Common use of Notice of Loans Clause in Contracts

Notice of Loans. The Borrowers shall, through a Responsible Officer of any of the Borrowers, give the Agent irrevocable written, facsimile or telephonic notice (promptly confirmed by written or facsimile notice) of each borrowing (including, without limitation, a conversion or continuation as permitted by Section 2.02(e) hereof) not later than 11:00 A.M., New York City time, (i) three (3) Business Days before a proposed Eurodollar Loan borrowing or conversion or continuation and (ii) one Business Day before an Alternate Base Loan borrowing or conversion (except that no such confirmation or notice as required by (ii) above will be required, unless requested by the Agent, to the extent that the proceeds of such borrowing are requested to be disbursed to Borrowers' controlled disbursement account maintained with the Agent). Such notice shall specify (w) whether the Loans then being requested are to be Alternate Base Loans or Eurodollar Loans, (x) the date of such borrowing (which shall be a Business Day) and amount thereof and (y) if such Loans are to be Eurodollar Loans, the Interest Period with respect thereto. If no election as to the type of Loan is specified in any such notice, all such Loans shall be Alternate Base Loans. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then an Interest Period of one month's duration shall be deemed to have been selected; provided, however, that no such Interest Period may be for more than one month for the period commencing on the Closing Date and ending on the earlier to occur of (x) the 120th day following the Closing Date and (y) the completion to the satisfaction of The Chase Manhattan Bank of the syndication of its portion of the Total Commitment and the Loans and other Credits thereunder. The Agent shall promptly advise the Lenders of any notice given pursuant to this Section 2.03 and of each Lender's portion of the requested borrowing.

Notice of Loans. The Borrowers Borrower shall, through a Responsible Officer of any of the BorrowersBorrower, give the Agent irrevocable written, telex or facsimile or telephonic notice (promptly confirmed by written or facsimile noticein writing) of each borrowing (including, without limitation, a conversion or continuation as permitted by Section 2.02(e) hereof) not later than 11:00 A.M.12:00 noon, New York City time, (i) three (3) Business Days before a proposed Eurodollar Loan borrowing or conversion or continuation and (ii) one the same Business Day before of an Alternate Base Loan borrowing or conversion (except that no such confirmation or notice as required by (ii) above will be required, unless requested by the Agent, to the extent that the proceeds of such borrowing are requested to be disbursed to Borrowers' Borrower's controlled disbursement account maintained with the Agent). Such notice shall specify (w) whether the Loans then being requested are to be Alternate Base Loans or Eurodollar Loans, (x) the date of such borrowing (which shall be a Business Day) and amount thereof and (y) if such Loans are to be Eurodollar Loans, the Interest Period with respect thereto. If no election as to the type of Loan is specified in any such notice, all such Loans shall be Alternate Base Loans. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then an Interest Period of one (1) month's duration shall be deemed to have been selected; provided, however, that no such Interest Period may be for more than one month for the period commencing on the Closing Date and ending on the earlier to occur of selected (x) the 120th day following the Closing Date and (y) the completion subject to the satisfaction second proviso in the last paragraph of The Chase Manhattan Bank of the syndication of its portion of the Total Commitment and the Loans and other Credits thereunder. The Agent shall promptly advise the Lenders of any notice given pursuant to this Section 2.03 and of each Lender's portion of the requested borrowing.2.02

