Administrative Agent’s record crediting an account of the terms of Borrower designated by Borrower in its Requisition for such telephone request. The Agent shall promptly notify each other Bank of the receipt of such request, the matters specified therein, and of such Bank’s ratable share of the requested Revolving Loans. On the date of the requested Revolving Loans, each Bank shall provide its share of the requested Revolving Loans Notwithstanding anything to the Agent in Immediately Available Funds not later than 1:00 P.M. contrary contained herein, Borrower and Lenders acknowledge that (Minneapolis time). Unless i) the Agent determines that any applicable condition specified in Article III has not been satisfied, the Agent will make available to the Borrower at the Agent’s principal office in Minneapolis, Minnesota in Immediately Available Funds not later than 2:00 P.M. (Minneapolis time) on the requested Revolving Loan Date the full amount of the requested Revolving Loans. If Loans was advanced under the Agent has made a Revolving Loan to the Borrower on behalf Original Agreement and is outstanding as of a Bank but has not received the amount of such Revolving Loan from such Bank by the time herein required, such Bank shall pay interest to the Agent on the amount so advanced at the overnight Federal Funds rate from the date of such Revolving Loan to the date funds are received by the Agent from such Bank, such interest to be payable with such remittance from such Bank of the principal amount of such Revolving Loan hereof and (provided, that the Agent shall ii) Borrower is not make any Revolving Loan on behalf of a Bank if the Agent has received prior notice from such Bank that it will not make such Revolving Loan). If the Agent does not receive payment from such Bank by the next Business Day after the date of any Revolving Loan, the Agent shall be entitled to recover such Revolving Loan, with interest thereon at the rate (or rates) then applicable to such Revolving Loan, on demand, from the Borrower, without prejudice to the Agent’s and the Borrower’s rights against such Bank. If such Bank pays the Agent the amount herein required with interest at the overnight Federal Funds rate before the Agent has recovered from the Borrower, such Bank shall be entitled to the interest payable by the Borrower with respect to the Revolving Loan in question accruing from the date the Agent made such Revolving Loan.any further advances hereunder

Procedure for Loans. Any request by the Borrower for an ------------------- Advance on the Revolving Loans Loan hereunder shall be in writing or by telephone and must be given so as to be received by the Agent not later than 11:00 A.M. 12:00 noon (Minneapolis time) two Eurodollar Business Days prior to the requested Revolving Loan Advance Date if the Revolving Loans (or any portion thereof) are requested as Eurodollar Rate Advances and not later than 11:00 A.M. 12:00 noon (Minneapolis time) on the requested Revolving Loan Advance Date if the Revolving Loans Advances are requested as Base Reference Rate Advances. Each request for Revolving Loans an Advance hereunder shall be irrevocable and shall be deemed a representation by the Borrower that on the requested Revolving Loan Advance Date and after giving effect to the requested Revolving Loans Advance the applicable conditions specified in Article III have been and will be satisfied. Each request for Revolving Loans an Advance hereunder shall specify (a) the requested Revolving Loan Date, Advance Date and (b) the aggregate amount of the Revolving Loans to be made on such date Advance which shall be in a minimum amount of $1,000,000 500,000 in the aggregate for Base Rate Advances or $5,000,000 for Eurodollar Rate Advancesall Banks, (c) whether such Revolving Loans Advances are to be funded as Base Reference Rate Advances or Eurodollar Rate Advances (and, if such Revolving Loans Advances are to be made with more than one applicable interest rate choice, specifying the amount to which each interest rate choice is applicable) and (d) in the case of Eurodollar Rate Advances, the duration of the initial Interest Period applicable thereto; provided, that no Revolving Loans shall be funded as Eurodollar Rate Advances if a Default or Event of Default has occurred and is continuing. The Agent may rely on any telephone request by the Borrower for Revolving Loans an Advance hereunder which it believes in good faith to be genuine; and the Borrower hereby waives the right to dispute the Agent’s 's record of the terms of such telephone request. The Agent shall promptly notify each other Bank of the receipt of such request, the matters specified therein, and of such Bank’s 's ratable share of the requested Revolving Loans. On the date of the requested Revolving LoansAdvances, each Bank shall provide its share of the requested Revolving Loans Advances to the Agent in Immediately Available Funds not later than 1:00 P.M. 2:00 p.m., (Minneapolis time)) on the requested Advance Date. Unless the Agent determines that any applicable condition specified in Article III has not been satisfied, the Agent will make available to the Borrower at the Agent’s 's principal office in Minneapolis, Minnesota in Immediately Available Funds not later than 2:00 P.M. 5:00 p.m. (Minneapolis time) on the requested Revolving Loan Advance Date the amount of the requested Revolving LoansAdvances. If the Agent has made a Revolving Loan an Advance to the Borrower on behalf of a Bank but has not received the amount of such Revolving Loan Advance from such Bank by the time herein required, such Bank shall pay interest to the Agent on the amount so advanced at the overnight Federal Funds rate from the date of such Revolving Loan Advance to the date funds are received by the Agent from such Bank, such interest to be payable with such remittance from such Bank of the principal amount of such Revolving Loan Advance (provided, however, that the Agent shall not make any Revolving Loan Advance on behalf of a Bank if the Agent has received prior notice from such Bank that it will not make such Revolving LoanAdvance). If the Agent does not receive payment from such Bank by the next Business Day after the date of any Revolving LoanAdvance, the Agent shall be entitled to recover such Revolving LoanAdvance, with interest thereon at the rate (or rates) then applicable to the such Revolving LoanAdvance, on demand, from the Borrower, without prejudice to the Agent’s 's and the Borrower’s 's rights against such Bank. If such Bank pays the Agent the amount herein required with interest at the overnight Federal Funds rate before the Agent has recovered from the Borrower, such Bank shall be entitled to the interest payable by the Borrower with respect to the Revolving Loan Advance in question accruing from the date the Agent made such Revolving LoanAdvance.

