Common use of The Competitive Advances Clause in Contracts

The Competitive Advances. (a) Each Bank severally agrees that the Borrower may make Competitive Borrowings under this Section 2.03 from time to time on any Business Day during the period from the Closing Date until the Termination Date, in each case on the terms and conditions hereinafter set forth; provided, however, that at no time shall the aggregate amount of Contract Advances and Competitive Advances outstanding exceed the aggregate amount of the Commitments. Each Competitive Borrowing shall consist of Competitive Advances of the same Type made on the same day. (i) The Borrower may request a Competitive Borrowing under this Section 2.03 by delivering to the Administrative Agent (A) in the case of a Borrowing consisting of Fixed Rate Competitive Advances, by not later than 10:00 a.m. (New York City time) on the Business Day prior to the day of the proposed Competitive Borrowing, and (B) in the case of a Borrowing consisting of Eurodollar Rate Competitive Advances, by not later than 11:00 a.m. (New York City time) on the fourth Business Day prior to the date of the proposed Competitive Borrowing, a notice of a Competitive Borrowing (a "Notice of Competitive Borrowing"), in substantially the form of Exhibit A-2 hereto, specifying the proposed (1) date of such Competitive Borrowing, (2) Type of Competitive Advances comprising such Competitive Borrowing, (3) aggregate amount (which shall not be less than $10,000,000 or an integral multiple of $5,000,000 in excess thereof) of such Competitive Borrowing, (4) maturity date for repayment of each Competitive Advance to be made as part of such Competitive Borrowing (which maturity date shall be, in the case of a Fixed Rate Competitive Borrowing, not earlier than seven days after the date of such Borrowing, and, in the case of a Eurodollar Rate Competitive Borrowing, not later than 1, 2, 3 or 6 months after the date of such Borrowing, as the Borrower shall elect and, in any case, on or prior to the Termination Date) and (5) any other terms to be applicable to such Competitive Borrowing. The Administrative Agent shall in turn promptly deliver (by cable or telecopy) to each Bank a notice of competitive bid request (a "Notice of Competitive Bid Request"), in substantially the form of Exhibit A-3, notifying the Banks of each request for a Competitive Borrowing received by it from the Borrower and of the terms contained in such Notice of Competitive Borrowing. (ii) Each Bank shall, if, in its sole discretion, it elects to do so, irrevocably offer to make one or more Competitive Advances to the Borrower as part of such proposed Competitive Borrowing at a rate or rates of interest specified by such Bank in its sole discretion, by notifying (by telecopy, cable or telephone (in the case of telephone, immediately confirmed by telecopy)) the Administrative Agent (which shall give prompt notice thereof to the Borrower), (A) in the case of a Fixed Rate Competitive Borrowing, not later than 9:30 a.m. (New York City time) on the date of such proposed Competitive Borrowing specified in the Notice of Competitive Borrowing delivered with respect thereto, and (B) in the case of a Eurodollar Rate Competitive Borrowing, not later than 9:30 a.m. (New York City time) on the third Business Day prior to the date of such proposed Competitive Borrowing specified in the Notice of Competitive Borrowing delivered with respect thereto, of the maximum amount of each Competitive Advance which such Bank would be willing to make as part of such proposed Competitive Borrowing (which amount may, subject to the proviso to the first sentence of this Section 2.03(a), exceed such Bank's Commitment), the rate or rates of interest therefor (and whether reserves are included therein) and such Bank's Applicable Lending Office with respect to each such Competitive Advance and any other terms and conditions required by such Bank; provided that, if the Administrative Agent in its capacity as a Bank shall, in its sole discretion, elect to make any such offer, it shall notify the Borrower of such offer no later than one quarter of an hour before the time specified herein for notice of offers by the other Banks. Each competitive bid shall be submitted by a Bank to the Administrative Agent on a competitive bid form (a "Competitive Bid"), substantially similar to Exhibit A-4. If any Bank shall fail to notify the Administrative Agent, before the time specified herein for notice of offers, that it elects to make such an offer, such Bank shall be deemed to have elected not to make such an offer, and such Bank shall not be obligated or entitled to, and shall not, make any Competitive Advance as part of such Competitive Borrowing. If any Bank shall provide telephonic notice to the Administrative Agent of its election to make an offer, but such telephonic notice has not been confirmed by telecopy to the Administrative Agent at or before the time specified herein for notice of offers, the Administrative Agent may, in its sole discretion and without liability to such Bank or the Borrower, elect whether or not to provide notice thereof to the Borrower. (iii) The Borrower shall, in turn, (A) in the case of a Fixed Rate Competitive Borrowing, not later than 10:30 a.m. (New York City time) on the date of such proposed Competitive Borrowing specified in the Notice of Competitive Borrowing delivered with respect thereto, and (B) in the case of a Eurodollar Rate Competitive Borrowing, not later than 10:30 a.m. (New York City time) on the third Business Day prior to the date of such proposed Competitive Borrowing specified in the Notice of Competitive Borrowing delivered with respect thereto, either: (A) cancel such proposed Competitive Borrowing by giving the Administrative Agent notice to that effect, or (B) accept one or more of the offers made by any Bank or Banks pursuant to paragraph (ii) above, in its sole discretion, by giving notice to the Administrative Agent of the amount of each Competitive Advance (which amount shall be equal to or greater than $5,000,000, and equal to or less than the maximum amount offered by such Bank, notified to the Borrower by the Administrative Agent on behalf of such Bank for such Competitive Advance pursuant to paragraph (ii) above) to be made by each Bank as part of such Competitive Borrowing, and reject any remaining offers made by Banks pursuant to paragraph (ii) above, by giving the Administrative Agent notice to that effect; provided, however, that the aggregate amount of such offers accepted by the Borrower shall be equal at least to $10,000,000 or an integral multiple of $5,000,000 in excess thereof. Each such notice of competitive bid acceptance/rejection (a "Competitive Bid Accept/Reject Letter") from the Borrower shall be in a form substantially similar to Exhibit A-5. (iv) If the Borrower notifies the Administrative Agent that such Competitive Borrowing is canceled pursuant to paragraph (iii)(A) above, the Administrative Agent shall give prompt notice (by cable or telecopy) thereof to the Banks, and such Competitive Borrowing shall not be made. (v) If the Borrower accepts one or more of the offers made by any Bank or Banks pursuant to paragraph (iii)(B) above, such offer or offers and the Notice of Competitive Borrowing in respect thereof shall constitute a supplement to this Agreement in respect of such Competitive Borrowing and the Competitive Advances made pursuant thereto, and the Administrative Agent shall in turn promptly notify (A) each Bank that has made an offer as described in paragraph (ii) above of the date and aggregate amount of such Competitive Borrowing, the interest rate thereon, and whether or not any offer or offers made by such Bank pursuant to paragraph (ii) above have been accepted by the Borrower, and (B) each Bank that is to make a Competitive Advance as part of such Competitive Borrowing (a "Participating Bank" as to such Competitive Borrowing) of the amount of each Competitive Advance to be made by such Bank as part of such Competitive Borrowing and the maturity date for the repayment of each such Competitive Advance (together with a confirmation of the Administrative Agent's understanding of the interest rate and any other terms applicable to each such Competitive Advance; the Administrative Agent shall assume, unless notified by such Bank to the contrary, that its understanding of such information is correct). Each such Participating Bank shall, before 12:00 noon (New York City time) on the date of such Competitive Borrowing specified in the notice received from the Administrative Agent pursuant to clause (A) of the preceding sentence, make available for the account of its Applicable Lending Office to the Administrative Agent (at its address referred to in Section 8.02) such Bank's portion of such Competitive Borrowing, in same-day funds. Upon fulfillment of the applicable conditions set forth in Article III and after receipt by the Administrative Agent of such funds, the Administrative Agent will make such funds available to the Borrower at the Administrative Agent's aforesaid address. Promptly after each Competitive Borrowing, the Administrative Agent will notify each Bank of the amount of the Competitive Borrowing, such Bank's Competitive Reduction resulting therefrom, and the date upon which such Competitive Reduction commenced and is anticipated to terminate. (b) Within the limits and on the conditions set forth in this Section 2.03, the Borrower may from time to time borrow under this Section 2.03, repay pursuant to Section 2.07(b), prepay under Section 2.07(c) and reborrow under this Section 2.03.