Notice of Loans. The Borrowers shall, through a Responsible Officer of any of the Borrowers, give the Administrative Agent irrevocable written, telex or facsimile or telephonic notice (promptly confirmed by written or facsimile noticein writing) of each borrowing (including, without limitation, a conversion or continuation as permitted by Section 2.02(e) hereof) not later than 11:00 9:00 A.M., New York City Los Angeles, California time, (i) three (3) Business Days before a proposed Eurodollar Loan borrowing or conversion or continuation and (ii) one Business Day before on the day of an Alternate Base Loan borrowing or conversion (except that no such confirmation or notice as required by (ii) above will be required, unless requested by the Agent, to the extent that the proceeds of such borrowing are requested to be disbursed to Borrowers' controlled disbursement account maintained with the Agent)conversion. Such notice shall be in the form of Exhibit O annexed hereto and which shall specify (w) whether the Loans then being requested are to be Alternate Base Loans or Eurodollar Loans, (x) the date of such borrowing (which shall be a Business Day) and amount thereof and thereof, (y) if such Loans are to be Eurodollar Loans, the Interest Period with respect theretothereto and (z) that (A) the Borrowers have concurrently given notice under the 1999 Credit Agreement of a borrowing which is pro rata (based on the aggregate of the Total Revolving Credit Commitment under this Agreement and the Total Revolving Credit Commitment under the 1999 Credit Agreement) and (B) the allocation of such borrowing between this Agreement and the 1999 Agreement. If no election as to the type of Loan is specified in any such notice, all such Loans shall be Alternate Base Loans. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then an Interest Period of one (1) month's duration shall be deemed to have been selected; provided, however, that no such Interest Period may be for more than one month for the period commencing on the Closing Date and ending on the earlier to occur of (x) the 120th day following the Closing Date and (y) the completion to the satisfaction of The Chase Manhattan Bank of the syndication of its portion of the Total Commitment and the Loans and other Credits thereunder. The Administrative Agent shall promptly advise the Lenders of any notice given pursuant to this Section 2.03 and of each Lender's portion of the requested borrowing.'

Notice of Loans. The Borrowers shall(a) A Borrower shall request a Borrowing (other than a deemed Borrowing pursuant to Section 2.02(e), through a Responsible Officer of any of as to which this Section 2.03 shall not apply) by giving the Borrowers, give the Administrative Agent irrevocable written, facsimile or telephonic notice (promptly confirmed by written in writing), written, telecopy or facsimile noticetelex notice in the form of Exhibit C with respect to each Loan (i) in the case of each borrowing (includinga LIBO Rate Loan, without limitation, a conversion or continuation as permitted by Section 2.02(e) hereof) not later than 11:00 A.M.10:30 a.m., New York City time, (i) three (3) Business Days before a proposed Eurodollar Loan borrowing or conversion or continuation Borrowing, and (ii) one Business Day before an Alternate Base Loan borrowing or conversion (except that no such confirmation or notice as required by (ii) above will be requiredin the case of a Reference Rate Loan, unless requested by not later than 10:30 a.m., New York City time, on the Agent, to the extent that the proceeds date of such borrowing are requested to be disbursed to Borrowers' controlled disbursement account maintained with the Agent)a proposed Borrowing. Such notice shall be irrevocable (except that in the case of a LIBO Rate Loan, such Borrower may, subject to Section 2.13, revoke such notice by giving written or telex notice thereof to the Administrative Agent not later than 10:30 a.m., New York City time, two Business Days before such proposed Borrowing) and shall in each case refer to this Agreement and specify (w1) whether the Loans Loan then being requested are is to be Alternate Base Loans a Reference Rate Loan or Eurodollar LoansLIBO Rate Loan, (x2) the date of such borrowing Loan (which shall be a Business Day) and amount thereof thereof, and (y3) if such Loans are Loan is to be Eurodollar Loansa LIBO Rate Loan, the Interest Period or Interest Periods (which shall not end after the Maturity Date) with respect thereto. If no election as to the type Type of Loan is specified in any such noticenotice by such Borrower, all such Loans Loan shall be Alternate Base Loansa Reference Rate Loan. If no Interest Period with respect to any Eurodollar LIBO Rate Loan is specified in any such noticenotice by such Borrower, then such Borrower shall be deemed to have selected an Interest Period of one month's duration shall be deemed to have been selected; provided, however, that no such Interest Period may be for more than one month for the period commencing on the Closing Date and ending on the earlier to occur of (x) the 120th day following the Closing Date and (y) the completion to the satisfaction of The Chase Manhattan Bank of the syndication of its portion of the Total Commitment and the Loans and other Credits thereunder. The Agent shall promptly advise the Lenders of any notice given pursuant to this Section 2.03 and of each Lender's portion of the requested borrowingduration.