Procedure for Loans. Any request by the Borrower for Revolving Loans Company to borrow hereunder shall be in writing made to the Agent by telephone, promptly confirmed by giving the Agent a Notice of Borrowing, Continuation or by telephone Conversion, and must be given so as to be received by the Agent not later than 11:00 A.M. 12:00 noon (Minneapolis time) two three Eurodollar Business Days prior to the requested Revolving Loan Borrowing Date if the Revolving Loans (or any portion thereof) are requested as Eurodollar Rate Advances and not later than 11:00 A.M. 12:00 noon (Minneapolis time) on the requested Revolving Loan Borrowing Date if the Revolving Loans are requested as Base Reference Rate AdvancesAdvances or Swing-Line Loans. Each request for Revolving Loans to borrow hereunder shall be irrevocable and shall be deemed a representation by the Borrower Company that on the requested Revolving Loan Borrowing Date and after giving effect to the requested Revolving Loans the applicable conditions specified in Section 2.01(a) and Article III have been and will be satisfied. Each request for Revolving Loans to borrow hereunder shall specify (a) the requested Revolving Loan Borrowing Date, (b) the aggregate amount of the Revolving Loans to be made on such date date, which shall be in a minimum amount of $5,000,000 or an integral multiple of $1,000,000 for Base in excess thereof, to the extent such Loans are to be funded as Eurodollar Advances, or $2,000,000 or an integral multiple of $500,000 in excess thereof to the extent such Loans are to be funded as Reference Rate Advances or $5,000,000 for Eurodollar Rate AdvancesSwing-Line Loans, (c) whether such Revolving Loans are to be funded as Base Rate Advances or Eurodollar Rate Advances (and, if such Revolving Loans are to be made with more than one applicable interest rate choiceas Swing-Line Loans, specifying the amount to which each interest rate choice is applicable) Reference Rate Advances or Eurodollar Advances, and (d) in the case of Eurodollar Rate Advances, the duration of the initial Interest Period applicable thereto; provided. Without in any way limiting the Company's obligation to confirm in writing any telephone request to borrow hereunder, that no Revolving Loans shall be funded as Eurodollar Rate Advances if a Default or Event of Default has occurred and is continuing. The the Agent may rely on any telephone such request by the Borrower for Revolving Loans hereunder which it believes in good faith to be genuine; and the Borrower Company hereby waives any claim against the right to Agent or the Banks based on a dispute with the Agent’s 's record of the terms of such telephone request. The Except in the case of requests for Swing-Line Loans, the Agent shall promptly notify each other Bank of the receipt of such request, the matters specified therein, and of such Bank’s ratable share 's Pro Rata Share of the requested Revolving LoansLoans on the date it receives such request. On the date of the requested Revolving LoansBorrowing Date, each Bank shall provide its share Pro Rata Share of the requested Revolving Loans or, in the case of Swing-Line Loans, U.S. Bank shall, to the extent it determines to do so, provide the amount of the requested Swing-Line Loans, to the Agent in Immediately Available Funds not later than 1:00 4:00 P.M. (Minneapolis time). Unless the Agent determines that any applicable condition specified in Article III has not been satisfied, the Agent will make available to the Borrower Company at the Agent’s 's principal office in Minneapolis, Minnesota in Immediately Available Funds not later than 2:00 4:00 P.M. (Minneapolis time) on the requested Revolving Loan Borrowing Date the amount of the requested Revolving Loans. If the Agent has made a Revolving Loan to the Borrower on behalf of a Bank but has not received the amount of such Revolving Loan (or a Federal Reserve Bank reference number for the wire transfer of the amount of such Loan) from such Bank by 4:00 P.M. (Minneapolis time) on the time herein requiredrequested Borrowing Date, such Bank shall pay interest to the Agent on the amount so advanced at the overnight Federal Funds rate Rate from the date of such Revolving Loan to the date funds are received by the Agent from such Bank, such interest to be payable with such remittance from such Bank of the principal amount of such Revolving Loan (providedPROVIDED, HOWEVER, that the Agent shall not make any Revolving Loan Loans on behalf of a Bank if the Agent has received prior notice from such Bank that it will not make such Revolving Loan). If the Agent does not receive payment from such Bank by the next Business Day after the date of any Revolving Loan, the Agent shall be entitled to recover such Revolving Loan, with interest thereon at the rate (or rates) then applicable to the such Revolving Loan, on demand, from the BorrowerCompany, without prejudice to the Agent’s 's and the Borrower’s Company's rights against such Bank. If such Bank pays the Agent the amount herein required with interest at the overnight Federal Funds rate Rate before the Agent has recovered from the BorrowerCompany, such Bank shall be entitled to the interest payable by the Borrower Company with respect to the Revolving Loan in question accruing from the date the Agent made such Revolving Loan.

