LOANS, AS INITIALLY REQUESTED BY
BORROWER, AND, IN THE CASE OF A PAYMENT TO BE MADE BY SUCH LENDER, THE GREATER
OF THE FEDERAL FUNDS RATE AND A RATE DETERMINED BY THE ADMINISTRATIVE AGENT IN
ACCORDANCE WITH BANKING INDUSTRY RULES ON INTERBANK COMPENSATION.
SUCH PAYMENT
BY THE BORROWER, HOWEVER, SHALL BE WITHOUT PREJUDICE TO ITS RIGHTS AGAINST SUCH
LENDER.
IF SUCH LENDER SHALL PAY TO THE ADMINISTRATIVE AGENT SUCH CORRESPONDING
AMOUNT, SUCH AMOUNT SO PAID SHALL CONSTITUTE SUCH LENDER'S LOAN AS PART OF THE
LOANS FOR PURPOSES OF THIS AGREEMENT, WHICH LOAN SHALL BE DEEMED TO HAVE BEEN
MADE BY SUCH LENDER ON THE BORROWING DATE APPLICABLE TO SUCH LOANS, BUT WITHOUT
PREJUDICE TO THE BORROWER'S RIGHTS AGAINST SUCH LENDER.
2.4
Repayment of Loans; Evidence of Debt.
(A)
PROMISE TO PAY.
THE BORROWER HEREBY
UNCONDITIONALLY PROMISES TO PAY TO THE ADMINISTRATIVE AGENT FOR THE ACCOUNT OF
EACH LENDER THE THEN UNPAID PRINCIPAL AMOUNT OF EACH LOAN ON THE MATURITY DATE.
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(B)
LENDERS' ACCOUNTS.
EACH LENDER SHALL
MAINTAIN IN ACCORDANCE WITH ITS USUAL PRACTICE AN ACCOUNT OR ACCOUNTS EVIDENCING
THE DEBT OF THE BORROWER TO SUCH LENDER RESULTING FROM EACH LOAN MADE BY SUCH
LENDER, INCLUDING THE AMOUNTS OF PRINCIPAL AND INTEREST PAYABLE AND PAID TO SUCH
LENDER FROM TIME TO TIME HEREUNDER.
(C)
ADMINISTRATIVE AGENT'S ACCOUNTS.
THE
ADMINISTRATIVE AGENT SHALL MAINTAIN ACCOUNTS IN WHICH IT SHALL RECORD (I) THE
AMOUNT OF EACH LOAN MADE HEREUNDER, THE TYPE OF ADVANCE 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 THE BORROWER TO EACH LENDER HEREUNDER
AND (III) THE AMOUNT OF ANY OTHER SUM RECEIVED BY THE ADMINISTRATIVE AGENT
HEREUNDER FOR THE ACCOUNT OF THE LENDERS AND EACH LENDER'S SHARE THEREOF.
(D)
ENTRIES MADE IN ACCOUNTS.
THE ENTRIES MADE
IN THE ACCOUNTS MAINTAINED PURSUANT TO PARAGRAPHS (B) AND (C) OF THIS
SECTION SHALL, TO THE EXTENT NOT INCONSISTENT WITH ANY ENTRIES MADE IN ANY NOTE
AND ABSENT MANIFEST ERROR, 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 ERROR THEREIN SHALL
NOT IN ANY MANNER AFFECT THE OBLIGATION OF THE BORROWER TO REPAY THE LOANS IN
ACCORDANCE WITH THE TERMS OF THIS AGREEMENT OR OTHERWISE TO MAKE ANY PAYMENTS IN
ACCORDANCE WITH THE TERMS OF THE LOAN DOCUMENTS.
(E)
LOANS EVIDENCED BY NOTES.
THE LOANS AND
INTEREST THEREON SHALL AT ALL TIMES (INCLUDING AFTER ASSIGNMENT PURSUANT TO
SECTION 11.7) BE REPRESENTED BY ONE OR MORE NOTES IN LIKE FORM PAYABLE TO THE
ORDER OF THE PAYEE NAMED THEREIN AND ITS REGISTERED ASSIGNS.
2.5
Prepayments of the Loans.
(A)
VOLUNTARY PREPAYMENTS. THE BORROWER MAY, AT
ITS OPTION, PREPAY THE PRIME RATE LOANS AND LIBOR LOANS, IN WHOLE OR IN PART,
WITHOUT PREMIUM OR PENALTY (OTHER THAN ANY INDEMNIFICATION AMOUNTS, AS PROVIDED
FOR IN SECTION 2.12) AT ANY TIME AND FROM TIME TO TIME