The Competitive Advances. (a) Each Bank severally agrees that the Borrower may make Competitive Borrowings under this Section 2.03 from time to time on any Business Day during the period from the Closing Date until the Termination Date, in each case on the terms and conditions hereinafter set forth; provided, however, that at no time shall the aggregate amount of Contract Advances (other than Term Advances) and Competitive Advances outstanding exceed the aggregate amount of the Commitments. Each Competitive Borrowing shall consist of Competitive Advances of the same Type made on the same day. (i) The Borrower may request a Competitive Borrowing under this Section 2.03 by delivering to the Administrative Agent (A) in the case of a Borrowing consisting of Fixed Rate Competitive Advances, by not later than 10:00 a.m. (New York City time) on the Business Day prior to the day of the proposed Competitive Borrowing, and (B) in the case of a Borrowing consisting of Eurodollar Rate Competitive Advances, by not later than 11:00 a.m. (New York City time) on the fourth Business Day prior to the date of the proposed Competitive Borrowing, a notice of a Competitive Borrowing (a "Notice of Competitive Borrowing"), in substantially the form of Exhibit A-2 hereto, specifying the proposed (1) date of such Competitive Borrowing, (2) Type of Competitive Advances comprising such Competitive Borrowing, (3) aggregate amount (which shall not be less than $10,000,000 or an integral multiple of $5,000,000 in excess thereof) of such Competitive Borrowing, (4) maturity date for repayment of each Competitive Advance to be made as part of such Competitive Borrowing (which maturity date shall be, in the case of a Fixed Rate Competitive Borrowing, not earlier than seven days after the date of such Borrowing, and, in the case of a Eurodollar Rate Competitive Borrowing, not later than 1, 2, 3 or 6 months after the date of such Borrowing, as the Borrower shall elect and, in any case, on or prior to the Termination Date) and (5) any other terms to be applicable to such Competitive Borrowing. The Administrative Agent shall in turn promptly deliver (by cable or telecopy) to each Bank a notice of competitive bid request (a "Notice of Competitive Bid Request"), in substantially the form of Exhibit A-3, notifying the Banks of each request for a Competitive Borrowing received by it from the Borrower and of the terms contained in such Notice of Competitive Borrowing. (ii) Each Bank shall, if, in its sole discretion, it elects to do so, irrevocably offer to make one or more Competitive Advances to the Borrower as part of such proposed Competitive Borrowing at a rate or rates of interest specified by such Bank in its sole discretion, by notifying (by telecopy, cable or telephone (in the case of telephone, immediately confirmed by telecopy)) the Administrative Agent (which shall give prompt notice thereof to the Borrower), (A) in the case of a Fixed Rate Competitive Borrowing, not later than 9:30 a.m. (New York City time) on the date of such proposed Competitive Borrowing specified in the Notice of Competitive Borrowing delivered with respect thereto, and (B) in the case of a Eurodollar Rate Competitive Borrowing, not later than 9:30 a.m. (New York City time) on the third Business Day prior to the date of such proposed Competitive Borrowing specified in the Notice of Competitive Borrowing delivered with respect thereto, of the maximum amount of each Competitive Advance which such Bank would be willing to make as part of such proposed Competitive Borrowing (which amount may, subject to the proviso to the first sentence of this Section 2.03(a), exceed such Bank's Commitment), the rate or rates of interest therefor (and whether reserves are included therein) and such Bank's Applicable Lending Office with respect to each such Competitive Advance and any other terms and conditions required by such Bank; provided that, if the Administrative Agent in its capacity as a Bank shall, in its sole discretion, elect to make any such offer, it shall notify the Borrower of such offer no later than one quarter of an hour before the time specified herein for notice of offers by the other Banks. Each competitive bid shall be submitted by a Bank to the Administrative Agent on a competitive bid form (a "Competitive Bid"), substantially similar to Exhibit A-4. If any Bank shall fail to notify the Administrative Agent, before the time specified herein for notice of offers, that it elects to make such an offer, such Bank shall be deemed to have elected not to make such an offer, and such Bank shall not be obligated or entitled to, and shall not, make any Competitive Advance as part of such Competitive Borrowing. If any Bank shall provide telephonic notice to the Administrative Agent of its election to make an offer, but such telephonic notice has not been confirmed by telecopy to the Administrative Agent at or before the time specified herein for notice of offers, the Administrative Agent may, in its sole discretion and without liability to such Bank or the Borrower, elect whether or not to provide notice thereof to the Borrower. (iii) The Borrower shall, in turn, (A) in the case of a Fixed Rate Competitive Borrowing, not later than 10:30 a.m. (New York City time) on the date of such proposed Competitive Borrowing specified in the Notice of Competitive Borrowing delivered with respect thereto, and (B) in the case of a Eurodollar Rate Competitive Borrowing, not later than 10:30 a.m. (New York City time) on the third Business Day prior to the date of such proposed Competitive Borrowing specified in the Notice of Competitive Borrowing delivered with respect thereto, either: (A) cancel such proposed Competitive Borrowing by giving the Administrative Agent notice to that effect, or (B) accept one or more of the offers made by any Bank or Banks pursuant to paragraph (ii) above, in its sole discretion, by giving notice to the Administrative Agent of the amount of each Competitive Advance (which amount shall be equal to or greater than $5,000,000, and equal to or less than the maximum amount offered by such Bank, notified to the Borrower by the Administrative Agent on behalf of such Bank for such Competitive Advance pursuant to paragraph (ii) above) to be made by each Bank as part of such Competitive Borrowing, and reject any remaining offers made by Banks pursuant to paragraph (ii) above, by giving the