Procedure for Loans. Any request by the Borrower for an ------------------- Advance on the Revolving Loans Loan hereunder shall be in writing or by telephone and must be given so as to be received by the Agent not later than 11:00 A.M. 12:00 noon (Minneapolis Chicago time) two three Eurodollar Business Days prior to the requested Revolving Loan Advance Date if the Revolving Loans (or any portion thereof) are requested as Eurodollar Rate Advances and not later than 11:00 A.M. 12:00 noon (Minneapolis Chicago time) on the requested Revolving Loan Advance Date if the Revolving Loans Advances are requested as Base Reference Rate Advances. Each request for Revolving Loans an Advance hereunder shall be irrevocable and shall be deemed a representation by the Borrower that on the requested Revolving Loan Advance Date and after giving effect to the requested Revolving Loans Advance the applicable conditions specified in Article III have been and will be satisfied. Each request for Revolving Loans an Advance hereunder shall specify (a) the requested Revolving Loan Date, Advance Date and (b) the aggregate amount of the Revolving Loans to be made on such date Advance which shall be in a minimum amount of $1,000,000 500,000 in the aggregate for Base Rate Advances or $5,000,000 for Eurodollar Rate Advancesall Banks, (c) whether such Revolving Loans Advances are to be funded as Base Reference Rate Advances or Eurodollar Rate Advances (and, if such Revolving Loans Advances are to be made with more than one applicable interest rate choice, specifying the amount to which each interest rate choice is applicable) and (d) in the case of Eurodollar Rate Advances, the duration of the initial Interest Period applicable thereto; provided, that no Revolving Loans shall be funded as Eurodollar Rate Advances if a Default or Event of Default has occurred and is continuing. The Agent may rely on any telephone request by the Borrower for Revolving Loans an Advance hereunder which it believes in good faith to be genuine; and the Borrower hereby waives the right to dispute the Agent’s 's record of the terms of such telephone request. The Agent shall promptly notify each other Bank of the receipt of such request, the matters specified therein, and of such Bank’s 's ratable share of the requested Revolving Loans. On the date of the requested Revolving LoansAdvances, each Bank shall provide its share of the requested Revolving Loans Advances to the Agent in Immediately Available Funds not later than 1:00 P.M. 2:00 p.m., (Minneapolis Chicago time)) on the requested Advance Date. Unless the Agent determines that any applicable condition specified in Article III has not been satisfied, the Agent will make available to the Borrower at the Agent’s 's principal office in MinneapolisChicago, Minnesota Illinois in Immediately Available Funds not later than 2:00 P.M. 5:00 p.m. (Minneapolis Chicago time) on the requested Revolving Loan Advance Date the amount of the requested Revolving LoansAdvances. If the Agent has made a Revolving Loan an Advance to the Borrower on behalf of a Bank but has not received the amount of such Revolving Loan Advance from such Bank by the time herein required, such Bank shall pay interest to the Agent on the amount so advanced at the overnight Federal Funds rate from the date of such Revolving Loan Advance to the date funds are received by the Agent from such Bank, such interest to be payable with such remittance from such Bank of the principal amount of such Revolving Loan Advance (provided, however, that the Agent shall not make any Revolving Loan Advance on behalf of a Bank if the Agent has received prior notice from such Bank that it will not make such Revolving LoanAdvance). If the Agent does not receive payment from such Bank by the next Business Day after the date of any Revolving LoanAdvance, the Agent shall be entitled to recover such Revolving LoanAdvance, with interest thereon at the rate (or rates) then applicable to the such Revolving LoanAdvance, on demand, from the Borrower, without prejudice to the Agent’s 's and the Borrower’s 's rights against such Bank. If such Bank pays the Agent the amount herein required with interest at the overnight Federal Funds rate before the Agent has recovered from the Borrower, such Bank shall be entitled to the interest payable by the Borrower with respect to the Revolving Loan Advance in question accruing from the date the Agent made such Revolving LoanAdvance.