Notice of Loans. The Borrowers shall, through a Responsible Officer of any of the Borrowers, give the Administrative Agent irrevocable written, telex or facsimile or telephonic notice (promptly confirmed by written or facsimile noticein writing) of each borrowing (including, without limitation, a conversion or continuation as permitted by Section 2.02(e) hereof) not later than 11:00 9:00 A.M., New York City Los Angeles, California time, (i) three (3) Business Days before a proposed Eurodollar Loan borrowing or conversion or continuation and (ii) one Business Day before on the day of an Alternate Base Loan borrowing or conversion (except that no such confirmation or notice as required by (ii) above will be required, unless requested by the Agent, to the extent that the proceeds of such borrowing are requested to be disbursed to Borrowers' controlled disbursement account maintained with the Agent)conversion. Such notice shall be in the form of Exhibit O annexed hereto and which shall specify (w) whether the Loans then being requested are to be Alternate Base Loans or Eurodollar Loans, (x) the date of such borrowing (which shall be a Business Day) and amount thereof and thereof, (y) if such Loans are to be Eurodollar Loans, the Interest Period with respect theretothereto and (z) that (A) the Borrowers have concurrently given notice under the 2000 Credit Agreement of a borrowing which is pro rata (based on the aggregate of the Total Revolving Credit Commitment under this Agreement and the Total Revolving Credit Commitment under the 2000 Credit Agreement) and (B) the allocation of such borrowing between this Agreement and the 2000 Agreement. If no election as to the type of Loan is specified in any such notice, all such Loans shall be Alternate Base Loans. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then an Interest Period of one (1) month's duration shall be deemed to have been selected; provided, however, that no such Interest Period may be for more than one month for the period commencing on the Closing Date and ending on the earlier to occur of (x) the 120th day following the Closing Date and (y) the completion to the satisfaction of The Chase Manhattan Bank of the syndication of its portion of the Total Commitment and the Loans and other Credits thereunder. The Administrative Agent shall promptly advise the Lenders of any notice given pursuant to this Section 2.03 and of each Lender's portion of the requested borrowing.'

Notice of Loans. The Borrowers (a) In order to request a Loan of any type and in any Currency hereunder, the appropriate Borrower shall, through a Responsible Officer of any of the Borrowersexcept as otherwise expressly provided in Section 3.3, give the Administrative Agent irrevocable writtennotice, facsimile or telephonic notice substantially in the form of Exhibit G, executed by a Financial Officer thereof, (promptly confirmed by written or facsimile notice) of each borrowing (including, without limitation, a conversion or continuation as permitted by Section 2.02(e) hereofi) not later than 11:00 A.M.9:00 a.m., New York City Los Angeles time, (i) three (3) one Business Days Day before a proposed Eurodollar such Loan borrowing or conversion or continuation is to be made if such Loan is to be an ABR Loan and (ii) one not later than 10:00 a.m., Los Angeles time, three Business Day Days before an Alternate Base such Loan borrowing or conversion (except that no such confirmation or notice as required by (ii) above will be required, unless requested by the Agent, to the extent that the proceeds of such borrowing are requested is to be disbursed made if such Loan is to Borrowers' controlled disbursement account maintained with the Agentbe a Eurodollar Loan denominated in Dollars (or at least five Business Days before such Loan is to be Credit Agreement Final made if such Loan is to be a Eurodollar Loan denominated in a Foreign Currency). Such notice shall specify (wA) the Currency in which such Loan will be denominated, (B) whether the Loans Loan then being requested are is to be Alternate Base Loans an ABR Loan or a Eurodollar LoansLoan, (xC) the date of such the proposed borrowing (which shall be a Business Day) and amount thereof and (yD) if such Loans are Loan is to be a Eurodollar LoansLoan, the Interest Period with respect thereto. If no election as to the type of Loan is specified in any such notice, all such Loans the Loan shall be Alternate Base Loansan ABR Loan. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then such Borrower shall be deemed to have selected an Interest Period of one month's duration shall be deemed to have been selected; provided, however, that no such Interest Period may be for more than one month for the period commencing on the Closing Date and ending on the earlier to occur of (x) the 120th day duration. Promptly following the Closing Date and (y) receipt of a notice of borrowing request, the completion to the satisfaction of The Chase Manhattan Administrative Agent shall advise each Bank of the syndication of its portion details thereof and of the Total Commitment and the Loans and other Credits thereunder. The Agent shall promptly advise the Lenders amount of any notice given pursuant such Bank's Loan to this Section 2.03 and of each Lender's portion be made as part of the requested borrowing. Notwithstanding the foregoing, unless the Administrative Agent has notified, in its sole and absolute discretion, the Borrowers to the contrary, a Loan may be requested by telephone by a Financial Officer of the applicable Borrower, in which case such Borrower shall confirm such request by promptly delivering a borrowing notice in the form of Exhibit G, in person or by telecopier to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loans purportedly made by a such Financial Officer, and the Borrowers hereby agree to indemnify the Administrative Agent from any loss, cost, expense or liability as a result of so acting.

