ONLY BE DELIVERED TO
LENDERS WHICH AT ANY TIME SPECIFICALLY REQUEST THE DELIVERY OF SUCH NOTES.
NO
FAILURE OF ANY LENDER TO REQUEST OR OBTAIN A NOTE EVIDENCING ITS LOANS TO THE
BORROWER SHALL AFFECT OR IN ANY MANNER IMPAIR THE OBLIGATIONS OF THE BORROWER TO
PAY THE LOANS (AND ALL RELATED OBLIGATIONS) INCURRED BY THE BORROWER WHICH WOULD
OTHERWISE BE EVIDENCED THEREBY IN ACCORDANCE WITH THE REQUIREMENTS OF THIS
AGREEMENT,
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AND SHALL NOT IN ANY WAY AFFECT THE SECURITY OR GUARANTIES THEREFOR PROVIDED
PURSUANT TO THE VARIOUS BRIDGE LOAN DOCUMENTS.
ANY LENDER WHICH DOES NOT HAVE A
NOTE EVIDENCING ITS OUTSTANDING LOANS SHALL IN NO EVENT BE REQUIRED TO MAKE THE
NOTATIONS OTHERWISE DESCRIBED IN PRECEDING CLAUSE (B).
AT ANY TIME WHEN ANY
LENDER REQUESTS THE DELIVERY OF A NOTE TO EVIDENCE ANY OF ITS LOANS, THE
BORROWER SHALL PROMPTLY EXECUTE AND DELIVER TO THE RESPECTIVE LENDER THE
REQUESTED NOTE IN THE APPROPRIATE AMOUNT OR AMOUNTS TO EVIDENCE SUCH LOANS.
2.06.
[Intentionally Omitted].
2.07.
Pro Rata Borrowings.
All Borrowings of Initial Loans under this
Agreement shall be incurred from the Lenders pro rata on the basis of their
Commitments.
It is understood that no Lender shall be responsible for any
default by any other Lender of its obligation to make Loans hereunder and that
each Lender shall be obligated to make the Loans provided to be made by it
hereunder, regardless of the failure of any other Lender to make its Loans
hereunder.
2.08.
Interest.
(a)
[Intentionally Omitted].
(B)
THE BORROWER AGREES TO PAY INTEREST (X) IN RESPECT OF THE UNPAID
PRINCIPAL AMOUNT OF EACH INITIAL LOAN FROM THE DATE OF BORROWING THEREOF UNTIL
THE MATURITY THEREOF (WHETHER BY ACCELERATION OR OTHERWISE) AT A RATE PER ANNUM
WHICH SHALL, DURING EACH INTEREST PERIOD, BE EQUAL TO THE SUM OF THE RELEVANT
SPREAD AS IN EFFECT FROM TIME TO TIME DURING SUCH INTEREST PERIOD PLUS THE
EURODOLLAR RATE FOR SUCH INTEREST PERIOD; PROVIDED THAT THE PER ANNUM INTEREST
RATE ON THE INITIAL LOANS SHALL NOT EXCEED THE CAP RATE; AND (Y) IN RESPECT OF
THE UNPAID PRINCIPAL AMOUNT OF EACH EXTENDED LOAN FROM THE INITIAL MATURITY DATE
UNTIL THE MATURITY THEREOF (WHETHER BY ACCELERATION OR OTHERWISE) AT A RATE PER
ANNUM WHICH SHALL BE EQUAL TO THE CAP RATE.
(C)
OVERDUE PRINCIPAL AND, TO THE EXTENT PERMITTED BY LAW, OVERDUE INTEREST
IN RESPECT OF EACH LOAN SHALL, IN EACH CASE, BEAR INTEREST AT A RATE PER ANNUM
EQUAL TO THE RATE WHICH IS 2% IN EXCESS OF THE RATE OTHERWISE THEN APPLICABLE TO
SUCH LOAN AND ALL OTHER OVERDUE AMOUNTS PAYABLE HEREUNDER.
WITHOUT LIMITING THE
FOREGOING, IF ANY INITIAL LOANS REMAIN OUTSTANDING AFTER THE INITIAL MATURITY
DATE (I.E., IF ONE OR MORE OF THE CONDITIONS TO CONVERSION INTO EXTENDED LOANS
SET FORTH IN SECTION 2.01(B) ARE NOT SATISFIED), SAME WILL AT ALL TIMES
THEREAFTER ACCRUE INTEREST AT THE RATE DESCRIBED IN THE IMMEDIATELY PRECEDING
SENTENCE.
INTEREST THAT ACCRUES UNDER THIS SECTION 2.08(C) SHALL BE PAYABLE ON
DEMAND.
(D)