SUCH EXTENSION AND (II)
CERTIFYING THAT, BEFORE AND AFTER GIVING EFFECT TO SUCH EXTENSION, THE
REPRESENTATIONS AND WARRANTIES CONTAINED IN ARTICLE VI ARE TRUE AND CORRECT ON
AND AS OF THE EXTENSION EFFECTIVE DATE AND NO DEFAULT OR EVENT OF DEFAULT
EXISTS.
THE AGENT SHALL DISTRIBUTE A SCHEDULE (WHICH SHALL BE DEEMED
INCORPORATED INTO THIS AGREEMENT) TO REFLECT ANY CHANGES IN THE COMMITMENT
AMOUNT, LENDERS AND PERCENTAGES.
THE BORROWER SHALL PREPAY ANY LOANS
OUTSTANDING ON THE EXTENSION EFFECTIVE DATE (AND PREPAY ANY ADDITIONAL AMOUNTS
REQUIRED PURSUANT TO SECTION 4.4) TO THE EXTENT NECESSARY TO KEEP OUTSTANDING
LOANS RATABLE WITH THE PERCENTAGES OF ALL THE LENDERS.
(C)
THIS SECTION 2.8 SHALL SUPERSEDE ANY
PROVISIONS IN SECTION 10.1 TO THE CONTRARY.
ARTICLE III
REPAYMENT, PREPAYMENTS, INTEREST AND FEES
SECTION 3.1.
REPAYMENT.
(A)
THE BORROWER SHALL REPAY IN FULL THE UNPAID
PRINCIPAL AMOUNT OF ALL REVOLVING LOANS ON THE MATURITY DATE.
(B)
THE BORROWER SHALL REPAY IN FULL THE UNPAID
PRINCIPAL AMOUNT OF ALL COMPETITIVE BID LOANS ON THE COMPETITIVE BID LOAN
MATURITY DATE THEREOF.
(C)
THE BORROWER SHALL, IMMEDIATELY UPON ANY
ACCELERATION OF THE MATURITY DATE OF ANY LOANS PURSUANT TO SECTION 8.2 OR
SECTION 8.3, REPAY THE AGGREGATE UNPAID PRINCIPAL AMOUNT OF ALL LOANS SO
ACCELERATED.
SECTION 3.2.
PREPAYMENTS.
(A)
THE BORROWER MAY, FROM TIME TO TIME ON ANY
BUSINESS DAY, MAKE A VOLUNTARY PREPAYMENT, IN WHOLE OR IN PART, OF THE
OUTSTANDING PRINCIPAL AMOUNT OF ANY REVOLVING LOANS; PROVIDED, HOWEVER, THAT
(I)
ANY SUCH PREPAYMENT SHALL BE MADE PRO
RATA AMONG REVOLVING LOANS OF THE SAME TYPE AND, IF APPLICABLE, HAVING THE SAME
INTEREST PERIOD OF ALL LENDERS,
(II)
ALL SUCH VOLUNTARY PREPAYMENTS SHALL
REQUIRE AT LEAST THREE BUSINESS DAYS' PRIOR WRITTEN NOTICE TO THE AGENT, AND
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(III)
ALL SUCH VOLUNTARY PARTIAL PREPAYMENTS SHALL
BE IN AN AGGREGATE MINIMUM AMOUNT OF $5,000,000 AND AN INTEGRAL MULTIPLE OF
$1,000,000 OR, IF DENOMINATED IN A CURRENCY OTHER THAN DOLLARS, THE FOREIGN
CURRENCY EQUIVALENT THEREOF, ROUNDED TO THE NEAREST ONE MILLION UNITS OF SUCH
CURRENCY.
(B)
THE BORROWER SHALL, ON EACH DATE WHEN ANY
REDUCTION IN THE COMMITMENT AMOUNT SHALL BECOME EFFECTIVE INCLUDING PURSUANT TO
SECTION 2.2, MAKE A MANDATORY PREPAYMENT OF LOANS EQUAL TO THE EXCESS, IF ANY,
OF THE AGGREGATE OUTSTANDING PRINCIPAL AMOUNT OF ALL LOANS OVER THE COMMITMENT
AMOUNT AS SO REDUCED.
(C)
THE BORROWER SHALL, ON EACH DATE WHEN THE
MAKING OF ANY COMPETITIVE BID LOANS WOULD CAUSE THE AGGREGATE OUTSTANDING
PRINCIPAL AMOUNT OF ALL LOANS (DETERMINED, IN THE CASE OF LOANS DENOMINATED IN A
CURRENCY OTHER THAN DOLLARS, ON THE BASIS OF THE DOLLAR EQUIVALENT THEREOF) TO
EXCEED THE COMMITMENT AMOUNT, MAKE A MANDATORY PREPAYMENT OF, ALL REVOLVING
LOANS IN A PRINCIPAL AMOUNT EQUAL TO SUCH EXCESS.
(D)
THE BORROWER SHALL HAVE NO RIGHT TO PREPAY,
IN WHOLE OR IN PART, THE OUTSTANDING PRINCIPAL AMOUNT OF ANY COMPETITIVE BID
LOAN, UNLESS THE LENDER THAT HAS MADE SUCH COMPETITIVE BID LOAN OTHERWISE AGREES
IN WRITING.
(E)
ON THE DATE OF THE MAKING OF ANY LOAN AND
ON