Notice of Loans. The Borrowers shall, through a Responsible Officer of any of the Borrowers, give the Agent irrevocable written, telex or facsimile or telephonic notice (promptly confirmed by written or facsimile noticein writing) of each borrowing (including, without limitation, a conversion or continuation as permitted by Section 2.02(e) hereof) not later than 11:00 A.M.a.m., New York City time, (i) three (3) Business Days before a proposed Eurodollar Loan borrowing or conversion or continuation and (ii) one on the Business Day before of an Alternate Base Loan borrowing or conversion (except that no such confirmation or notice as required by (ii) above will be required, unless requested by the Agent, to the extent that the proceeds of such borrowing are requested to be disbursed to the Borrowers' controlled disbursement account account(s) maintained with the Agent). Such notice shall specify (w) whether the Loans then being requested are to be Alternate Base Loans or Eurodollar Loans, (x) the date of such borrowing (which shall be a Business Day) and amount thereof and (y) if such Loans are to be Eurodollar Loans, the Interest Period with respect thereto. If no election as to the type of Loan is specified in any such notice, all such Loans shall be Alternate Base Loans. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then an Interest Period of one month's three (3) months' duration shall be deemed to have been selected; provided, however, that no such Interest Period may be for more than one month month's duration for the period commencing on the Closing Date and ending on the earlier to occur of (xi) the 120th day following the Closing Date and (yii) the satisfactory completion to the satisfaction of by The Chase Manhattan Bank of the syndication of its portion of the Total Commitment and the Loans and other Credits thereunder(as determined by The Chase Manhattan Bank). The Agent shall promptly advise the Lenders of any notice given pursuant to this Section 2.03 and of each Lender's portion of the requested borrowing.

Notice of Loans. The Borrowers shall(a) In order to request a Loan, through a Responsible Officer of any of the Borrowers, Borrower shall give the Administrative Agent irrevocable written, facsimile or telephonic notice (promptly confirmed by written in writing), written, telecopy or facsimile noticetelex notice in the form of Exhibit B with respect to each Loan (i) in the case of each borrowing (includinga LIBO Rate Loan, without limitation, a conversion or continuation as permitted by Section 2.02(e) hereof) not later than 11:00 A.M.10:30 a.m., New York City time, (i) three (3) Business Days before a proposed Eurodollar Loan borrowing or conversion or continuation borrowing, and (ii) one Business Day before an Alternate Base Loan borrowing or conversion (except that no such confirmation or notice as required by (ii) above will be requiredin the case of a Reference Rate Loan, unless requested by not later than 10:30 a.m., New York City time, on the Agent, to the extent that the proceeds date of such borrowing are requested to be disbursed to Borrowers' controlled disbursement account maintained with the Agent)a proposed borrowing. Such notice shall be irrevocable (except that in the case of a LIBO Rate Loan, the Borrower may, subject to Section 2.13, revoke such notice by giving written or telex notice thereof to the Administrative Agent not later than 10:30 a.m., New York City time, two Business Days before such proposed borrowing) and shall in each case refer to this Agreement and specify (w1) whether the Loans Loan then being requested are is to be Alternate Base Loans a Reference Rate Loan or Eurodollar LoansLIBO Rate Loan, (x2) the date of such borrowing Loan (which shall be a Business Day) and amount thereof thereof, and (y3) if such Loans are Loan is to be Eurodollar Loansa LIBO Rate Loan, the Interest Period or Interest Periods (which shall not end after the Maturity Date) with respect thereto. If no election as to the type of Loan is specified in any such noticenotice by the Borrower, all such Loans Loan shall be Alternate Base Loansa Reference Rate Loan. If no Interest Period with respect to any Eurodollar LIBO Rate Loan is specified in any such noticenotice by the Borrower, then the Borrower shall be deemed to have selected an Interest Period of one month's duration shall be deemed to have been selected; provided, however, that no such Interest Period may be for more than one month for the period commencing on the Closing Date and ending on the earlier to occur of (x) the 120th day following the Closing Date and (y) the completion to the satisfaction of The Chase Manhattan Bank of the syndication of its portion of the Total Commitment and the Loans and other Credits thereunderduration. The Administrative Agent shall promptly advise the Lenders other Banks of any notice given by the Borrower pursuant to this Section 2.03 2.3(a) and of each LenderBank's portion of the requested borrowingLoan. (b) The Borrower may continue or convert all or any part of any Loan as or into a Loan of the same or a different type in accordance with Section 2.10 and subject to the limitations set forth herein. If the Borrower shall not have delivered a borrowing notice in accordance with this Section 2.3 prior to the end of the Interest Period then in effect for any Loan of the Borrower requesting that such Loan be converted or continued as permitted hereby, then the Borrower shall (unless the Borrower has notified the Administrative Agent, not less than three Business Days prior to the end of such Interest Period, that such Loan is to be repaid at the end of such Interest Period) be deemed to have delivered a borrowing notice pursuant to Section 2.3 requesting that such Loan be converted into or continued as a Reference Rate Loan of equivalent amount.

