Commitment and for such existing Lender increasing its Revolving Commitment
provided, however, that:
(I)
IMMEDIATELY AFTER GIVING EFFECT THERETO, THE AGGREGATE REVOLVING
COMMITMENTS SHALL NOT HAVE BEEN INCREASED PURSUANT TO THIS SUBSECTION (D) TO AN
AMOUNT GREATER THAN THE SUM OF (X) $150,000,000 PLUS (Y) THE AMOUNT OF THE
REVOLVING COMMITMENT OF EACH LENDER THAT BECOMES A DEFAULTING LENDER;
(II)
EACH SUCH INCREASE SHALL BE IN AN AMOUNT NOT LESS THAN $5,000,000
OR SUCH AMOUNT PLUS AN INTEGRAL MULTIPLE OF $1,000,000;
(III)
THE REVOLVING COMMITMENTS SHALL NOT BE INCREASED ON MORE THAN
THREE OCCASIONS;
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(IV)
THE ADMINISTRATIVE AGENT SHALL HAVE RECEIVED DOCUMENTS (INCLUDING,
WITHOUT LIMITATION, ONE OR MORE OPINIONS OF COUNSEL) CONSISTENT WITH THOSE
DELIVERED ON THE EFFECTIVE DATE AS TO THE CORPORATE POWER AND AUTHORITY OF THE
BORROWER TO BORROW HEREUNDER AFTER GIVING EFFECT TO SUCH INCREASE;
(V)
IF REVOLVING LOANS SHALL BE OUTSTANDING IMMEDIATELY AFTER GIVING
EFFECT TO SUCH INCREASE, THE LENDERS SHALL, UPON THE ACCEPTANCE OF THE INCREASE
REQUEST BY, AND AT THE DIRECTION OF, THE ADMINISTRATIVE AGENT, MAKE APPROPRIATE
ADJUSTMENTS AMONG THEMSELVES SO THAT THE AMOUNT OF THE REVOLVING LOANS
OUTSTANDING TO THE BORROWER FROM ANY OF THE LENDERS UNDER THIS AGREEMENT ARE
ALLOCATED AMONG THE LENDERS ACCORDING TO THEIR COMMITMENT PERCENTAGES AFTER
GIVING EFFECT TO THE INCREASE IN THE AGGREGATE REVOLVING COMMITMENTS (IT BEING
UNDERSTOOD AND AGREED THAT ANY REALLOCATION MADE PURSUANT TO THIS CLAUSE
(V) SHALL REQUIRE THE BORROWER TO MAKE PAYMENT PURSUANT TO SECTION 3.06 WITH
RESPECT TO ANY AFFECTED EURODOLLAR LOANS); AND
(VI)
EACH SUCH ELIGIBLE ASSIGNEE SHALL HAVE DELIVERED TO THE
ADMINISTRATIVE AGENT AND THE BORROWER AN ADMINISTRATIVE QUESTIONNAIRE AND ALL
FORMS, IF ANY, THAT ARE REQUIRED TO BE DELIVERED BY SUCH ELIGIBLE ASSIGNEE
PURSUANT TO SECTION 3.07(E).
Section 2.06
Repayment of Revolving Loans; Evidence
of Debt
(A)
THE BORROWER HEREBY UNCONDITIONALLY PROMISES TO PAY TO THE
ADMINISTRATIVE AGENT FOR THE ACCOUNT OF EACH LENDER THE THEN UNPAID PRINCIPAL
AMOUNT OF EACH REVOLVING LOAN ON THE COMMITMENT TERMINATION DATE.
(B)
EACH LENDER SHALL MAINTAIN IN ACCORDANCE WITH ITS USUAL PRACTICE
AN ACCOUNT OR ACCOUNTS EVIDENCING THE INDEBTEDNESS OF THE BORROWER TO SUCH
LENDER RESULTING FROM EACH REVOLVING LOAN MADE BY SUCH LENDER, INCLUDING THE
AMOUNTS OF PRINCIPAL AND INTEREST PAYABLE AND PAID TO SUCH LENDER FROM TIME TO
TIME HEREUNDER.
(C)
THE ADMINISTRATIVE AGENT SHALL MAINTAIN ACCOUNTS IN WHICH IT SHALL
RECORD (I) THE AMOUNT OF EACH REVOLVING LOAN MADE HEREUNDER, THE TYPE THEREOF
AND, IF APPLICABLE, THE INTEREST PERIOD APPLICABLE THERETO, (II) THE AMOUNT OF
ANY PRINCIPAL OR INTEREST DUE AND PAYABLE OR TO BECOME DUE AND PAYABLE FROM THE
BORROWER TO EACH LENDER HEREUNDER, AND (III) THE AMOUNT OF ANY SUM RECEIVED BY
THE ADMINISTRATIVE AGENT HEREUNDER FOR THE ACCOUNT OF THE LENDERS AND EACH
LENDER'S SHARE THEREOF.
(D)
THE ENTRIES MADE IN THE ACCOUNTS MAINTAINED PURSUANT TO
PARAGRAPH (B) OR (C) OF THIS SECTION SHALL, TO THE EXTENT NOT INCONSISTENT WITH
ANY ENTRIES MADE IN ANY NOTE, BE PRIMA FACIE EVIDENCE OF THE EXISTENCE AND
AMOUNTS