REVOLVING CREDIT LOAN TO BE MADE ON
SUCH DATE AS PROVIDED IN THIS AGREEMENT, AND THE ADMINISTRATIVE AGENT MAY (BUT
IT SHALL NOT BE REQUIRED TO), IN RELIANCE UPON SUCH ASSUMPTION, MAKE AVAILABLE
TO THE BORROWER A CORRESPONDING AMOUNT.
IF ANY BANK MAKES AVAILABLE TO THE
ADMINISTRATIVE AGENT SUCH AMOUNT ON A DATE AFTER THE DATE UPON WHICH THE
REVOLVING CREDIT LOAN IS MADE, SUCH BANK SHALL PAY TO THE ADMINISTRATIVE AGENT
ON DEMAND AN AMOUNT EQUAL TO THE PRODUCT OF (I) THE AVERAGE COMPUTED FOR THE
PERIOD REFERRED TO IN CLAUSE (III) BELOW, OF THE WEIGHTED AVERAGE INTEREST RATE
PAID BY THE ADMINISTRATIVE AGENT FOR FEDERAL FUNDS ACQUIRED BY THE
ADMINISTRATIVE AGENT DURING EACH DAY INCLUDED IN SUCH PERIOD, MULTIPLIED BY (II)
THE AMOUNT OF SUCH BANK'S SHARE OF SUCH REVOLVING CREDIT LOAN, MULTIPLIED BY
(III) A FRACTION, THE NUMERATOR OF WHICH IS THE NUMBER OF DAYS THAT ELAPSED FROM
AND INCLUDING SUCH DATE TO THE DATE ON WHICH THE AMOUNT OF SUCH BANK'S SHARE OF
SUCH REVOLVING CREDIT LOAN SHALL BECOME IMMEDIATELY AVAILABLE TO THE
ADMINISTRATIVE AGENT, AND THE DENOMINATOR OF WHICH IS 360 OR 365, AS
APPLICABLE.
A STATEMENT OF THE ADMINISTRATIVE AGENT SUBMITTED TO SUCH BANK WITH
RESPECT TO ANY AMOUNTS OWING UNDER THIS SUBSECTION SHALL BE PRIMA FACIE EVIDENCE
OF THE AMOUNT DUE AND OWING TO THE ADMINISTRATIVE AGENT BY SUCH BANK.
(B)
THE ADMINISTRATIVE AGENT MAY AT ANY TIME, IN
ITS SOLE DISCRETION, UPON NOTICE TO ANY BANK, REFUSE TO MAKE ANY REVOLVING
CREDIT LOAN TO THE BORROWER ON BEHALF OF SUCH BANK UNLESS SUCH BANK SHALL HAVE
PROVIDED TO THE ADMINISTRATIVE AGENT IMMEDIATELY AVAILABLE FEDERAL
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FUNDS EQUAL TO SUCH BANK'S SHARE OF SUCH REVOLVING CREDIT LOAN IN ACCORDANCE
WITH THIS AGREEMENT.
(C)
ANYTHING IN THIS AGREEMENT TO THE CONTRARY
NOTWITHSTANDING, THE OBLIGATIONS TO MAKE LOANS UNDER THE TERMS OF THIS AGREEMENT
SHALL BE THE SEVERAL AND NOT JOINT OBLIGATION OF EACH OF THE BANKS AND ANY
ADVANCES MADE BY THE ADMINISTRATIVE AGENT ON BEHALF OF ANY BANK ARE STRICTLY FOR
THE ADMINISTRATIVE CONVENIENCE OF THE PARTIES AND SHALL IN NO WAY DIMINISH ANY
BANK'S LIABILITY TO REPAY THE ADMINISTRATIVE AGENT FOR SUCH LOANS AND ADVANCES.
IF THE AMOUNT OF ANY BANK'S SHARE OF ANY REVOLVING CREDIT LOAN WHICH THE
ADMINISTRATIVE AGENT HAS ADVANCED TO THE BORROWER IS NOT MADE AVAILABLE TO THE
ADMINISTRATIVE AGENT BY SUCH BANK WITHIN 1 BUSINESS DAY FOLLOWING THE DATE UPON
WHICH SUCH REVOLVING CREDIT LOAN IS MADE, THE ADMINISTRATIVE AGENT SHALL BE
ENTITLED TO RECOVER SUCH AMOUNT FROM THE BORROWER ON DEMAND, WITH INTEREST
THEREON AT THE RATE PER ANNUM APPLICABLE TO THE REVOLVING CREDIT LOANS MADE ON
SUCH DATE.
8.4.
DELINQUENT BANK.
NOTWITHSTANDING ANYTHING TO
THE CONTRARY CONTAINED IN THIS AGREEMENT, ANY BANK THAT FAILS TO MAKE AVAILABLE
TO THE ADMINISTRATIVE AGENT ITS SHARE OF ANY REVOLVING CREDIT LOAN WHEN AND TO
THE FULL EXTENT REQUIRED BY THE PROVISIONS OF THIS AGREEMENT SHALL BE DEEMED
DELINQUENT (A "DELINQUENT BANK") AND SHALL BE DEEMED A DELINQUENT