Notice of Loans. The Borrowers Borrower shall, through a Responsible Officer of any of the BorrowersBorrower, give the Agent irrevocable written, facsimile or telephonic notice (promptly confirmed by written or facsimile notice) of each borrowing (including, without limitation, a conversion or continuation as permitted by Section 2.02(e) hereof) not later than 11:00 A.M., New York City time, (i) three (3) Business Days before a proposed Eurodollar Loan borrowing or borrowing, conversion or continuation and (ii) one Business Day before an Alternate Base Loan borrowing borrowing, conversion or conversion continuation (except that no such confirmation or notice as required by (ii) above will be required, unless requested by the Agent, to the extent that the proceeds of such borrowing are requested to be disbursed to Borrowers' Borrower's controlled disbursement account maintained with the Agent). Such notice shall specify (w) whether the Loans then being requested are to be Tranche A Revolving Credit Loans or Tranche B Revolving Credit Loans, (x) whether the Loans then being requested are to be Alternate Base Loans or Eurodollar LoansLoans (except that no Eurodollar Loans may be requested until five (5) days after the Closing Date), (xy) the date of such borrowing (which shall be a Business Day) and amount thereof and (yz) if such Loans are to be Eurodollar Loans, the Interest Period with respect thereto. If no election as to the type of Loan is specified in any such notice, all such Loans shall be Alternate Base Loans. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then an Interest Period of one month's duration shall be deemed to have been selected; provided, however, that no such Interest Period may be for more than one month for the period commencing on the Closing Date and ending on the earlier to occur of (x) the 120th day following the Closing Date and (y) the completion to the satisfaction of The Chase Manhattan Bank of the syndication of its portion of the Total Commitment and the Loans and other Credits thereunder. The Agent shall promptly advise the Lenders of any notice given pursuant to this Section 2.03 and of each Lender's portion of the requested borrowing.

Notice of Loans. The Borrowers shall, through a Responsible Officer of any of the Borrowers, give the Administrative Agent irrevocable written, telex or facsimile or telephonic notice (promptly confirmed by written or facsimile noticein writing) of each borrowing (including, without limitation, a conversion or continuation as permitted by Section 2.02(e) hereof) not later than 11:00 A.M., New York City Los Angeles, California time, (i) three (3) Business Days before a proposed Eurodollar Loan borrowing or conversion or continuation and (ii) one Business Day before an Alternate Base Loan borrowing or conversion (except that no such confirmation or notice as required by (ii) above will be required, unless requested by the Administrative Agent, to the extent that the proceeds of such borrowing are requested to be disbursed to Borrowers' controlled disbursement account maintained with the Administrative Agent). Such notice shall specify (w) whether the Loans then being requested are to be Alternate Base Loans or Eurodollar Loans, it being agreed that all Loans made on the Closing Date shall be Alternate Base Loans, (x) the date of such borrowing (which shall be a Business Day) and amount thereof and (y) if such Loans are to be Eurodollar Loans, the Interest Period with respect thereto. If no election as to the type of Loan is specified in any such notice, all such Loans shall be Alternate Base Loans. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then an Interest Period of one (1) month's duration shall be deemed to have been selected; provided, however, that no such Interest Period may be for more than one (1) month for the period commencing on the Closing Date and ending on the earlier to occur of (x) the 120th day following the Closing Date and (y) the completion to the satisfaction of The Chase Manhattan Bank the Syndication Agent of the syndication of its portion of the Total Revolving Credit Commitment and the Loans and other Credits thereunder. The Administrative Agent shall promptly advise the Lenders of any notice given pursuant to this Section 2.03 and of each Lender's portion of the requested borrowing.