Procedure for Loans. Any request by the Borrower for Revolving Loans hereunder shall be in writing or by telephone and must be given so as to be received by the Agent not later than 11:00 A.M. 12:00 noon (Minneapolis time) two three Eurodollar Business Days prior to the requested Revolving Loan Date if the Revolving Loans (or any portion thereof) are requested as Eurodollar Rate Advances and not later than 11:00 A.M. 12:00 noon (Minneapolis time) on the requested Revolving Loan Date if the Revolving Loans are requested as Base Rate Advances. Each request for Revolving Loans hereunder shall be irrevocable and shall be deemed a representation by the Borrower that on the requested Revolving Loan Date and after giving effect to the requested Revolving Loans the applicable conditions specified in Article III have been and will be satisfied. Each request for Revolving Loans hereunder shall specify (ai) the requested Revolving Loan Date, (bii) the aggregate amount of the Revolving Loans to be made on such date which shall be in a minimum amount of (A) $1,000,000 for 100,000 or, if more, an integral multiple thereof, if such Loans are to be funded as Base Rate Advances Advances, or (B) $5,000,000 for 500,000 or, if more, an integral multiple of $100,000 in excess thereof, if such Loans are to be funded as Eurodollar Rate Advances, (ciii) whether such Revolving Loans are to be funded as Base Rate Advances or Eurodollar Rate Advances (and, if such Revolving Loans are to be made with more than one applicable interest rate choice, specifying the amount to which each interest rate choice is applicable) and (div) in the case of Eurodollar Rate Advances, the duration of the initial Interest Period applicable thereto; provided, that no Revolving Loans shall be funded as Eurodollar Rate Advances if a Default or Event of Default has occurred and is continuing. The Agent may rely on any telephone request by the Borrower for Revolving Loans hereunder which it believes in good faith to be genuine; and the Borrower hereby waives the right to dispute the Agent’s 's record of the terms of such telephone request. The Agent shall promptly notify each other Bank of the receipt of such request, the matters specified therein, and of such Bank’s 's ratable share of the requested Revolving Loans. On the date of the requested Revolving Loans, each Bank shall provide its share of the requested Revolving Loans to the Agent in Immediately Available Funds not later than 1:00 P.M. (3:00 p.m., Minneapolis time). Unless the Agent determines that any applicable condition specified in Article III has not been satisfied, the Agent will make available to the Borrower at the Agent’s 's principal office in Minneapolis, Minnesota in Immediately Available Funds not later than 2:00 P.M. 4:00 p.m. (Minneapolis time) on the requested Revolving Loan Date the amount of the requested Revolving Loans. If the Agent has made a Revolving Loan to the Borrower on behalf of a Bank but has not received the amount of such Revolving Loan from such Bank by the time herein required, such Bank shall pay interest to the Agent on the amount so advanced at the overnight Federal Funds rate Rate from the date of such Revolving Loan to the date funds are received by the Agent from such Bank, such interest to be payable with such remittance from such Bank of the principal amount of such Revolving Loan (provided, however, that the Agent shall not make any Revolving Loan on behalf of a Bank if the Agent has received prior notice from such Bank that it will not make such Revolving Loan). If the Agent does not receive payment from such Bank by the next Business Day after the date of any Revolving Loan, the Agent shall be entitled to recover such Revolving Loan, with interest thereon at the rate (or rates) then applicable to the such Revolving Loan, on demand, from the Borrower, without prejudice to the Agent’s 's and the Borrower’s 's rights against such Bank. If such Bank pays the Agent the amount herein required with interest at the overnight Federal Funds rate Rate before the Agent has recovered from the Borrower, such Bank shall be entitled to the interest payable by the Borrower with respect to the Revolving Loan in question accruing from the date the Agent made such Revolving Loan.

Procedure for Loans. Any request by the Borrower for Revolving Loans Company to borrow hereunder shall be in writing made to the Agent by telephone, promptly confirmed by giving the Agent a Notice of Borrowing, Continuation or by telephone Conversion, and must be given so as to be received by the Agent not later than 11:00 A.M. 12:00 noon (Minneapolis time) two three Eurodollar Business Days prior to the requested Revolving Loan Borrowing Date if the Revolving Loans (or any portion thereof) are requested as Eurodollar Rate Advances and not later than 11:00 A.M. 12:00 noon (Minneapolis time) on the requested Revolving Loan Borrowing Date if the Revolving Loans are requested as Base Reference Rate Advances. Each request for Revolving Loans to borrow hereunder shall be irrevocable and shall be deemed a representation by the Borrower Company that on the requested Revolving Loan Borrowing Date and after giving effect to the requested Revolving Loans the applicable conditions specified in Section 2.01 and Article III have been and will be satisfied. Each request for Revolving Loans to borrow hereunder shall specify (a) the requested Revolving Loan Borrowing Date, (b) the aggregate amount of the Revolving Loans to be made on such date date, which shall be in a minimum amount of $5,000,000 or an integral multiple of $1,000,000 for Base Rate Advances in excess thereof, to the extent such Loans are to be funded as Eurodollar Advances, or $5,000,000 for Eurodollar 2,000,000 or an integral multiple of $500,000 in excess thereof to the extent such Loans are to be funded as Reference Rate Advances, (c) whether such Revolving Loans are to be funded as Base made, Reference Rate Advances or Eurodollar Rate Advances (andAdvances, if such Revolving Loans are to be made with more than one applicable interest rate choice, specifying the amount to which each interest rate choice is applicable) and (d) in the case of Eurodollar Rate Advances, the duration of the initial Interest Period applicable thereto; provided. Without in any way limiting the Company's obligation to confirm in writing any telephone request to borrow hereunder, that no Revolving Loans shall be funded as Eurodollar Rate Advances if a Default or Event of Default has occurred and is continuing. The the Agent may rely on any telephone such request by the Borrower for Revolving Loans hereunder which it believes in good faith to be genuine; and the Borrower Company hereby waives any claim against the right to Agent or the Banks based on a dispute with the Agent’s 's record of the terms of such telephone request. The Agent shall promptly notify each other Bank of the receipt of such request, the matters specified therein, and of such Bank’s ratable share 's Pro Rata Share of the requested Revolving Loans. On the date of the requested Revolving Loans, each Bank shall provide its share of the requested Revolving Loans to the Agent in Immediately Available Funds not later than 1:00 P.M. (Minneapolis time). Unless the Agent determines that any applicable condition specified in Article III has not been satisfied, the Agent will make available to the Borrower Company at the Agent’s 's principal office in Minneapolis, Minnesota in Immediately Available Funds not later than 2:00 4:00 P.M. (Minneapolis time) on the requested Revolving Loan Borrowing Date the amount of the requested Revolving Loans. If the Agent has made a Revolving Loan to the Borrower on behalf of a Bank but has not received the amount of such Revolving Loan (or a Federal Reserve Bank reference number for the wire transfer of the amount of such Loan) from such Bank by 4:00 P.M. (Minneapolis time) on the time herein requiredrequested Borrowing Date, such Bank shall pay interest to the Agent on the amount so advanced at the overnight Federal Funds rate Rate from the date of such Revolving Loan to the date funds are received by the Agent from such Bank, such interest to be payable with such remittance from such Bank of the principal amount of such Revolving Loan (providedPROVIDED, HOWEVER, that the Agent shall not make any Revolving Loan Loans on behalf of a Bank if the Agent has received prior notice from such Bank that it will not make such Revolving Loan). If the Agent does not receive payment from such Bank by the next Business Day after the date of any Revolving Loan, the Agent shall be entitled to recover such Revolving Loan, with interest thereon at the rate (or rates) then applicable to the such Revolving Loan, on demand, from the BorrowerCompany, without prejudice to the Agent’s 's and the Borrower’s Company's rights against such Bank. If such Bank pays pay the Agent the amount herein required with interest at the overnight Federal Funds rate Rate before the Agent has recovered from the BorrowerCompany, such Bank shall be entitled to the interest payable by the Borrower Company with respect to the Revolving Loan in question accruing from the date the Agent made such Revolving Loan.