Administrative Agent notice to that effect; provided, however, that the aggregate amount of such offers accepted by the Borrower shall be equal at least to $10,000,000 or an integral multiple of $5,000,000 in excess thereof. Each such notice of competitive bid acceptance/rejection (a "Competitive Bid Accept/Reject Letter") from the Borrower shall be in a form substantially similar to Exhibit A-5. (iv) If the Borrower notifies the Administrative Agent that such Competitive Borrowing is canceled pursuant to paragraph (iii)(A) above, the Administrative Agent shall give prompt notice (by cable or telecopy) thereof to the Banks, and such Competitive Borrowing shall not be made. (v) If the Borrower accepts one or more of the offers made by any Bank or Banks pursuant to paragraph (iii)(B) above, such offer or offers and the Notice of Competitive Borrowing in respect thereof shall constitute a supplement to this Agreement in respect of such Competitive Borrowing and the Competitive Advances made pursuant thereto, and the Administrative Agent shall in turn promptly notify (A) each Bank that has made an offer as described in paragraph (ii) above of the date and aggregate amount of such Competitive Borrowing, the interest rate thereon, and whether or not any offer or offers made by such Bank pursuant to paragraph (ii) above have been accepted by the Borrower, and (B) each Bank that is to make a Competitive Advance as part of such Competitive Borrowing (a "Participating Bank" as to such Competitive Borrowing) of the amount of each Competitive Advance to be made by such Bank as part of such Competitive Borrowing and the maturity date for the repayment of each such Competitive Advance (together with a confirmation of the Administrative Agent's understanding of the interest rate and any other terms applicable to each such Competitive Advance; the Administrative Agent shall assume, unless notified by such Bank to the contrary, that its understanding of such information is correct). Each such Participating Bank shall, before 12:00 noon (New York City time) on the date of such Competitive Borrowing specified in the notice received from the Administrative Agent pursuant to clause (A) of the preceding sentence, make available for the account of its Applicable Lending Office to the Administrative Agent (at its address referred to in Section 8.02) such Bank's portion of such Competitive Borrowing, in same-day funds. Upon fulfillment of the applicable conditions set forth in Article III and after receipt by the Administrative Agent of such funds, the Administrative Agent will make such funds available to the Borrower at the Administrative Agent's aforesaid address. Promptly after each Competitive Borrowing, the Administrative Agent will notify each Bank of the amount of the Competitive Borrowing, such Bank's Competitive Reduction resulting therefrom, and the date upon which such Competitive Reduction commenced and is anticipated to terminate. (b) Within the limits and on the conditions set forth in this Section 2.03, the Borrower may from time to time borrow under this Section 2.03, repay pursuant to Section 2.07(b), prepay under Section 2.07(c) and reborrow under this Section 2.03.,

The Competitive Advances. (a) Each Bank severally agrees that the Borrower may make Competitive Borrowings under this Section 2.03 from time to time on any Business Day during the period from the Closing Date until the Termination Date, in each case on the terms and conditions hereinafter set forth; provided, however, that at no time shall the aggregate amount of Contract Advances (other than Term Advances) and Competitive Advances outstanding exceed the aggregate amount of the Commitments. Each Competitive Borrowing shall consist of Competitive Advances of the same Type made on the same day. (i) The Borrower may request a Competitive Borrowing under this Section 2.03 by delivering to the Administrative Agent (A) in the case of a Borrowing consisting of Fixed Rate Competitive Advances, by not later than 10:00 a.m. (New York City time) on the Business Day prior to the day of the proposed Competitive Borrowing, and (B) in the case of a Borrowing consisting of Eurodollar Rate Competitive Advances, by not later than 11:00 a.m. (New York City time) on the fourth Business Day prior to the date of the proposed Competitive Borrowing, a notice of a Competitive Borrowing (a "Notice of Competitive Borrowing"), in substantially the form of Exhibit A-2 hereto, specifying the proposed (1) date of such Competitive Borrowing, (2) Type of Competitive Advances comprising such Competitive Borrowing, (3) aggregate amount (which shall not be less than $10,000,000 or an integral multiple of $5,000,000 in excess thereof) of such Competitive Borrowing, (4) maturity date for repayment of each Competitive Advance to be made as part of such Competitive Borrowing (which maturity date shall be, in the case of a Fixed Rate Competitive Borrowing, not earlier than seven days after the date of such Borrowing, and, in the case of a Eurodollar Rate Competitive Borrowing, not later than 1, 2, 3 or 6 months after the date of such Borrowing, as the Borrower shall elect and, in any case, on or prior to the Termination Date) and (5) any other terms to be applicable to such Competitive Borrowing. The Administrative Agent shall in turn promptly deliver (by cable or telecopy) to each Bank a notice of competitive bid request (a "Notice of Competitive Bid Request"), in substantially the form of Exhibit A-3, notifying the Banks of each request for a Competitive Borrowing received by it from the Borrower and of the terms contained in such Notice of Competitive Borrowing. (ii) Each Bank shall, if, in its sole discretion, it elects to do so, irrevocably offer to make one or more Competitive Advances to the Borrower as part of such proposed Competitive Borrowing at a rate or rates of interest specified by such Bank in its sole discretion, by notifying (by telecopy, cable or telephone (in the case of telephone, immediately confirmed by telecopy)) the Administrative Agent (which shall give prompt notice thereof to the Borrower), (A) in the case of a Fixed Rate Competitive Borrowing, not later than 9:30 a.m. (New York City time) on the date of such proposed Competitive Borrowing specified in the Notice of Competitive Borrowing delivered with respect thereto, and (B) in the case of a Eurodollar Rate Competitive Borrowing, not