Notice of Loans. The Borrowers shall, through a Responsible Officer of any of the Borrowers, give the Administrative Agent irrevocable written, telex or facsimile or telephonic notice (promptly confirmed by written or facsimile noticein writing) of each borrowing (including, without limitation, a conversion or continuation as permitted by Section 2.02(e) hereof) not later than 11:00 9:00 A.M., New York City Los Angeles, California time, (i) three (3) Business Days before a proposed Eurodollar Loan borrowing or conversion or continuation and (ii) one Business Day before on the day of an Alternate Base Loan borrowing or conversion (except that no such confirmation or notice as required by (ii) above will be required, unless requested by the Agent, to the extent that the proceeds of such borrowing are requested to be disbursed to Borrowers' controlled disbursement account maintained with the Agent)conversion. Such notice shall be in the form of Exhibit 0 annexed hereto and which shall specify (w) whether the Loans then being requested are to be Alternate Base Loans or Eurodollar Loans, it being agreed that all Loans made on the Closing Date shall be Alternate Base Loans, (x) the date of such borrowing (which shall be a Business Day) and amount thereof and thereof, (y) if such Loans are to be Eurodollar Loans, the Interest Period with respect theretothereto and (z) that (A) the Borrowers have concurrently given notice under the 1999 Credit Agreement of a borrowing which is pro rata (based on the aggregate of the Total Revolving Credit Commitment under this Agreement and the "Total Revolving Credit Commitment" under the 1999 Credit Agreement) and (B) the allocation of such borrowing between this Agreement and the 1999 Credit Agreement. If no election as to the type of Loan is specified in any such notice, all such Loans shall be Alternate Base Loans. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then an Interest Period of one (1) month's duration shall be deemed to have been selected; provided, however, that no such Interest Period may be for more than one month for the period commencing on the Closing Date and ending on the earlier to occur of (x) the 120th day following the Closing Date and (y) the completion to the satisfaction of The Chase Manhattan Bank of the syndication of its portion of the Total Commitment and the Loans and other Credits thereunder. The Administrative Agent shall promptly advise the Lenders of any notice given pursuant to this Section 2.03 and of each Lender's portion of the requested borrowing. In addition, the Borrowers shall specify whether the requested Loan is for a Permitted Acquisition, Capital Expenditures (in which case the Borrowers shall certify that such advance is not in violation of Section 7.07 hereof), or for other requirements of the Borrowers; PROVIDED, HOWEVER, that no requested borrowing may be for a Permitted Acquisition or a Permitted De Novo Capital Expenditure unless and until the aggregate of the Total Revolving Credit Commitment under this Agreement and the "Total Revolving Credit Commitment" under the 1999 Credit Agreement shall have been increased to $120,000,000; PROVIDED, FURTHER, that no such requested borrowing for a Permitted Acquisition or a Permitted De Novo Capital Expenditure shall, when taken together with all other borrowings for Permitted Acquisitions and Permitted De Novo Capital Expenditures made hereunder and under the 1999 Credit Agreement since the Closing Date, exceed $5,000,000.

Notice of Loans. The Borrowers shall, through a Responsible Officer of any of the Borrowers, give the Administrative Agent irrevocable written, telex or facsimile or telephonic notice (promptly confirmed by written or facsimile noticein writing) of each borrowing (including, without limitation, a conversion or continuation as permitted by Section 2.02(e) hereof) not later than 11:00 9:00 A.M., New York City Los Angeles, California time, (i) three (3) Business Days before a proposed Eurodollar Loan borrowing or conversion or continuation and (ii) one Business Day before on the day of an Alternate Base Loan borrowing or conversion (except that no such confirmation or notice as required by (ii) above will be required, unless requested by the Agent, to the extent that the proceeds of such borrowing are requested to be disbursed to Borrowers' controlled disbursement account maintained with the Agent)conversion. Such notice shall specify (w) whether the Loans then being requested are to be Alternate Base Loans or Eurodollar Loans, it being agreed that all Loans made on the Closing Date shall be Alternate Base Loans, (x) the date of such borrowing (which shall be a Business Day) and amount thereof and (y) if such Loans are to be Eurodollar Loans, the Interest Period with respect thereto. If no election as to the type of Loan is specified in any such notice, all such Loans shall be Alternate Base Loans. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then an Interest Period of one (1) month's duration shall be deemed to have been selected; providedPROVIDED, howeverHOWEVER, that no such Interest Period may be for more than one (1) month for the period commencing on the Closing Date and ending on the earlier to occur of (x) the 120th day following the Closing Date and (y) the completion to the satisfaction of The Chase Manhattan Bank the Syndication Agent of the syndication of its portion of the Total Revolving Credit Commitment and the Loans and other Credits thereunder. The Administrative Agent shall promptly advise the Lenders of any notice given pursuant to this Section 2.03 and of each Lender's portion of the requested borrowing. In addition, the Borrowers shall specify whether the requested Loan is for a Permitted Acquisition, Capital Expenditures (in which case the Borrowers shall certify that such advance is not in violation of Section 7.07 hereof), or for other requirements of the Borrowers.

