LOANS, AND IN CONNECTION WITH SUCH MASTER ASSIGNMENT EACH
SUCH OTHER LENDER MAY TREAT THE ASSIGNMENT OF EURODOLLAR BORROWINGS AS A
PREPAYMENT OF SUCH EURODOLLAR BORROWINGS FOR PURPOSES OF SECTION 3.6; AND
(D)
EACH SUCH OTHER PERSON SHALL HAVE DELIVERED TO
THE ADMINISTRATIVE AGENT AND THE COMPANY ALL FORMS, IF ANY, THAT ARE REQUIRED TO
BE DELIVERED BY SUCH OTHER PERSON PURSUANT TO SECTION 3.7(C).
(E)
THE COMPANY SHALL NOTIFY THE ADMINISTRATIVE
AGENT OF ANY ELECTION TO TERMINATE OR REDUCE THE COMMITMENTS UNDER PARAGRAPH (B)
OF THIS SECTION AT LEAST THREE BUSINESS DAYS PRIOR TO THE EFFECTIVE DATE OF SUCH
TERMINATION OR REDUCTION, SPECIFYING SUCH ELECTION AND THE EFFECTIVE DATE
THEREOF. PROMPTLY FOLLOWING RECEIPT OF ANY NOTICE, THE ADMINISTRATIVE AGENT
SHALL ADVISE THE LENDERS OF THE CONTENTS THEREOF. EACH NOTICE DELIVERED BY THE
COMPANY PURSUANT TO THIS SECTION SHALL
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BE IRREVOCABLE, PROVIDED THAT A NOTICE OF TERMINATION OF THE COMMITMENTS
DELIVERED BY THE COMPANY MAY STATE THAT SUCH NOTICE IS CONDITIONED UPON THE
EFFECTIVENESS OF OTHER CREDIT FACILITIES, IN WHICH CASE SUCH NOTICE MAY BE
REVOKED BY THE COMPANY (BY NOTICE TO THE ADMINISTRATIVE AGENT ON OR PRIOR TO THE
SPECIFIED EFFECTIVE DATE) IF SUCH CONDITION IS NOT SATISFIED. EACH REDUCTION,
AND ANY TERMINATION, OF THE COMMITMENTS SHALL BE PERMANENT AND, EXCEPT AS
PROVIDED IN SECTION 2.8, EACH REDUCTION OF THE COMMITMENTS SHALL BE MADE RATABLY
AMONG THE LENDERS IN ACCORDANCE WITH THEIR RESPECTIVE COMMITMENTS.
SECTION 2.6
REPAYMENT OF LOANS; EVIDENCE OF
DEBT.
(A)
EACH BORROWER HEREBY UNCONDITIONALLY
PROMISES TO PAY TO THE ADMINISTRATIVE AGENT FOR THE ACCOUNT OF EACH LENDER THE
THEN UNPAID PRINCIPAL AMOUNT OF EACH LOAN MADE TO SUCH BORROWER ON THE MATURITY
DATE. THE AMOUNTS PAYABLE BY EACH BORROWER AT ANY TIME HEREUNDER AND UNDER THE
NOTES TO EACH LENDER SHALL BE A SEPARATE AND INDEPENDENT DEBT.
(B)
EACH LENDER SHALL MAINTAIN IN ACCORDANCE
WITH ITS USUAL PRACTICE AN ACCOUNT OR ACCOUNTS EVIDENCING THE DEBT OF EACH
BORROWER TO SUCH LENDER RESULTING FROM EACH LOAN MADE BY SUCH LENDER TO SUCH
BORROWER, 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 LOAN MADE HEREUNDER,
THE BORROWER THEREOF, THE TYPE THEREOF AND THE INTEREST PERIOD APPLICABLE
THERETO, (II) THE AMOUNT OF ANY PRINCIPAL OR INTEREST DUE AND PAYABLE OR TO
BECOME DUE AND PAYABLE FROM EACH BORROWER TO EACH LENDER HEREUNDER AND (III) THE
AMOUNT OF ANY SUM RECEIVED BY THE ADMINISTRATIVE AGENT HEREUNDER FROM EACH
BORROWER FOR THE ACCOUNT OF THE LENDERS AND EACH LENDER'S SHARE THEREOF.
(D)
THE ENTRIES MADE IN THE ACCOUNTS MAINTAINED
PURSUANT TO PARAGRAPHS (B) OR (C) OF THIS SECTION SHALL, TO THE EXTENT NOT
INCONSISTENT WITH ANY ENTRIES MADE IN THE NOTES, BE PRIMA FACIE EVIDENCE OF THE
EXISTENCE AND AMOUNTS OF THE OBLIGATIONS RECORDED THEREIN, PROVIDED THAT THE
FAILURE OF ANY LENDER OR THE ADMINISTRATIVE AGENT TO MAINTAIN SUCH ACCOUNTS OR
ANY