later than 9:30 a.m. (New York City time) on the third Business Day prior to the date of such proposed Competitive Borrowing specified in the Notice of Competitive Borrowing delivered with respect thereto, of the maximum amount of each Competitive Advance which such Bank would be willing to make as part of such proposed Competitive Borrowing (which amount may, subject to the proviso to the first sentence of this Section 2.03(a), exceed such Bank's Commitment), the rate or rates of interest therefor (and whether reserves are included therein) and such Bank's Applicable Lending Office with respect to each such Competitive Advance and any other terms and conditions required by such Bank; provided that, if the Administrative Agent in its capacity as a Bank shall, in its sole discretion, elect to make any such offer, it shall notify the Borrower of such offer no later than one quarter of an hour before the time specified herein for notice of offers by the other Banks. Each competitive bid shall be submitted by a Bank to the Administrative Agent on a competitive bid form (a "Competitive Bid"), substantially similar to Exhibit A-4. If any Bank shall fail to notify the Administrative Agent, before the time specified herein for notice of offers, that it elects to make such an offer, such Bank shall be deemed to have elected not to make such an offer, and such Bank shall not be obligated or entitled to, and shall not, make any Competitive Advance as part of such Competitive Borrowing. If any Bank shall provide telephonic notice to the Administrative Agent of its election to make an offer, but such telephonic notice has not been confirmed by telecopy to the Administrative Agent at or before the time specified herein for notice of offers, the Administrative Agent may, in its sole discretion and without liability to such Bank or the Borrower, elect whether or not to provide notice thereof to the Borrower. (iii) The Borrower shall, in turn, (A) in the case of a Fixed Rate Competitive Borrowing, not later than 10:30 a.m. (New York City time) on the date of such proposed Competitive Borrowing specified in the Notice of Competitive Borrowing delivered with respect thereto, and (B) in the case of a Eurodollar Rate Competitive Borrowing, not later than 10:30 a.m. (New York City time) on the third Business Day prior to the date of such proposed Competitive Borrowing specified in the Notice of Competitive Borrowing delivered with respect thereto, either: (A) cancel such proposed Competitive Borrowing by giving the Administrative Agent notice to that effect, or (B) accept one or more of the offers made by any Bank or Banks pursuant to paragraph (ii) above, in its sole discretion, by giving notice to the Administrative Agent of the amount of each Competitive Advance (which amount shall be equal to or greater than $5,000,000, and equal to or less than the maximum amount offered by such Bank, notified to the Borrower by the Administrative Agent on behalf of such Bank for such Competitive Advance pursuant to paragraph (ii) above) to be made by each Bank as part of such Competitive Borrowing, and reject any remaining offers made by Banks pursuant to paragraph (ii) above, by giving the Administrative Agent notice to that effect; provided, however, that the aggregate amount of such offers accepted by the Borrower shall be equal at least to $10,000,000 or an integral multiple of $5,000,000 in excess thereof. Each such notice of competitive bid acceptance/acceptance/ rejection (a "Competitive Bid Accept/Reject Letter") from the Borrower shall be in a form substantially similar to Exhibit A-5. (iv) If the Borrower notifies the Administrative Agent that such Competitive Borrowing is canceled pursuant to paragraph (iii)(A) above, the Administrative Agent shall give prompt notice (by cable or telecopy) thereof to the Banks, and such Competitive Borrowing shall not be made. (v) If the Borrower accepts one or more of the offers made by any Bank or Banks pursuant to paragraph (iii)(B) above, such offer or offers and the Notice of Competitive Borrowing in respect thereof shall constitute a supplement to this Agreement in respect of such Competitive Borrowing and the Competitive Advances made pursuant thereto, and the Administrative Agent shall in turn promptly notify notify (A) each Bank that has made an offer as described in paragraph (ii) above of the date and aggregate amount of such Competitive Borrowing, the interest rate thereon, and whether or not any offer or offers made by such Bank pursuant to paragraph (ii) above have been accepted by the Borrower, and (B) each Bank that is to make a Competitive Advance as part of such Competitive Borrowing (a "Participating Bank" as to such Competitive Borrowing) of the amount of each Competitive Advance to be made by such Bank as part of such Competitive Borrowing and the maturity date for the repayment of each such Competitive Advance (together with a confirmation of the Administrative Agent's understanding of the interest rate and any other terms applicable to each such Competitive Advance; the Administrative Agent shall assume, unless notified by such Bank to the contrary, that its understanding of such information is correct). Each such Participating Bank shall, before 12:00 noon (New York City time) on the date of such Competitive Borrowing specified in the notice received from the Administrative Agent pursuant to clause (A) of the preceding sentence, make available for the account of its Applicable Lending Office to the Administrative Agent (at its address referred to in Section 8.02) such Bank's portion of such Competitive Borrowing, in same-day funds. Upon fulfillment of the applicable conditions set forth in Article III and after receipt by the Administrative Agent of such funds, the Administrative Agent will make such funds available to the Borrower at the Administrative Agent's aforesaid address. Promptly after each Competitive Borrowing, the Administrative Agent will notify each Bank of the amount of the Competitive Borrowing, such Bank's Competitive Reduction resulting therefrom, and the date upon which such Competitive Reduction commenced and is anticipated to terminate. (b) Within the limits and on the conditions set forth in this Section 2.03, the Borrower may from time to time borrow under this Section 2.03, repay pursuant to Section 2.07(b), prepay under Section 2.07(c) and reborrow under this Section 2.03.

