Nautilus 2005 Annual Report Download - page 101

of this Agreement shall apply to the Existing Letters of Credit, superseding any other agreement theretofore applicable to them to the
extent inconsistent with the terms hereof (including but not limited to the fees payable under subsection (iii) above). Notwithstanding
anything to the contrary in any reimbursement agreement applicable to the Existing Letters of Credit, the fees payable in connection with
each Existing Letter of Credit shall accrue from the Closing Date at the rate provided in Section 2.2(b)(iii) hereof, and shall be shared
with the Lenders in accordance with subsection (iii) above.
(c) Swing Loans .
(i) Generally . Subject to the terms and conditions of this Agreement, during the Commitment Period, the Swing Line Lender shall
make a Swing Loan or Swing Loans to Borrower in such amount or amounts as Borrower, through an Authorized Officer, may from time
to time request; provided that Borrower shall not request any Swing Loan if, after giving effect thereto, (A) the Revolving Credit
Exposure would exceed the Total Commitment Amount, or (B) the Swing Line Exposure would exceed the Swing Line Commitment.
Such request shall be made in accordance with Section 2.5 hereof. At the time of such request, Agent shall provide a quote for the
proposed interest rate for the requested Swing Loan. Upon agreement by Borrower (which may be verbal), Agent shall make the Swing
Loan. Each Swing Loan shall be due and payable on the Swing Loan Maturity Date applicable thereto. Borrower shall not request that
more than two Swing Loans be outstanding at any time.
(ii) Refunding of Swing Loans . If the Swing Line Lender so elects, by giving notice to Borrower and the Lenders, Borrower agrees
that the Swing Line Lender shall have the right, in its sole discretion, to require that any Swing Loan be refinanced as a Revolving Loan.
Such Revolving Loan shall be a Base Rate Loan unless otherwise requested by and available to Borrower hereunder. Upon receipt of
such notice by Borrower and the Lenders, Borrower shall be deemed, on such day, to have requested a Revolving Loan in the principal
amount of the Swing Loan in accordance with Sections 2.2(a) and 2.5 hereof (other than the requirement set forth in Section 2.5(d)
hereof). Such Revolving Loan shall be evidenced by the Revolving Credit Notes (or, if a Lender has not requested a Revolving Credit
Note, by the records of Agent and such Lender). Each Lender agrees to make a Revolving Loan on the date of such notice, subject to no
conditions precedent whatsoever. Each Lender acknowledges and agrees that such Lender’s obligation to make a Revolving Loan
pursuant to Section 2.2(a) hereof when required by this Section 2.2(c)(ii) is absolute and unconditional and shall not be affected by any
circumstance whatsoever, including, without limitation, the occurrence and continuance of a Default or Event of Default, and that its
payment to Agent, for the account of the Swing Line Lender, of the proceeds of such Revolving Loan shall be made without any offset,
abatement, recoupment, counterclaim, withholding or reduction whatsoever and whether or not such Lender’s Revolving Credit
Commitment shall have been reduced or terminated. Borrower irrevocably authorizes and instructs Agent to apply the proceeds of any
borrowing pursuant to this Section 2.2(c)(ii) to repay in full such Swing Loan. Each Lender is hereby authorized to record on its records
relating to its Revolving Credit Note (or, if such Lender has not requested a Revolving Credit Note, its records relating to Revolving
Loans) such Lender’s pro rata share of the amounts paid to refund such Swing Loan.
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