Procedure for Loans. Any request by the Borrower for Revolving Loans Company to borrow hereunder shall be in writing made to the Agent by telephone, promptly confirmed by giving the Agent a Notice of Borrowing, Continuation or by telephone Conversion, and must be given so as to be received by the Agent not later than 11:00 A.M. 12:00 noon (Minneapolis time) two three Eurodollar Business Days prior to the requested Revolving Loan Borrowing Date if the Revolving Loans (or any portion thereof) are requested as Eurodollar Rate Advances and not later than 11:00 A.M. 12:00 noon (Minneapolis time) on the requested Revolving Loan Borrowing Date if the Revolving Loans are requested as Base Reference Rate Advances. Each request for Revolving Loans to borrow hereunder shall be irrevocable and shall be deemed a representation by the Borrower Company that on the requested Revolving Loan Borrowing Date and after giving effect to the requested Revolving Loans the applicable conditions specified in Section 2.01(a) and Article III have been and will be satisfied. Each request for Revolving Loans to borrow hereunder shall specify (a) the a)the requested Revolving Loan Borrowing Date, (b) the b)the aggregate amount of the Revolving Loans to be made on such date date, which shall be in a minimum amount of $5,000,000 or an integral multiple of $1,000,000 for Base Rate Advances or $5,000,000 for Eurodollar Rate Advancesin excess thereof, (c) whether to the extent such Revolving Loans are to be funded as Base Eurodollar Advances, or $2,000,000 or an integral multiple of $500,000 in excess thereof, to the extent such Loans are to be funded as Reference Rate Advances Advances, (c)whether or Eurodollar Rate Advances (and, if not such Revolving Loans are to be made with more than one applicable interest rate choiceas Swing-Line Loans, specifying the amount to which each interest rate choice is applicable) and (d) in whether such Loans are to be funded as Reference Rate Advances or Eurodollar Advances, and (e)in the case of Eurodollar Rate Advances, the duration of the initial Interest Period applicable thereto; provided. Without in any way limiting the Company's obligation to confirm in writing any telephone request to borrow hereunder, that no Revolving Loans shall be funded as Eurodollar Rate Advances if a Default or Event of Default has occurred and is continuing. The the Agent may rely on any telephone such request by the Borrower for Revolving Loans hereunder which it believes in good faith to be genuine; and the Borrower Company hereby waives any claim against the right to Agent or the Banks based on a dispute with the Agent’s 's record of the terms of such telephone request. The Except in the case of requests for Swing-Line Loans, the Agent shall promptly notify each other Bank of the receipt of such request, the matters specified therein, and of such Bank’s ratable share 's Pro Rata Share of the requested Revolving LoansLoans not later than 2:00 P.M. (Minneapolis time) on the date it receives such request. On the date of the requested Revolving LoansBorrowing Date, each Bank shall provide its share Pro Rata Share of the requested Revolving Loans or, in the case of Swing-Line Loans, First Bank shall, to the extent it determines to do so, provide the amount of the requested Swing-Line Loan, to the Agent in Immediately Available Funds not later than 1:00 4:00 P.M. (Minneapolis time). Unless the Agent determines that any applicable condition specified in Article III has not been satisfied, the Agent will make available to the Borrower Company at the Agent’s 's principal office in Minneapolis, Minnesota in Immediately Available Funds not later than 2:00 4:00 P.M. (Minneapolis time) on the requested Revolving Loan Borrowing Date the amount of the requested Revolving Loans. If the Agent has made a Revolving Loan to the Borrower on behalf of a Bank but has not received the amount of such Revolving Loan (or a Federal Reserve Bank reference number for the wire transfer of the amount of such Loan) from such Bank by 4:00 P.M. (Minneapolis time) on the time herein requiredrequested Borrowing Date, such Bank shall pay interest to the Agent on the amount so advanced at the overnight Federal Funds rate Rate from the date of such Revolving Loan to the date funds are received by the Agent from such Bank, such interest to be payable with such remittance from such Bank of the principal amount of such Revolving Loan (providedPROVIDED, HOWEVER, that the Agent shall not make any Revolving Loan Loans on behalf of a Bank if the Agent has received prior notice from such Bank that it will not make such Revolving Loan). If the Agent does not receive payment from such Bank by the next Business Day after the date of any Revolving Loan, the Agent shall be entitled to recover such Revolving Loan, with interest thereon at the rate (or rates) then applicable to the such Revolving Loan, on demand, from the BorrowerCompany, without prejudice to the Agent’s 's and the Borrower’s Company's rights against such Bank. If such Bank pays the Agent the amount herein required with interest at the overnight Federal Funds rate Rate before the Agent has recovered from the BorrowerCompany, such Bank shall be entitled to the interest payable by the Borrower Company with respect to the Revolving Loan in question accruing from the date the Agent made such Revolving Loan.

