FINANCIAL COVENANTS, STANDARDS AND TERMS IN THIS AGREEMENT SHALL CONTINUE TO
BE CALCULATED OR CONSTRUED AS IF SUCH ACCOUNTING CHANGES HAD NOT OCCURRED.
"ACCOUNTING CHANGES" REFERS TO CHANGES IN ACCOUNTING PRINCIPLES REQUIRED BY THE
PROMULGATION OF ANY RULE, REGULATION, PRONOUNCEMENT OR OPINION BY THE FINANCIAL
ACCOUNTING STANDARDS BOARD OF THE AMERICAN INSTITUTE OF CERTIFIED PUBLIC
ACCOUNTANTS OR, IF APPLICABLE, THE SECURITIES AND EXCHANGE COMMISSION (OR
SUCCESSORS THERETO OR AGENCIES WITH SIMILAR FUNCTIONS).
ARTICLE II.
THE CREDITS
SECTION 2.01
COMMITMENTS.
SUBJECT TO THE TERMS AND CONDITIONS AND RELYING UPON
THE REPRESENTATIONS AND WARRANTIES HEREIN SET FORTH, EACH LENDER AGREES,
SEVERALLY AND NOT JOINTLY (I) TO MAKE A TERM LOAN TO BORROWERS ON THE CLOSING
DATE IN THE PRINCIPAL AMOUNT NOT TO EXCEED ITS TERM LOAN COMMITMENT.
AMOUNTS
PAID OR PREPAID IN RESPECT OF TERM LOANS MAY NOT BE REBORROWED.
29
SECTION 2.02
TERM LOANS.
EACH TERM LOAN SHALL BE MADE AS PART OF A TERM
BORROWING CONSISTING OF TERM LOANS MADE BY THE LENDERS RATABLY IN ACCORDANCE
WITH THEIR APPLICABLE COMMITMENTS; PROVIDED THAT THE FAILURE OF ANY LENDER TO
MAKE ITS TERM LOAN SHALL NOT IN ITSELF RELIEVE ANY OTHER LENDER OF ITS
OBLIGATION TO LEND HEREUNDER (IT BEING UNDERSTOOD, HOWEVER, THAT NO LENDER SHALL
BE RESPONSIBLE FOR THE FAILURE OF ANY OTHER LENDER TO MAKE ANY TERM LOAN
REQUIRED TO BE MADE BY SUCH OTHER LENDER).
ABR TERM LOANS COMPRISING ANY TERM
BORROWING SHALL BE IN AN AGGREGATE PRINCIPAL AMOUNT THAT IS (I) AN INTEGRAL
MULTIPLE OF $500,000 AND NOT LESS THAN $500,000 OR (II) EQUAL TO THE REMAINING
AVAILABLE BALANCE OF THE APPLICABLE COMMITMENTS.
EURODOLLAR TERM LOANS
COMPRISING ANY TERM BORROWING SHALL BE IN AN AGGREGATE PRINCIPAL AMOUNT THAT IS
(I) AN INTEGRAL MULTIPLE OF $500,000 AND NOT LESS THAN $1.0 MILLION OR
(II) EQUAL TO THE REMAINING AVAILABLE BALANCE OF THE APPLICABLE COMMITMENTS.
THE INITIAL BORROWING OF TERM LOANS ON THE CLOSING DATE SHALL BE ABR TERM LOANS.
(B)
SUBJECT TO SECTIONS 2.11 AND 2.12, EACH TERM
BORROWING SHALL BE COMPRISED ENTIRELY OF ABR TERM LOANS OR EURODOLLAR TERM LOANS
AS BORROWERS MAY REQUEST PURSUANT TO SECTION 2.03.
EACH LENDER MAY AT ITS
OPTION MAKE ANY EURODOLLAR TERM LOAN BY CAUSING ANY DOMESTIC OR FOREIGN BRANCH
OR AFFILIATE OF SUCH LENDER TO MAKE SUCH TERM LOAN; PROVIDED THAT ANY EXERCISE
OF SUCH OPTION SHALL NOT AFFECT THE OBLIGATION OF BORROWERS TO REPAY SUCH TERM
LOAN IN ACCORDANCE WITH THE TERMS OF THIS AGREEMENT.
TERM BORROWINGS OF MORE
THAN ONE TYPE MAY BE OUTSTANDING AT THE SAME TIME; PROVIDED THAT BORROWERS SHALL
NOT BE ENTITLED TO REQUEST ANY TERM BORROWING THAT, IF MADE, WOULD RESULT IN
MORE THAN FIFTEEN EURODOLLAR TERM BORROWINGS OUTSTANDING HEREUNDER AT ANY ONE
TIME.
FOR PURPOSES OF THE FOREGOING, TERM BORROWINGS HAVING DIFFERENT INTEREST
PERIODS, REGARDLESS OF WHETHER THEY COMMENCE ON THE SAME DATE, SHALL BE
CONSIDERED SEPARATE TERM BORROWINGS.
(C)
EACH LENDER SHALL MAKE EACH TERM LOAN TO BE
MADE BY IT HEREUNDER ON THE CLOSING DATE BY WIRE TRANSFER OF IMMEDIATELY
AVAILABLE