> LOANS. THE UNPAID PRINCIPAL BALANCE OF THE SWINGLINE LOANS SHALL NOT AT ANY
> ONE TIME BE IN EXCESS OF THE SWINGLINE LOAN CEILING (WHICH SWINGLINE LOAN
> CEILING IS SUBJECT TO AMENDMENT FROM TIME TO TIME, BY REASONABLE ADVANCE
> NOTICE BY THE AGENT TO THE LEAD BORROWER).
>
>
> (B)
THE AGGREGATE UNPAID PRINCIPAL BALANCE OF SWINGLINE LOANS SHALL BEAR
> INTEREST AT THE RATE APPLICABLE TO BASE MARGIN LOANS AND SHALL BE REPAYABLE AS
> A REVOLVING CREDIT LOAN UNDER THE REVOLVING CREDIT.
>
>
> (C)
THE BORROWER'S OBLIGATION TO REPAY SWINGLINE LOANS MAY BE EVIDENCED BY
> A NOTE IN THE FORM OF EXHIBIT 2.7 ("SWINGLINE NOTE"), EXECUTED BY THE
> BORROWERS AND PAYABLE TO THE AGENT.
NEITHER THE ORIGINAL NOR A COPY OF THE
> SWINGLINE NOTE SHALL BE REQUIRED
TO ESTABLISH OR PROVE ANY LIABILITY.
UPON
> THE LEAD BORROWER BEING PROVIDED WITH AN AFFIDAVIT (WHICH SHALL INCLUDE AN
> INDEMNITY REASONABLY SATISFACTORY TO THE LEAD BORROWER) FROM THE AGENT TO THE
> EFFECT THAT THE SWINGLINE NOTE HAS BEEN LOST, MUTILATED, OR DESTROYED, THE
> BORROWERS SHALL EXECUTE AND DELIVER A REPLACEMENT OF ANY SWINGLINE NOTE TO THE
> AGENT.
>
>
> (D)
FOR ALL PURPOSES OF THIS LOAN AGREEMENT, THE SWINGLINE LOANS AND THE
> BORROWER'S OBLIGATIONS TO THE AGENT CONSTITUTE REVOLVING CREDIT LOANS AND ARE
> SECURED AS "LIABILITIES".
>
>
> (E)
SWINGLINE LOANS MAY BE SUBJECT TO PERIODIC SETTLEMENT WITH THE LENDERS.
2.8
THE LOAN ACCOUNT.
> (A)
AN ACCOUNT ("LOAN ACCOUNT") SHALL BE OPENED ON THE BOOKS OF THE AGENT
> IN WHICH A RECORD SHALL BE KEPT OF ALL LOANS AND ADVANCES MADE UNDER THE
> REVOLVING CREDIT.
>
>
> (B)
THE AGENT MAY ALSO KEEP A RECORD (EITHER IN THE LOAN ACCOUNT OR
> ELSEWHERE, AS THE AGENT MAY FROM TIME TO TIME ELECT) OF ALL INTEREST, FEES,
> SERVICE CHARGES, COSTS, EXPENSES, AND OTHER DEBITS OWED TO THE AGENT AND THE
> LENDER ON ACCOUNT OF THE LIABILITIES AND OF ALL CREDITS AGAINST SUCH AMOUNTS
> SO OWED.
>
>
> (C)
ALL CREDITS AGAINST THE LIABILITIES SHALL BE CONDITIONAL UPON RECEIPT
> OF FINAL PAYMENT TO THE AGENT AND THE LENDERS OF THE ITEMS GIVING RISE TO SUCH
> CREDITS.
THE AMOUNT OF ANY ITEM CREDITED AGAINST THE LIABILITIES WHICH IS
> CHARGED BACK AGAINST THE AGENT OR THE LENDERS FOR ANY REASON OR IS NOT SO PAID
> SHALL BE A LIABILITY AND SHALL BE ADDED TO THE LOAN ACCOUNT, WHETHER OR NOT
> THE ITEM SO CHARGED BACK OR NOT SO PAID IS RETURNED.
>
>
> (D)
EXCEPT AS OTHERWISE PROVIDED HEREIN, ALL FEES, SERVICE CHARGES, COSTS,
> AND EXPENSES FOR WHICH THE BORROWERS ARE OBLIGATED HEREUNDER ARE PAYABLE ON
> DEMAND.
IN THE DETERMINATION OF AVAILABILITY, THE AGENT MAY DEEM FEES,
> SERVICE CHARGES, ACCRUED INTEREST (EXCEPT FOR INTEREST CHARGED ON INDEX LOANS,
> WHICH, ABSENT THE OCCURRENCE OF AN EVENT OF DEFAULT, SHALL BE