Arrow Electronics 2013 Annual Report Download - page 126

Specified Borrowers may accept bids from Banks from time to time for Competitive Advance Loans, and borrow and repay Competitive
Advance Loans, all in accordance with the terms and conditions hereof; provided, that no Competitive Advance Loan shall be made if, after
giving effect to the making of such Loan and the simultaneous application of the proceeds thereof, (i) the aggregate amount of the Exposure
of all the Banks would exceed the aggregate amount of the Revolving Commitments, or (ii) the aggregate amount of the Foreign Currency
Exposure in respect of any Currency would exceed the Foreign Currency Exposure Sublimit for such Currency. Subject to the foregoing,
any Bank may, in its sole discretion, make Competitive Advance Loans in an aggregate outstanding amount exceeding the amount of such
Bank’s Revolving Commitment.
(b) The Competitive Advance Loans may be made in Dollars or any Available Foreign Currency, as agreed between the
Specified Borrower and Bank in respect thereof at the time such Competitive Advance Loan is made.
3.2 Procedure for Competitive Advance Loan Borrowing .
(a) Any Specified Borrower may request Competitive Advance Loans by delivering a Competitive Advance Loan Request.
The Administrative Agent shall notify each Bank promptly by facsimile transmission of the contents of each Competitive Advance Loan
Request received by the Administrative Agent. Each Bank may elect, in its sole discretion, to offer irrevocably to make one or more
Competitive Advance Loans to the Specified Borrower by delivering a Competitive Advance Loan Offer to the Administrative Agent.
(b) Before the acceptance time set forth in the applicable Competitive Advance Loan Request, the Specified Borrower, in its
absolute discretion, shall:
(i) cancel such Competitive Advance Loan Request by giving the Administrative Agent telephone notice to that
effect, or
(ii) by giving telephone notice to the Administrative Agent immediately confirmed in writing or by facsimile
transmission, subject to the provisions of subsection 3.2(c), accept one or more of the offers made by any Bank or Banks pursuant
to subsection 3.2(a) of the amount of Competitive Advance Loans for each relevant maturity date and reject any remaining offers
made by Banks pursuant to subsection 3.2(a).
(c) The Specified Borrower’s acceptance of Competitive Advance Loans in response to any Competitive Advance Loan
Request shall be subject to the following limitations:
(i) The amount of Competitive Advance Loans accepted for each maturity date specified by any Bank in its
Competitive Advance Loan Offer shall not exceed the maximum amount for such maturity date specified in such Competitive
Advance Loan Offer;
(ii) the aggregate amount of Competitive Advance Loans accepted for all maturity dates specified by any Bank in
its Competitive Advance Loan Offer shall not exceed the aggregate maximum amount specified in such Competitive Advance Loan
Offer for all such maturity dates;
(iii) the Specified Borrower may not accept offers for Competitive Advance Loans for any maturity date in an
aggregate principal amount in excess of the maximum principal amount requested in the related Competitive Advance Loan Request;
and
(iv) if the Specified Borrower accepts any of such offers, it must accept offers based solely upon pricing for
such relevant maturity date and upon no other criteria whatsoever and if two or more Banks submit offers for any maturity date at
identical pricing and the Specified Borrower accepts any of such offers but does not wish to (or by reason of the limitations set
forth in subsection 3.2(c)(iii) cannot) borrow the total amount offered by such Banks with such identical pricing, the
Administrative