Procedure for Loans. Any request by the Borrower for Revolving Loans Company to borrow hereunder shall be in writing made to the Agent by telephone, promptly confirmed by giving the Agent a Notice of Borrowing, Continuation or by telephone Conversion, and must be given so as to be received by the Agent not later than 11:00 A.M. 12:00 noon (Minneapolis time) two three Eurodollar Business Days prior to the requested Revolving Loan Borrowing Date if the Revolving Loans (or any portion thereof) are requested as Eurodollar Rate Advances and not later than 11:00 A.M. 12:00 noon (Minneapolis time) on the requested Revolving Loan Borrowing Date if the Revolving Loans are requested as Base Prime Rate Advances. Each request for Revolving Loans to borrow hereunder shall be irrevocable and shall be deemed a representation by the Borrower Company that on the requested Revolving Loan Borrowing Date and after giving effect to the requested Revolving Loans the applicable conditions specified in Section 2.1 and Article III have been and will be satisfied. Each request for Revolving Loans to borrow hereunder shall specify (a) the requested Revolving Loan Borrowing Date, (b) the aggregate amount of the Revolving Loans to be made on such date date, which shall be in a minimum amount of $5,000,000 or an integral multiple of $1,000,000 for Base Rate Advances in excess thereof, to the extent such Loans are to be funded as Eurodollar Advances, or $5,000,000 for Eurodollar 2,000,000 or an integral multiple of $500,000 in excess thereof to the extent such Loans are to be funded as Prime Rate Advances, (c) whether such Revolving Loans are to be funded as Base Rate Advances or Eurodollar Rate Advances (and, if such Revolving Loans are to be made with more than one applicable interest rate choiceas Prime Rate Advances or as Eurodollar Advances, specifying the amount to which each interest rate choice is applicable) and (d) in the case of Eurodollar Rate Advances, the duration of the initial Interest Period applicable thereto; provided. Without in any way limiting the Company’s obligation to confirm in writing any telephone request to borrow hereunder, that no Revolving Loans shall be funded as Eurodollar Rate Advances if a Default or Event of Default has occurred and is continuing. The the Agent may rely on any telephone such request by the Borrower for Revolving Loans hereunder which it believes in good faith to be genuine; and the Borrower Company hereby waives any claim against the right to Agent or the Banks based on a dispute with the Agent’s record of the terms of such telephone request. The Agent shall promptly notify each other Bank of the receipt of such request, the matters specified therein, and of such Bank’s ratable share Pro Rata Share of the requested Revolving Loans. On the date of the requested Revolving LoansBorrowing Date, each Bank shall provide its share of any requested Loans at the requested Revolving Loans to principal office of the Agent in Immediately Available Funds Minneapolis, Minnesota not later than 1:00 2:30 P.M. (Minneapolis time). Unless the Agent determines that any applicable condition specified in Article III has not been satisfied, the Agent will make available to the Borrower Company at the Agent’s principal office in Minneapolis, Minnesota in Immediately Available Funds not later than 2:00 4:00 P.M. (Minneapolis time) on the requested Revolving Loan Borrowing Date the amount of the requested Revolving Loans. If the Agent has made a Revolving Loan to the Borrower on behalf of a Bank but has not received the amount of such Revolving Loan (or a Federal Reserve Bank reference number for the wire transfer of the amount of such Loan) from such Bank by 4:00 P.M. (Minneapolis time) on the time herein requiredrequested Borrowing Date, such Bank shall pay interest to the Agent on the amount so advanced at the overnight Federal Funds rate Rate from the date of such Revolving Loan to the date funds are received by the Agent from such Bank, such interest to be payable with such remittance from such Bank of the principal amount of such Revolving Loan (provided, however, that the Agent shall not make any Revolving Loan Loans on behalf of a Bank if the Agent has received prior notice from such Bank that it will not make such Revolving Loan). If the Agent does not receive payment from such Bank by the next Business Day after the date of any Revolving Loan, the Agent shall be entitled to recover such Revolving Loan, with interest thereon at the rate (or rates) then applicable to the such Revolving Loan, on demand, from the BorrowerCompany, without prejudice to the Agent’s and the BorrowerCompany’s rights against such Bank. If such Bank pays the Agent the amount herein required with interest at the overnight Federal Funds rate Rate before the Agent has recovered from the BorrowerCompany, such Bank shall be entitled to the interest payable by the Borrower Company with respect to the Revolving Loan in question accruing from the date the Agent made such Revolving Loan.