The Competitive Advances. (a) Each Bank severally agrees that the Borrower may make Competitive Borrowings under this Section SECTION 2.03 from time to time on any Business Day during the period from the Closing Effective Date until the Termination Date, in each case on the terms and conditions hereinafter set forth; provided, however, that at no time shall the aggregate amount of Contract Advances and Competitive Advances outstanding exceed the aggregate amount of the Commitments. Each Competitive Borrowing shall consist of Competitive Advances of the same Type made on the same day. (i) The Borrower may request a Competitive Borrowing under this Section SECTION 2.03 by delivering to the Administrative Agent and Auction Administration Agent, (A) in the case of a Borrowing consisting of Fixed Rate Competitive Advances, by not later than 10:00 10:30 a.m. (New York City time) on the one Business Day prior to the day of the proposed Competitive Borrowing, and (B) in the case of a Borrowing consisting of Eurodollar Rate Competitive Advances, by not later than 11:00 10:30 a.m. (New York City time) on the fourth Business Day prior to the date of the proposed Competitive Borrowing, a notice of a Competitive Borrowing (a "Notice of Competitive BorrowingNOTICE OF COMPETITIVE BORROWING"), in substantially the form of Exhibit EXHIBIT A-2 hereto, specifying the proposed (1) date of such Competitive Borrowing, (2) Type of Competitive Advances comprising such Competitive Borrowing, (3) aggregate amount (amount, which shall not be less than $10,000,000 or an integral multiple of $5,000,000 1,000,000 in excess thereof) of such Competitive Borrowing, (4) maturity date for repayment of each Competitive Advance to be made as part of such Competitive Borrowing (which maturity date shall be, in the case of a Fixed Rate Competitive Borrowing, not earlier than seven days after the date of such Borrowing, and, in the case of a Eurodollar Rate Competitive Borrowing, not later than 1, 2, 3 or 6 months after the date of such Borrowing, as the Borrower shall elect and, in any case, on or prior to the Termination Date) and (5) any other terms to be applicable to such Competitive Borrowing. The Administrative Agent shall in turn promptly deliver (by cable or telecopy) to each Bank a notice of competitive bid request (a "Notice of Competitive Bid Request"), in substantially the form of Exhibit A-3, notifying the Banks of each request for a Competitive Borrowing received by it from the Borrower and of the terms contained in such Notice of Competitive Borrowing. (ii) Each Bank shall, if, in its sole discretion, it elects to do so, irrevocably offer to make one or more Competitive Advances to the Borrower as part of such proposed Competitive Borrowing at a rate or rates of interest specified by such Bank in its sole discretion, by notifying (by telecopy, cable or telephone (in the case of telephone, immediately confirmed by telecopy)) the Administrative Agent (which shall give prompt notice thereof to the Borrower), (A) in the case of a Fixed Rate Competitive Borrowing, not later than 9:30 a.m. (New York City time) on the date of such proposed Competitive Borrowing specified in the Notice of Competitive Borrowing delivered with respect thereto, and (B) in the case of a Eurodollar Rate Competitive Borrowing, not later than 9:30 a.m. (New York City time) on the third Business Day prior to the date of such proposed Competitive Borrowing specified in the Notice of Competitive Borrowing delivered with respect thereto, of the maximum amount of each Competitive Advance which such Bank would be willing to make as part of such proposed Competitive Borrowing (which amount may, subject to the proviso to the first sentence of this Section 2.03(a), exceed such Bank's Commitment), the rate or rates of interest therefor (and whether reserves are included therein) and such Bank's Applicable Lending Office with respect to each such Competitive Advance and any other terms and conditions required by such Bank; provided that, if the Administrative Agent in its capacity as a Bank shall, in its sole discretion, elect to make any such offer, it shall notify the Borrower of such offer no later than one quarter of an hour before the time specified herein for notice of offers by the other Banks. Each competitive bid shall be submitted by a Bank to the Administrative Agent on a competitive bid form (a "Competitive Bid"), substantially similar to Exhibit A-4. If any Bank shall fail to notify the Administrative Agent, before the time specified herein for notice of offers, that it elects to make such an offer, such Bank shall be deemed to have elected not to make such an offer, and such Bank shall not be obligated or entitled to, and shall not, make any Competitive Advance as part of such Competitive Borrowing. If any Bank shall provide telephonic notice to the Administrative Agent of its election to make an offer, but such telephonic notice has not been confirmed by telecopy to the Administrative Agent at or before the time specified herein for notice of offers, the Administrative Agent may, in its sole discretion and without liability to such Bank or the Borrower, elect whether or not to provide notice thereof to the Borrower. (iii) The Borrower shall, in turn, (A) in the case of a Fixed Rate Competitive Borrowing, not later than 10:30 a.m. (New York City time) on the date of such proposed Competitive Borrowing specified in the Notice of Competitive Borrowing delivered with respect thereto, and (B) in the case of a Eurodollar Rate Competitive Borrowing, not later than 10:30 a.m. (New York City time) on the third Business Day prior to the date of such proposed Competitive Borrowing specified in the Notice of Competitive Borrowing delivered with respect thereto, either: (A) cancel such proposed Competitive Borrowing by giving the Administrative Agent notice to that effect, or (B) accept one or more of the offers made by any Bank or Banks pursuant to paragraph (ii) above, in its sole discretion, by giving notice to the Administrative Agent of the amount of each Competitive Advance (which amount shall be equal to or greater than $5,000,000, and equal to or less than the maximum amount offered by such Bank, notified to the Borrower by the Administrative Agent on behalf of such Bank for such Competitive Advance pursuant to paragraph (ii) above) to be made by each Bank as part of such Competitive Borrowing, and reject any remaining offers made by Banks pursuant to paragraph (ii) above, by giving the Administrative Agent notice to that effect; provided, however, that the aggregate amount of such offers accepted by the Borrower shall be equal at least to $10,000,000 or an integral multiple of $5,000,000 in excess thereof. Each such notice of competitive bid acceptance/rejection (a "Competitive Bid Accept/Reject Letter") from the Borrower shall be in a form substantially similar to Exhibit A-5. (iv) If the Borrower notifies the Administrative Agent that such Competitive Borrowing is canceled pursuant to paragraph (iii)(A) above, the Administrative Agent shall give prompt notice (by cable or telecopy) thereof to the Banks, and such Competitive Borrowing shall not be made. (v) If the Borrower accepts one or more of the offers made by any Bank or Banks pursuant to paragraph (iii)(B) above, such offer or offers and the Notice of Competitive Borrowing in respect thereof shall constitute a supplement to this Agreement in respect of such Competitive Borrowing and the Competitive Advances made pursuant thereto, and the Administrative Agent shall in turn promptly notify (A) each Bank that has made an offer as described in paragraph (ii) above of the date and aggregate amount of such Competitive Borrowing, the interest rate thereon, and whether or not any offer or offers made by such Bank pursuant to paragraph (ii) above have been accepted by the Borrower, and (B) each Bank that is to make a Competitive Advance as part of such Competitive Borrowing (a "Participating Bank" as to such Competitive Borrowing) of the amount of each Competitive Advance to be made by such Bank as part of such Competitive Borrowing and the maturity