Supercuts 2008 Annual Report Download - page 203

other time as the Swing Line Lender and the Company may agree)) with a copy to the Administrative Agent specifying the amount of the
requested Swing Line Loan, which shall be in a minimum amount of $250,000 and an integral multiple of (x) if denominated in Dollars,
$250,000, or (y) if denominated in an Offshore Currency, 250,000 units of such currency. The proceeds of the Swing Line Loan will be made
available by the Swing Line Lender to the Company in immediately available funds at the office of the Swing Line Lender by 4:00 p.m. on the
requested date of borrowing. The Company may, at any time and from time to time on any Business Day, prepay the Swing Line Loans, in
whole or in part, without premium or penalty, by notifying the Swing Line Lender, prior to 3:00 p.m. (A) in the case of a Swing Line Loan
denominated in Dollars, on the date of prepayment, and (B) in the case of a Swing Line Loan denominated in an Offshore Currency, three
Business Days prior to the date of prepayment, of the date, amount and currency of prepayment, with a copy to the Administrative Agent. If any
such notice is given, the amount specified in such notice shall be due and payable on the date specified therein. Partial prepayments shall be in a
minimum amount of $250,000 and an integral multiple of (1) if denominated in Dollars, $250,000, and (2) if denominated in an Offshore
Currency, 250,000 units of such currency.
(c) If any Swing Line Loan shall remain outstanding at 11:00 a.m. on the earlier of (i) the 15
th
day following the date of such Swing Line
Loan and (ii) the last day of a calendar month following the date of such Swing Line Loan (so long as such day is at least two Business Days
after such Swingline Loan is made), and if by such time on such earlier day the Administrative Agent shall have received neither (x) a Notice of
Borrowing delivered by the Company pursuant to Section 2.03 requesting that Revolving Loans be made pursuant to Section 2.01 on the
immediately succeeding Business Day in an amount at least equal to the principal amount of such Swing Line Loan nor (y) any other notice
satisfactory to the Administrative Agent indicating the Company's intent to repay such Swing Line Loan on or before the immediately
succeeding Business Day with funds obtained from other sources, then on such Business Day the Swing Line Lender shall (and on any Business
Day the Swing Line Lender in its sole discretion may), on behalf of the Company (which hereby irrevocably directs the Swing Line Lender to
act on its behalf) request the Administrative Agent to notify each Lender to make a Revolving Loan that is (A) in an amount equal to such
Lender's Pro Rata Share of the amount of such Swing Line Loan and (B) denominated in the Applicable Currency of such Swing Line Loan;
provided
that, if such Swing Line Loan is denominated in an Additional Offshore Currency for which a Borrowing of Revolving Loans would be
unavailable pursuant to Section 2.06(c) , such Swing Line Loan shall be redenominated in Dollars on the basis of the Spot Rate prior to the
making of such Revolving Loans by the Lenders. Unless any of the events described in subsection 9.01(f) or (g) shall have occurred with respect
to the Company (in which event the procedures of clause (e) of this Section 2.05 shall apply) each Lender shall make the proceeds of its
Revolving Loan available to the Administrative Agent for the account of the Swing Line Lender at the Administrative Agent's Payment Office in
immediately available funds prior to 1:00 p.m. on the Business Day next succeeding the date such notice is given. The proceeds of such
Revolving Loans shall be immediately applied to repay the outstanding Swing Line Loans. Effective on the day such Revolving Loans are made,
the portion of the Swing Line Loans so paid shall no longer be outstanding as Swing Line Loans. The Company shall pay to the Swing Line
Lender in the Applicable Currency, promptly following the Swing Line Lender's demand, the amount of its outstanding Swing Line Loans to the
extent amounts received from the Lenders are not sufficient to repay in full such outstanding Swing Line Loans.
(d) Notwithstanding anything herein to the contrary, the Swing Line Lender (i) shall not be obligated to make any Swing Line Loan if the
conditions set forth in Article V have not been satisfied and (ii) shall not make any requested Swing Line Loan if, prior to 3:00 p.m. on the date
of such requested Swing Line Loan, it has received a written notice from the Administrative Agent or any Lender directing it not to make further
Swing Line Loans because one or more of the conditions specified in Article V are not then satisfied.
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