Kodak 2011 Annual Report Download - page 187

Bankruptcy Court in the Final Order and the full amount authorized by the Bankruptcy Court in the Interim Order. Term Loans prepaid or repaid may not
be reborrowed.
SECTION 2.02. Making the Loans . (a) Except as otherwise provided in Section 2.03(c) , each Borrowing shall be made on notice,
given not later than (x) 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing in the case of a Borrowing
consisting of Eurodollar Rate Loans or (y) 11:00 A.M. (New York City time) on the date of the proposed Borrowing in the case of a Borrowing consisting
of Base Rate Loans, by the applicable Borrower to the Agent, which shall give to each applicable Lender prompt notice thereof by telecopier or any other
electronic means agreed to by the Agent. Each such notice of a Borrowing (a “ Notice of Borrowing ”) shall be by telephone, confirmed promptly in
writing, or by telecopier (or any other electronic means agreed to by the Agent), in substantially the form of Exhibit B hereto, specifying therein the
requested (i) date of such Borrowing, (ii) whether such Borrowing is a US Revolving Borrowing, a Canadian Revolving Borrowing or a Term Borrowing,
(iii) Type of Loans comprising such Borrowing, (iv) aggregate amount of such Borrowing and (v) in the case of a Borrowing consisting of Eurodollar Rate
Loans, the initial Interest Period for each such Loan. Each applicable Lender shall, before 1:00 P.M. (New York City time) on the date of such Borrowing
make available for the account of its Applicable Lending Office to the Agent at the Agent’s Account, in same day funds, such Lender’s Ratable Share of
such Borrowing. After the Agent’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III , the Agent will make
such funds available to the applicable Borrower at the Agent’s address referred to in Section 8.02(a) .
(b) Anything in subsection (a) above to the contrary notwithstanding, (i)
the Borrowers may not select Eurodollar Rate Loans for any
Borrowing if the aggregate amount of such Borrowing is less than $10,000,000 (or $5,000,000, in the case of Canadian Revolving Borrowings) or if the
obligation of the Lenders to make Eurodollar Rate Loans shall then be suspended pursuant to Section 2.08 or 2.12 and (ii) the Eurodollar Rate Loans may
not be outstanding as part of more than eighteen separate Borrowings.
(c) Each Notice of Borrowing shall be irrevocable and binding on the Borrower delivering such notice. In the case of any Borrowing
that the related Notice of Borrowing specifies is to be comprised of Eurodollar Rate Loans, the applicable Borrower shall indemnify each applicable Lender
against any loss, cost or expense incurred by such Lender as a result of any failure of such Borrower to fulfill on or before the date specified in such Notice
of Borrowing for such Borrowing the applicable conditions set forth in Article III , including, without limitation, any loss (excluding loss of anticipated
profits), cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund the Loan to be
made by such Lender as part of such Borrowing when such Loan, as a result of such failure, is not made on such date.
(d) Unless the Agent shall have received notice from a Lender prior to the time of any Borrowing that such Lender will not make
available to the Agent such Lender’s ratable portion of such Borrowing, the Agent may assume that such Lender has made such portion available to the
Agent on the date of such Borrowing in accordance with subsection (a) of this Section 2.02 , as applicable, and the Agent may, in reliance upon such
assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made
such ratable portion available to the Agent, such Lender and the applicable Borrower severally agree to repay to the Agent forthwith on demand such
corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount
is repaid to the Agent, at (i) in the case of a Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of
such Lender, the Federal Funds Rate. If such Lender shall repay to the Agent such corresponding amount, such amount so repaid shall constitute such
Lender’s Loan as part of such Borrowing for purposes of this Agreement.
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