date for the repayment of each such Competitive Advance (together with a confirmation of the Administrative Agent's understanding of the interest rate and any other terms applicable to each such Competitive Advance; the Administrative Agent shall assume, unless notified by such Bank to the contrary, that its understanding of such information is correct). Each such Participating Bank shall, before 12:00 noon (New York City time) on the date of such Competitive Borrowing specified in the notice received from the Administrative Agent pursuant to clause (A) of the preceding sentence, make available for the account of its Applicable Lending Office to the Administrative Agent (at its address referred to in Section 8.02) such Bank's portion of such Competitive Borrowing, in same-day funds. Upon fulfillment of the applicable conditions set forth in Article III and after receipt by the Administrative Agent of such funds, the Administrative Agent will make such funds available to the Borrower at the Administrative Agent's aforesaid address. Promptly after each Competitive Borrowing, the Administrative Agent will notify each Bank of the amount of the Competitive Borrowing, such Bank's Competitive Reduction resulting therefrom, and the date upon which such Competitive Reduction commenced and is anticipated to terminate. (b) Within the limits and on the conditions set forth in this Section 2.03, the Borrower may from time to time borrow under this Section 2.03, repay pursuant to Section 2.07(b), prepay under Section 2.07(c) and reborrow under this Section 2.03.after

The Competitive Advances. (a) Each Bank severally agrees that that, subject to Section 2.01 hereof, the Borrower may make request Competitive Borrowings under this Section 2.03 from time to time on any Business Day during the period from the Closing Date date hereof until the date occurring 30 days prior to the Termination Date, Date in each case on the terms and conditions hereinafter manner set forth; provided, however, that at no time shall the aggregate amount of Contract Advances and Competitive Advances outstanding exceed the aggregate amount of the Commitments. Each Competitive Borrowing shall consist of Competitive Advances of the same Type made on the same dayforth below. (i) The Borrower may request a Competitive Borrowing under this Section 2.03 by delivering to the Administrative Agent (A) in the case of a Borrowing consisting of Fixed Rate Competitive Advances, by not later than 10:00 a.m. (New York City time) on the Business Day prior to the day of the proposed Competitive Borrowing, and (B) in the case of a Borrowing consisting of Eurodollar Rate Competitive Advances, by not later than 11:00 a.m. (New York City time) on the fourth Business Day prior to the date of the proposed Competitive Borrowing, a notice of request for a Competitive Borrowing (a "Notice of Request for Competitive Borrowing"), in substantially the form of Exhibit A-2 2.03 hereto, specifying (A) the proposed (1) date of such Competitive Borrowing, (2) Type of Competitive Advances comprising such Competitive Borrowing, (3) and aggregate amount (which shall not be no less than $10,000,000 or an integral multiple of $5,000,000 in excess thereof10,000,000) of such the proposed Competitive Borrowing, (4B) maturity date the Interest Period for repayment of each Competitive Advance to be made as part of the Advances comprising such Competitive Borrowing (which maturity date shall be, in the case of a Fixed Rate proposed Competitive Borrowing, not earlier than seven days after (C) the interest payment date or dates relating thereto, (D) the basis to be used by the Banks in determining the rates of such Borrowing, and, in the case of a Eurodollar Rate Competitive Borrowing, not later than 1, 2, 3 or 6 months after the date of such Borrowing, as the Borrower shall elect and, in any case, on or prior interest to the Termination Date) be offered by them and (5E) any other terms to be applicable to such Competitive Borrowing. Such Request for Competitive Borrowing shall be delivered to the Agent not later than 10:00 A.M. (New York City time) at least four Business Days prior to the proposed Competitive Borrowing. The Administrative Agent shall in turn promptly deliver (by cable or telecopy) to notify each Bank a notice of competitive bid request (a "Notice of Competitive Bid Request"), in substantially the form of Exhibit A-3, notifying the Banks of each request Request for a Competitive Borrowing received by it from the Borrower and by sending such Bank a copy of the terms contained in such Notice of Request for Competitive Borrowing. (ii) Each Bank shall, if, in its sole discretion, it elects to do so, irrevocably offer to make one or more Competitive Advances to the Borrower as part of such proposed Competitive Borrowing at a such rate or rates of interest or such margin or margins over a rate of interest and in such amount or amounts as may be specified by such Bank in its sole discretion, by notifying the Agent before 10:00 A.M. (by telecopy, cable New York City time) three Business Days before the date of such proposed Competitive Borrowing (and the Agent shall notify the Borrower on or telephone (in the case of telephone, immediately confirmed by telecopy)) the Administrative Agent (which shall give prompt notice thereof to the Borrower), (A) in the case of a Fixed Rate Competitive Borrowing, not later than 9:30 a.m. before 10:30 A.M. (New York City time) on the date of such proposed notification of any offers to make Competitive Borrowing specified in the Notice Advances of Competitive Borrowing delivered with respect thereto, and (B) in the case of a Eurodollar Rate Competitive Borrowing, not later than 9:30 a.m. which it has received notice before 10:00 A.M. (New York City time) on the third Business Day prior to the date of such proposed Competitive Borrowing specified in the Notice of Competitive Borrowing delivered with respect thereto, date) of the minimum amount and maximum amount of each Competitive Advance which such Bank would be willing to make as part of such proposed Competitive Borrowing (which amount amounts may, subject to the proviso to the first sentence provisions of this Section 2.03(a)2.01 hereof, exceed such Bank's Percentage of the Commitment), the rate or rates of interest therefor (and whether reserves are included therein) and such Bank's Applicable Lending Office with respect to each such Competitive Advance and any other terms and conditions required by such BankAdvance; provided that, that if the Administrative Agent in its capacity as a Bank shall, in its sole discretion, elect to make any such offeroffer pursuant to a Notice of Competitive Borrowing, it shall notify the Borrower of such offer no later than one quarter of an hour before 9:30 A.M. (New York City time) on the time specified herein date otherwise provided above for notice of offers to be made by the other Banks. Each competitive bid shall be submitted by a Bank to the Administrative Agent on a competitive bid form (a "Competitive Bid"), substantially similar to Exhibit A-4. If any Bank shall fail to notify the Administrative Agent, before the time specified herein for notice of offers, that it elects elect not to make such an offer, such Bank shall so notify the Agent before 10:00 A.M. (New York City time) on the date otherwise provided above for offers to be deemed to have elected not to make such an offermade by the Banks, and such Bank shall not be obligated or entitled to, and shall not, make any Competitive Advance as part of such Competitive Borrowing. If ; provided that the failure by any Bank to give such notice shall provide telephonic notice not cause such Bank to the Administrative Agent of its election be obligated to make an offer, but any Competitive Advance as part of such telephonic notice has not been confirmed by telecopy to the Administrative Agent at or before the time specified herein for notice of offers, the Administrative Agent may, in its sole discretion and without liability to such Bank or the Borrower, elect whether or not to provide notice thereof to the Borrowerproposed Competitive