Notice of Loans. The Borrowers Borrower shall, through a Responsible Officer of any of the BorrowersBorrower, give the Agent irrevocable written, facsimile or telephonic notice (promptly confirmed by written or facsimile notice) of each borrowing (including, without limitation, a conversion or continuation as permitted by Section 2.02(e) hereof) not later than 11:00 A.M.a.m., New York City time, (i) three (3) Business Days before a proposed Eurodollar Loan borrowing or conversion or continuation and (ii) one Business Day before an Alternate Base Loan borrowing or conversion or continuation (except that no such confirmation or notice as required by (ii) above will be required, unless requested by the Agent, to the extent that the proceeds of such borrowing are requested to be disbursed to Borrowers' Borrower's controlled disbursement account maintained with the Agent). Such notice shall specify (w) whether the Loans then being requested are to be Alternate Base Loans or Eurodollar Loans, it being agreed that all Loans made on the Closing Date shall be Alternate Base Loans, (x) the date of such borrowing (which shall be a Business Day) and amount thereof and (y) if such Loans are to be Eurodollar Loans, the Interest Period with respect thereto. If no election as to the type of Loan is specified in any such notice, all such Loans shall be Alternate Base Loans. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then an Interest Period of one month's duration shall be deemed to have been selected; provided, however, that no such Interest Period may be for more than one month for the period commencing on the Closing Date and ending on the earlier to occur of (x) the 120th day following the Closing Date and (y) the completion to the satisfaction of The Chase Manhattan Bank of the syndication of its portion of the Total Commitment and the Loans and other Credits thereunder. The Agent shall promptly advise the Lenders of any notice given pursuant to this Section 2.03 and of each Lender's portion of the requested borrowing.

Notice of Loans. The Borrowers shall, through a Responsible Officer of any of the Borrowers, give the Agent irrevocable written, facsimile or telephonic notice (promptly confirmed by written or facsimile notice) of each borrowing (including, without limitation, a conversion or continuation as permitted by Section 2.02(e) hereof) not later than 11:00 A.M., New York City time, (i) three (3) Business Days before a proposed Eurodollar Loan borrowing or conversion or continuation and (ii) one on the same Business Day before with respect to an Alternate Base Loan borrowing or conversion (except that no such confirmation or notice as required by (ii) above will be required, unless requested by the Agent, to the extent that the proceeds of such borrowing are requested to be disbursed to the Borrowers' controlled disbursement account maintained with the Agent). Such notice shall specify (w) whether the Loans then being requested are to be Term Loans or Revolving Credit Loans and whether they are to be Alternate Base Loans or Eurodollar Loans, (x) the date of such borrowing (which shall be a Business Day) and amount thereof and (y) if such Loans are to be Eurodollar Loans, the Interest Period with respect thereto. If no election as to the type of Loan is specified in any such notice, all such Loans shall be Alternate Base Loans. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then an Interest Period of one month's three (3) months' duration shall be deemed to have been selected; provided, however, that no such Interest Period may be for more than one month for the period commencing on the Closing Date and ending on the earlier to occur of (x) the 120th day following the Closing Date and (y) the completion to the satisfaction of The Chase Manhattan Bank of the syndication of its portion of the Total Commitment and the Loans and other Credits thereunder. The Agent shall promptly advise the Lenders of any notice given pursuant to this Section 2.03 and of each Lender's portion of the requested borrowing.