Procedure for Loans. Any request by (a) The Borrower may borrow under the Commitments during the Commitment Period on any Business Day. The Borrower for Revolving Loans hereunder shall be in writing or by telephone and give the Agent irrevocable notice (which notice must be given so as to be received by the Agent not later than 11:00 A.M. (Minneapolis prior to 10:00 A.M., Philadelphia time) two Eurodollar , three Business Days prior to the requested Revolving Loan Date Borrowing Date, if the Revolving Loans (all or any portion thereof) are requested as Eurodollar Rate Advances and not later than 11:00 A.M. (Minneapolis time) on part of the requested Revolving Loan Date if the Revolving Loans are requested as Base Rate Advances. Each request for Revolving Loans hereunder shall be irrevocable and shall be deemed a representation by the Borrower that on the requested Revolving Loan Date and after giving effect to the requested Revolving Loans the applicable conditions specified in Article III have been and will be satisfied. Each request for Revolving Loans hereunder shall specify (a) the requested Revolving Loan Date, (b) the aggregate amount of the Revolving Loans to be made on such date which shall be in a minimum amount of $1,000,000 for Base Rate Advances or $5,000,000 for Eurodollar Rate Advances, (c) whether such Revolving Loans are to be funded as Base Rate Advances initially Eurodollar Loans, or Eurodollar Rate Advances (andprior to 12:00 noon, Philadelphia time, one Business Day prior to the requested Borrowing Date if such Revolving all of the requested Loans are to be made with more than one applicable interest rate choiceinitially Base Rate Loans), specifying in the Notice of Borrowing (i) the amount to which each interest rate choice be borrowed, (ii) the requested Borrowing Date, (iii) whether the borrowing is applicableto be of Eurodollar Loans, Base Rate Loans or a combination thereof and (iv) if the borrowing is to be entirely or partly of Eurodollar Loans, the amount of such Loan(s) and the length of the initial Interest Period(s) therefor. Each borrowing under the Commitments shall be in an amount equal to $5,000,000 or increments of $1,000,000 thereafter (dor, if the aggregate Available Commitments at such time are less than $5,000,000, such lesser amount). Upon receipt of a Notice of Borrowing from the Borrower, the Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing (based on its Commitment Percentage at that time) available to the Agent for the account of the Borrower at the office of the Agent specified in subsection 10.2 prior to 12:00 Noon, Philadelphia time, on the Borrowing Date requested by the Borrower in funds immediately available to the Agent. Such borrowing will then be made available to the Borrower by the Agent crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Agent by the Lenders and in like funds as received by the Agent. Unless the Agent shall have received notice from a Lender prior to the date of any borrowing of Loans that such Lender will not make available to the Agent such Lender's pro rata portion of such borrowing, the Agent may assume that such Lender has made such portion available to the Agent on the date of such borrowing in accordance with this subsection and the Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have made such portion available to the Agent, such Lender and the Borrower (without prejudice to the Borrower's rights against such Lender) severally agree to repay to the Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Agent at (i) in the case of Eurodollar Rate Advancesthe Borrower, the duration interest rate applicable at the time to the Loans comprising such borrowing and (ii) in the case of such Lender, the initial Interest Period applicable thereto; Federal Funds Effective Rate, provided, that no Revolving Loans that, if such Lender shall be funded as Eurodollar Rate Advances if a Default or Event of Default has occurred and is continuing. The Agent may rely on any telephone request by the Borrower for Revolving Loans hereunder which it believes in good faith to be genuine; and the Borrower hereby waives the right to dispute the Agent’s record of the terms not pay such amount within three Business Days of such telephone request. The Agent shall promptly notify each other Bank of Borrowing Date, the receipt interest rate on such overdue amount shall, at the expiration of such requestthree-Business Day period, be the matters specified therein, and of such Bank’s ratable share of the requested Revolving rate per annum applicable to Base Rate Loans. On the date of the requested Revolving Loans, each Bank If such Lender shall provide its share of the requested Revolving Loans repay to the Agent in Immediately Available Funds not later than 1:00 P.M. (Minneapolis time). Unless the Agent determines that any applicable condition specified in Article III has not been satisfiedsuch corresponding amount, the Agent will make available to the Borrower at the Agent’s principal office in Minneapolis, Minnesota in Immediately Available Funds not later than 2:00 P.M. (Minneapolis time) on the requested Revolving such amount shall constitute such Lender's Loan Date the amount of the requested Revolving Loans. If the Agent has made a Revolving Loan to the Borrower on behalf of a Bank but has not received the amount as part of such Revolving Loan from such Bank by the time herein required, such Bank shall pay interest to the Agent on the amount so advanced at the overnight Federal Funds rate from the date borrowing for purposes of such Revolving Loan to the date funds are received by the Agent from such Bank, such interest to be payable with such remittance from such Bank of the principal amount of such Revolving Loan (provided, that the Agent shall not make any Revolving Loan on behalf of a Bank if the Agent has received prior notice from such Bank that it will not make such Revolving Loan). If the Agent does not receive payment from such Bank by the next Business Day after the date of any Revolving Loan, the Agent shall be entitled to recover such Revolving Loan, with interest thereon at the rate (or rates) then applicable to such Revolving Loan, on demand, from the Borrower, without prejudice to the Agent’s and the Borrower’s rights against such Bank. If such Bank pays the Agent the amount herein required with interest at the overnight Federal Funds rate before the Agent has recovered from the Borrower, such Bank shall be entitled to the interest payable by the Borrower with respect to the Revolving Loan in question accruing from the date the Agent made such Revolving Loanthis Agreement.