Borrowing. (iii) The Borrower shall, in turn, (A) in the case of a Fixed Rate Competitive Borrowing, not later than 10:30 a.m. before 11:00 A.M. (New York City time) on three Business Days before the date of such proposed Competitive Borrowing specified in the Notice of Competitive Borrowing delivered with respect thereto, and (B) in the case of a Eurodollar Rate Competitive Borrowing, not later than 10:30 a.m. (New York City time) on the third Business Day prior to the date of such proposed Competitive Borrowing specified in the Notice of Competitive Borrowing delivered with respect thereto, either: (A) cancel such proposed Competitive Borrowing by giving the Administrative Agent notice to that effect, or (B) accept one or more of the offers made by any Bank or Banks pursuant to paragraph (ii) above, in its sole discretion, by giving notice to the Administrative Agent of the amount of each Competitive Advance (which amount shall be equal to or greater than $5,000,000the minimum amount, and equal to or less than the maximum amount offered by such Bankamount, notified to the Borrower by the Administrative Agent on behalf of such Bank for such Competitive Advance pursuant to paragraph (ii) above) to be made by each Bank as part of such Competitive Borrowing, and reject any remaining offers made by Banks pursuant to paragraph (ii) above, above by giving the Administrative Agent notice to that effect; provided, however, that the Borrower shall not accept an offer made at a particular rate of interest or with a particular margin over a rate of interest if it has rejected an offer made at a lower rate of interest or with a lower margin over a rate of interest, as the case may be; and provided further that if two or more Banks make offers at identical rates of interest or at identical margins over a rate of interest and the Borrower accepts any of such offers but does not wish to borrow the total amount offered by such Banks, the Borrower shall accept offers from all of such Banks in amounts allocated among them pro rata according to the amounts offered by such Banks; and provided further that the Borrower may only accept offers to make Competitive Advances in an aggregate amount less than that set forth in the Notice of Competitive Borrowing if, and only if, the Borrower makes a Committed Borrowing on the same date as the Competitive Borrowing in an amount such that the aggregate amount of such offers accepted the Competitive Advances and Committed Advances made on the same day equals at least the amount requested by the Borrower shall in the Notice of Competitive Borrowing. Notwithstanding anything to the contrary in this Section 2.03(iii) (B), the amount of a Competitive Advance to be equal at least made by any Bank may be rounded to the nearest $10,000,000 or an integral multiple 100,000 in the sole discretion of $5,000,000 in excess thereof. Each such notice of competitive bid acceptance/rejection (a "Competitive Bid Accept/Reject Letter") from the Borrower shall be in a form substantially similar to Exhibit A-5Agent. (iv) If the Borrower notifies the Administrative Agent that such Competitive Borrowing is canceled pursuant to paragraph (iii)(A) above, the Administrative Agent shall give prompt notice (by cable or telecopy) thereof to the Banks, Banks and such Competitive Borrowing shall not be made. (v) If the Borrower accepts one or more of the offers made by any Bank or Banks pursuant to paragraph (iii)(B) above, such offer or offers and the Notice of Competitive Borrowing in respect thereof shall constitute a supplement to this Agreement in respect of such Competitive Borrowing and the Competitive Advances made pursuant thereto, and the Administrative Agent shall in turn promptly notify notify (A) each Bank that has made an offer as described in paragraph (ii) above of the date and aggregate amount of such Competitive Borrowing, the interest rate thereon, Borrowing and whether or not any offer or offers made by such Bank pursuant to paragraph (ii) above have has been accepted by the Borrower, and (B) each Bank that is to make a Competitive Advance as part of such Competitive Borrowing (a "Participating Bank" as to such Competitive Borrowing) of the amount of each Competitive Advance to be made by such Bank as part of such Competitive Borrowing and the maturity date for the repayment of (C) each such Bank that is to make a Competitive Advance (together with a confirmation of the Administrative Agent's understanding of the interest rate and any other terms applicable to each such Competitive Advance; the Administrative Agent shall assume, unless notified by such Bank to the contrary, that its understanding of such information is correct). Each such Participating Bank shall, before 12:00 noon (New York City time) on the date of such Competitive Borrowing specified in the notice received from the Administrative Agent pursuant to clause (A) of the preceding sentence, make available for the account of its Applicable Lending Office to the Administrative Agent (at its address referred to in Section 8.02) such Bank's portion as part of such Competitive Borrowing, in same-day funds. Upon fulfillment upon receipt, that the Agent has received forms of documents appearing to fulfill the applicable conditions set forth in Article III and after receipt by the Administrative Agent of such funds, the Administrative Agent will make such funds available to the Borrower at the Administrative Agent's aforesaid addressIII. Promptly after each Competitive Borrowing, Borrowing the Administrative Agent will notify each Bank of the amount of the Competitive Borrowing, such Bank's Competitive the consequent Commitment Reduction resulting therefrom, Amount and the date dates upon which such Competitive Commitment Reduction Amount commenced and is anticipated to will terminate. (b) Within the limits and on the conditions set forth in this Section 2.03, the Borrower may from time to time borrow under this Section 2.03, repay pursuant to Section 2.07(b), prepay under Section 2.07(c) and reborrow under this Section 2.03.

The Competitive Advances. (a) Each Bank severally agrees that the Borrower may make Competitive Borrowings under this Section 2.03 from time to time on any Business Day during the period from the Closing Date until the Termination Date, in each case on the terms and conditions hereinafter set forth; provided, however, that at no time shall the aggregate amount of Contract Advances and Competitive Advances outstanding exceed the aggregate amount of the Commitments. Each Competitive Borrowing shall consist of Competitive Advances of the same Type made on the same day. (i) The Borrower may request a Competitive Borrowing under this Section 2.03 by delivering to the Administrative Agent and Auction Administration Agent, (A) in the case of a Borrowing consisting of Fixed Rate Competitive Advances, by not later than 10:00 10:30 a.m. (New York City time) on the one Business Day prior to the day of the proposed Competitive Borrowing, and (B) in the case of a Borrowing consisting of Eurodollar Rate Competitive Advances, by not later than 11:00 10:30 a.m. (New York City time) on the fourth Business Day prior to the date of the proposed Competitive Borrowing, a notice of a Competitive Borrowing (a "Notice of Competitive Borrowing"), in substantially the form of Exhibit A-2 hereto, specifying the proposed (1) date of such Competitive Borrowing, (2) Type of Competitive Advances comprising such Competitive Borrowing, (3) aggregate amount (amount, which shall not be less than $10,000,000 or an integral multiple of $5,000,000 1,000,000 in excess thereof) of such Competitive Borrowing, (4) maturity date for repayment of each Competitive Advance to be made as part of such Competitive Borrowing (which maturity date shall be, in the case of a Fixed Rate Competitive Borrowing, not earlier than seven days after the date of such Borrowing, and, in the case of a Eurodollar Rate Competitive Borrowing, not later than 1, 1 month or 2, 3 or 6 months after the date of such Borrowing, as the Borrower shall elect and, in any case, on or prior to the Termination Dateelect) and (5) any other