BE SATISFIED (AS THOUGH A BORROWING WERE
BEING MADE ON SUCH DATE) AND THE PAYING AGENT SHALL HAVE RECEIVED A CERTIFICATE
TO THAT EFFECT DATED SUCH DATE AND EXECUTED BY A RESPONSIBLE OFFICER OR A
FINANCIAL OFFICER OF PARENT AND THE BORROWER.
(B)
AT THE TIME THAT ANY INCREASE IN THE TOTAL COMMITMENTS PURSUANT TO
PARAGRAPH (A) OF THIS SECTION 2.20 (A "COMMITMENT INCREASE") BECOMES EFFECTIVE,
IF ANY REVOLVING LOANS ARE OUTSTANDING, THE BORROWER SHALL PREPAY THE AGGREGATE
PRINCIPAL AMOUNT OUTSTANDING IN RESPECT OF SUCH REVOLVING LOANS IN ACCORDANCE
WITH SECTION 2.11 (THE "INITIAL LOANS"); PROVIDED THAT (I) NOTHING IN THIS
SECTION 2.20 SHALL PREVENT THE BORROWER FROM FUNDING THE PREPAYMENT OF INITIAL
LOANS WITH CONCURRENT REVOLVING LOANS HEREUNDER IN ACCORDANCE WITH THE
PROVISIONS OF THIS AGREEMENT, GIVING EFFECT TO THE COMMITMENT INCREASE, AND (II)
NO SUCH PREPAYMENT SHALL BE REQUIRED IF, AFTER GIVING EFFECT TO THE COMMITMENT
INCREASE, EACH LENDER HAS THE SAME APPLICABLE PERCENTAGE AS IMMEDIATELY PRIOR TO
SUCH COMMITMENT INCREASE.
(U)
CURRENCY FLUCTUATIONS.
(A)
NOT LATER THAN 1:00 P.M., NEW YORK CITY TIME,
ON EACH CALCULATION DATE, IF THERE ARE ANY ALTERNATE CURRENCY LETTERS OF CREDIT
OUTSTANDING, (I) EACH ISSUING BANK THAT HAS OUTSTANDING ANY ALTERNATE CURRENCY
LETTER OF CREDIT OR LC DISBURSEMENT THEREUNDER SHALL DETERMINE THE DOLLAR AMOUNT
AS OF SUCH CALCULATION DATE OF EACH OUTSTANDING ALTERNATE CURRENCY LETTER OF
CREDIT ISSUED BY IT OR LC DISBURSEMENT THEREUNDER, AND SUCH ISSUING BANK SHALL
NOTIFY THE PAYING AGENT AND THE BORROWER OF EACH DOLLAR AMOUNT SO DETERMINED AND
THE RELEVANT SPOT EXCHANGE RATE USED BY IT TO MAKE SUCH DETERMINATION AND (II)
THE PAYING AGENT SHALL GIVE NOTICE TO THE LENDERS AND THE BORROWER OF THE SPOT
EXCHANGE RATES SO DETERMINED.
THE SPOT EXCHANGE RATES SO DETERMINED SHALL
BECOME EFFECTIVE ON THE FIRST BUSINESS DAY IMMEDIATELY FOLLOWING THE RELEVANT
CALCULATION DATE (A "RESET DATE") AND (SUBJECT TO SECTION 2.06(M)) SHALL REMAIN
EFFECTIVE UNTIL THE NEXT SUCCEEDING RESET DATE.
(B)
NOT LATER THAN 5:00 P.M., NEW YORK CITY TIME, ON EACH RESET DATE AND THE
DATE OF EACH BORROWING OR ISSUANCE OF A LETTER OF CREDIT, IF THERE ARE ANY
ALTERNATE CURRENCY LETTERS OF CREDIT THEN OUTSTANDING, THE PAYING AGENT SHALL
(I) DETERMINE THE DOLLAR EQUIVALENT OF THE ALTERNATE CURRENCY LETTERS OF CREDIT
THEN OUTSTANDING (AFTER GIVING EFFECT TO ANY LOANS TO BE MADE OR REPAID ON SUCH
DATE) AND (II) NOTIFY THE LENDERS AND THE BORROWER OF THE RESULTS OF SUCH
DETERMINATION AND OF THE RESULTING TOTAL REVOLVING CREDIT EXPOSURES.
(V)
EXTENSION OF MATURITY DATE.
(A)
THE BORROWER MAY, BY DELIVERY OF A
WRITTEN REQUEST (A "MATURITY DATE EXTENSION REQUEST") TO THE PAYING AGENT (WHICH
SHALL PROMPTLY DELIVER A COPY TO EACH OF THE LENDERS) NOT LESS THAN 30 DAYS AND
NOT MORE THAN 90 DAYS PRIOR TO THE FIRST OR SECOND ANNIVERSARY OF THE EFFECTIVE
DATE, REQUEST THAT THE LENDERS EXTEND THE MATURITY DATE FOR AN ADDITIONAL PERIOD
OF ONE YEAR; PROVIDED THAT THERE SHALL BE NO MORE THAN TWO EXTENSIONS OF THE
MATURITY DATE PURSUANT