Procedure for Loans. Any request The Borrowers may borrow under the Commitment during the Commitment Period on any Business Day by giving the Borrower for Revolving Loans hereunder shall be in writing or by telephone and must be given so as to be received by the Agent not later than 11:00 A.M. (Minneapolis time) two Eurodollar Business Days prior to the requested Revolving Loan Date if the Revolving Loans (or any portion thereof) are requested as Eurodollar Rate Advances and not later than 11:00 A.M. (Minneapolis time) on the requested Revolving Loan Date if the Revolving Loans are requested as Base Rate Advances. Each Bank irrevocable notice of a request for Revolving Loans a Loan hereunder shall be irrevocable and shall be deemed a representation by the Borrower that on the requested Revolving Loan Date and after giving effect to the requested Revolving Loans the applicable conditions specified in Article III have been and will be satisfied. Each request for Revolving Loans hereunder shall specify (a) the requested Revolving Loan Date, (b) the aggregate amount of the Revolving Loans to be made on such date which shall be in a minimum amount of $1,000,000 for Base Rate Advances or $5,000,000 for Eurodollar Rate Advances, (c) whether such Revolving Loans are to be funded as Base Rate Advances or Eurodollar Rate Advances (and, if such Revolving Loans are to be made with more than one applicable interest rate choice, specifying the amount to which each interest rate choice is applicable) and (d) in the case of Eurodollar Fixed Rate AdvancesLoans three (3) Business Days before a proposed borrowing or continuation or conversion and (b) in the case of Fluctuating Rate Loans not less than one (1) nor more than five (5) Business Days before a proposed borrowing or continuation or conversion, the duration of the initial Interest Period applicable thereto; provided, that no Revolving Loans shall be funded as Eurodollar Rate Advances if a Default or Event of Default has occurred and is continuing. The Agent may rely on any telephone request by the Borrower for Revolving Loans hereunder which it believes in good faith to be genuine; and the Borrower hereby waives the right to dispute the Agent’s record of the terms of such telephone request. The Agent shall promptly notify each other Bank of the receipt of such request, the matters specified therein, and of such Bank’s ratable share of the requested Revolving Loans. On the date of the requested Revolving Loans, each Bank shall provide its share of the requested Revolving Loans to the Agent in Immediately Available Funds not later than 1:00 P.M. setting forth (Minneapolis time). Unless the Agent determines that any applicable condition specified in Article III has not been satisfied, the Agent will make available to the Borrower at the Agent’s principal office in Minneapolis, Minnesota in Immediately Available Funds not later than 2:00 P.M. (Minneapolis timei) on the requested Revolving Loan Date the amount of the Loan requested, which shall not be less than $100,000 in the case of Fixed Rate Loans and $25,000 in the case of Fluctuating Rate Loans (ii) the requested Revolving Loansborrowing date or Interest Period commencement date, as the case may be, and (iii) whether the borrowing or Interest Period is to be for a Fixed Rate Loan, Fluctuating Rate Loan or a combination thereof, and (iv) if entirely or partially a Fixed Rate Loan, the length of the Interest Period therefor, which shall be one (1), two (2) or three (3) months. As used in this Section 2.3, "conversion" shall mean the conversion from one interest rate to another interest rate as more fully described in this Agreement. Such notice shall be written (including, without limitation, via facsimile transmission) and shall be sufficient if received by 1 p.m. on the date on which such notice is to be given. If any such request is sent by facsimile it shall be confirmed in writing sent by the Borrowers to the Bank within two (2) Business Days thereafter. Unless notification is otherwise furnished by the Borrowers to the Bank (in a manner consistent with the requirements of this Section), Loans will be made by credits to any Borrowers' demand deposit account maintained with the Bank. If the Agent has Borrowers furnish such notice but no election is made a Revolving Loan as to the Borrower on behalf type of Loan or the Interest Period to be applicable thereto, the Loan will automatically then be made as a Bank but has not received the amount of Fluctuating Rate Loan until such Revolving Loan from such Bank by the time herein required, such Bank shall pay interest required information is furnished pursuant to the Agent on the amount so advanced at the overnight Federal Funds rate from the date of such Revolving Loan to the date funds are received terms hereof. At no time shall there by the Agent from such Bank, such interest to be payable with such remittance from such Bank of the principal amount of such Revolving Loan more than nine (provided, that the Agent shall not make any Revolving Loan on behalf of a Bank if the Agent has received prior notice from such Bank that it will not make such Revolving Loan9). If the Agent does not receive payment from such Bank by the next Business Day after the date of any Revolving Loan, the Agent shall be entitled to recover such Revolving Loan, with interest thereon at the rate (or rates) then applicable to such Revolving Loan, on demand, from the Borrower, without prejudice to the Agent’s and the Borrower’s rights against such Bank. If such Bank pays the Agent the amount herein required with interest at the overnight Federal Funds rate before the Agent has recovered from the Borrower, such Bank shall be entitled to the interest payable by the Borrower with respect to the Revolving Loan in question accruing from the date the Agent made such Revolving Loan.