terms to be applicable to such Competitive Borrowing. The Administrative Auction Administration Agent shall in turn promptly deliver (by cable or telecopy) to each Bank a notice of competitive bid request (a "Notice of Competitive Bid Request")request, in substantially the form of Exhibit A-3, notifying the Banks of each request for a Competitive Borrowing received by it from the Borrower and of the terms contained in such Notice of Competitive Borrowing. (ii) Each Bank shall, if, in its sole discretion, it elects to do so, irrevocably offer to make one or more Competitive Advances to the Borrower as part of such proposed Competitive Borrowing at a rate or rates of interest specified by such Bank in its sole discretion, by notifying (by telecopy, cable or telephone ([in the case of telephone, immediately confirmed by telecopy)]) the Administrative Auction Administration Agent (which shall give prompt notice thereof to the Borrower), (A) in the case of a Fixed Rate Competitive Borrowing, not later than 9:30 before 10:00 a.m. (New York City time) on the date of such proposed Competitive Borrowing specified in the Notice of Competitive Borrowing delivered with respect thereto, and (B) in the case of a Eurodollar Rate Competitive Borrowing, not later than 9:30 before 10:00 a.m. (New York City time) on the third Business Day prior to the date of such proposed Competitive Borrowing specified in the Notice of Competitive Borrowing delivered with respect thereto, of the maximum amount of each Competitive Advance which such Bank would be willing to make as part of such proposed Competitive Borrowing (which amount may, subject to the proviso to the first sentence of this Section 2.03(a), exceed such Bank's Commitment), the rate or rates of interest therefor (and whether reserves are included therein) and such Bank's Applicable Lending Office with respect to each such Competitive Advance and any other terms and conditions required by such Bank; provided that, if the Administrative Auction Administration Agent in its capacity as a Bank shall, in its sole discretion, elect to make any such offer, it shall notify the Borrower of such offer no later than one quarter of an hour before 9:45 a.m. (New York City time) on the time date specified herein for notice of offers by the other Banks. Each competitive bid shall be submitted by a Bank to the Administrative Auction Administration Agent on a competitive bid form (a "Competitive Bid"), substantially similar to Exhibit A-4. If any Bank shall fail to notify the Administrative Auction Administration Agent, before the time specified herein for notice of offers, that it elects to make such an offer, such Bank shall be deemed to have elected not to make such an offer, and such Bank shall not be obligated or entitled to, and shall not, make any Competitive Advance as part of such Competitive Borrowing. If any Bank shall provide telephonic notice to the Administrative Auction Administration Agent of its election to make an offer, but such telephonic notice has not been confirmed by telecopy to the Administrative Auction Administration Agent at or before the time specified herein for notice of offers, the Administrative Auction Administration Agent may, in its sole discretion and without liability to such Bank or the Borrower, elect whether or not to provide notice thereof to the Borrower. (iii) The Borrower shall, in turn, (A) in the case of a Fixed Rate Competitive Borrowing, not later than 10:30 before 11:00 a.m. (New York City time) on the date of such proposed Competitive Borrowing specified in the Notice of Competitive Borrowing delivered with respect thereto, and (B) in the case of a Eurodollar Rate Competitive Borrowing, not later than 10:30 before 11:00 a.m. (New York City time) on the third Business Day prior to the date of such proposed Competitive Borrowing specified in the Notice of Competitive Borrowing delivered with respect thereto, either: (A) cancel such proposed Competitive Borrowing by giving the Administrative Auction Administration Agent notice to that effect, or (B) accept one or more of the offers made by any Bank or Banks pursuant to paragraph (ii) above, in its sole discretion, by giving notice to the Administrative Auction Administration Agent of the amount of each Competitive Advance (which amount shall be equal to or greater than $5,000,0001,000,000, and equal to or less than the maximum amount offered by such Bank, notified to the Borrower by the Administrative Auction Administration Agent on behalf of such Bank for such Competitive Advance pursuant to paragraph (ii) above) to be made by each Bank as part of such Competitive Borrowing, and reject any remaining offers made by Banks pursuant to paragraph (ii) above, by giving the Administrative Auction Administration Agent notice to that effect; provided, however, that the aggregate amount of such offers accepted by the Borrower shall be equal at least to $10,000,000 or an integral multiple of $5,000,000 1,000,000 in excess thereof. Each such notice of competitive bid acceptance/rejection (a "Competitive Bid Accept/Reject Letter") from the Borrower shall be in a form substantially similar to Exhibit A-5. (iv) If the Borrower notifies the Administrative Auction Administration Agent that such Competitive Borrowing is canceled pursuant to paragraph (iii)(A) above, the Administrative Auction Administration Agent shall give prompt notice (by cable or telecopy) thereof to the Banks, and such Competitive Borrowing shall not be made. (v) If the Borrower accepts one or more of the offers made by any Bank or Banks pursuant to paragraph (iii)(B) above, such offer or offers and the Notice of Competitive Borrowing in respect thereof shall constitute a supplement to this Agreement in respect of such Competitive Borrowing and the Competitive Advances made pursuant thereto, and the Administrative Auction Administration Agent shall in turn promptly notify notify (A) each Bank that has made an offer as described in paragraph (ii) above of the date and aggregate amount of such Competitive Borrowing, the interest rate thereon, and whether or not any offer or offers made by such Bank pursuant to paragraph (ii) above have been accepted by the Borrower, and (B) each Bank that is to make a Competitive Advance as part of such Competitive Borrowing (a "Participating Bank" as to such Competitive Borrowing) of the amount of each Competitive Advance to be made by such Bank as part of such Competitive Borrowing and the maturity date for the repayment of each such Competitive Advance (together with a confirmation of the Administrative Auction Administration Agent's understanding of the interest rate and any other terms applicable to each such Competitive Advance; the Administrative Auction Administration Agent shall assume, unless notified by such Bank to the contrary, that its understanding of such information is correct). Each such Participating Bank shall, before 12:00 noon (New York City time) on the date of such Competitive Borrowing specified in the notice received from the Administrative Auction Administration Agent pursuant to clause (A) of the preceding sentence, make available for the account of its Applicable Lending Office to the Administrative Agent (at its address referred to in Section 8.02) such Bank's portion of such Competitive Borrowing, in same-day funds. Upon fulfillment of the applicable conditions set forth in Article III and after receipt by the Administrative Agent of such funds, the Administrative Agent will make such funds available to the Borrower at the Administrative Agent's aforesaid address. Promptly after each Competitive Borrowing, the Administrative Auction Administration Agent will notify each Bank of the amount of the Competitive Borrowing, such Bank's Competitive Reduction resulting therefrom, and the date upon which such Competitive Reduction commenced and is anticipated to terminate. (b) Within the limits and on the conditions set forth in this Section 2.03, the Borrower may from time to time borrow under this Section 2.03, repay pursuant to Section 2.07(b), prepay under Section 2.07(c) ), and reborrow under this Section 2.03.