THAT CALENDAR MONTH (IF THERE IS
ONE) OR THE PRECEDING BUSINESS DAY (IF THERE IS NOT).
ARTICLE II
THE C LOAN
SECTION 2.01.
THE C LOAN.
SUBJECT TO THE PROVISIONS OF THIS AGREEMENT, IFC
AGREES TO LEND, AND THE BORROWER AGREES TO BORROW, THE C LOAN CONSISTING OF
FIFTEEN MILLION FIVE HUNDRED THOUSAND DOLLARS ($15,500,000).
SECTION 2.02.
DISBURSEMENT PROCEDURE.
(A) THE BORROWER MAY REQUEST THE
DISBURSEMENT BY DELIVERING TO IFC, AT LEAST FIVE (5) BUSINESS DAYS PRIOR TO THE
PROPOSED DATE OF DISBURSEMENT, A DISBURSEMENT REQUEST SUBSTANTIALLY IN THE FORM
OF EXHIBIT B.
(B)
THE DISBURSEMENT SHALL BE MADE BY IFC AT A BANK IN HOUSTON, TEXAS
OR ANY OTHER PLACE ACCEPTABLE TO IFC, ALL AS SPECIFIED BY THE BORROWER IN THE
DISBURSEMENT REQUEST.
(C)
THE BORROWER SHALL DELIVER TO IFC A RECEIPT, SUBSTANTIALLY IN THE
FORM OF EXHIBIT C, WITHIN FIVE (5) BUSINESS DAYS FOLLOWING THE DISBURSEMENT.
SECTION 2.03.
INTEREST.
SUBJECT TO THE PROVISIONS OF SECTION 2.05 (DEFAULT
RATE INTEREST), THE BORROWER SHALL PAY INTEREST ON THE C LOAN IN ACCORDANCE WITH
THIS SECTION 2.03:
(A)
DURING EACH INTEREST PERIOD, THE C LOAN SHALL BEAR INTEREST AT THE
APPLICABLE INTEREST RATE FOR THAT INTEREST PERIOD.
(B)
INTEREST ON THE C LOAN SHALL ACCRUE FROM DAY TO DAY, BE PRORATED
ON THE BASIS OF A 360-DAY YEAR FOR THE ACTUAL NUMBER OF DAYS IN THE RELEVANT
INTEREST PERIOD AND BE PAYABLE IN ARREARS ON THE INTEREST PAYMENT DATE
IMMEDIATELY FOLLOWING THE END OF THAT INTEREST PERIOD; PROVIDED THAT IN THE
EVENT THE DISBURSEMENT IS MADE LESS THAN FIFTEEN (15) DAYS BEFORE AN INTEREST
PAYMENT DATE, INTEREST ON THE C LOAN SHALL BE PAYABLE COMMENCING ON THE SECOND
INTEREST PAYMENT DATE FOLLOWING THE DATE OF THE DISBURSEMENT.
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(C)
SUBJECT TO SECTION 2.04 (CHANGE IN INTEREST PERIOD), THE INTEREST
RATE FOR ANY INTEREST PERIOD SHALL BE THE RATE WHICH IS THE SUM OF:
(I)
THE RELEVANT SPREAD; AND
(II)
LIBOR ON THE INTEREST DETERMINATION DATE
FOR THAT INTEREST PERIOD FOR SIX (6) MONTHS (OR, IN THE CASE OF THE FIRST
INTEREST PERIOD, FOR ONE (1) MONTH, TWO (2) MONTHS, THREE (3) MONTHS OR SIX (6)
MONTHS, WHICHEVER PERIOD IS CLOSEST TO THE DURATION OF THE RELEVANT INTEREST
PERIOD (OR, IF TWO PERIODS ARE EQUALLY CLOSE, THE LONGER ONE)) ROUNDED UPWARD TO
THE NEAREST THREE DECIMAL PLACES.
(D)
IF, FOR ANY INTEREST PERIOD, IFC CANNOT DETERMINE LIBOR BY
REFERENCE TO THE REUTERS SERVICE OR ANY OTHER SERVICE THAT DISPLAYS BBA RATES,
IFC SHALL NOTIFY THE BORROWER AND SHALL INSTEAD DETERMINE LIBOR:
(I)
ON THE SECOND BUSINESS DAY BEFORE THE
BEGINNING OF THE RELEVANT INTEREST PERIOD BY CALCULATING THE ARITHMETIC MEAN
(ROUNDED UPWARD TO THE NEAREST THREE DECIMAL PLACES) OF THE OFFERED RATES
ADVISED TO IFC ON OR AROUND 11:00 A.M., LONDON TIME, FOR DEPOSITS IN THE LOAN
CURRENCY AND OTHERWISE IN ACCORDANCE WITH SECTION 2.03 (C) (II), BY ANY FOUR (4)
MAJOR BANKS ACTIVE IN THE LOAN CURRENCY IN THE LONDON INTERBANK MARKET, SELECTED
BY IFC; PROVIDED THAT IF LESS THAN