TO LENDERS OF FUNDS OBTAINED BY IT IN ORDER TO
MAINTAIN SUCH PORTION OF ITS LOANS AT AN ADJUSTED LIBOR RATE (THE AMOUNTS
REFERRED TO IN CLAUSES (I), (II) AND (III) ARE HEREIN REFERRED TO COLLECTIVELY
AS THE "BREAKAGE COSTS"). THIS PROVISION SHALL SURVIVE PAYMENT OF THE NOTES IN
FULL AND THE SATISFACTION OF ALL OTHER OBLIGATIONS OF BORROWER UNDER THIS
AGREEMENT AND THE OTHER LOAN DOCUMENTS. EACH LENDER SHALL MAKE REASONABLE
EFFORTS TO AVOID INCURRING ANY BREAKAGE COSTS IN CONNECTION WITH THE APPLICATION
OF THE RELEASE PRICES IN REDUCTION OF THE DEBT.
(H)
THE OUTSTANDING PRINCIPAL BALANCE OF THE LOANS SHALL BEAR
INTEREST AT THE DEFAULT RATE AT ANY TIME DURING WHICH AN EVENT OF DEFAULT
EXISTS.
ARTICLE VI
COSTS OF MAINTAINING LOAN
SECTION 6.1
INCREASED COSTS AND CAPITAL ADEQUACY.
(A)
BORROWER RECOGNIZES THAT THE COST TO THE LENDERS OF
MAINTAINING THE LOANS OR ANY PORTION THEREOF MAY FLUCTUATE AND BORROWER AGREES
TO PAY EACH LENDER ADDITIONAL AMOUNTS TO COMPENSATE SUCH LENDER FOR ANY INCREASE
IN COSTS INCURRED IN MAINTAINING ITS LOANS OR ANY PORTION THEREOF OR FOR THE
REDUCTION OF ANY AMOUNTS RECEIVED OR RECEIVABLE FROM BORROWER AS A RESULT OF:
(I)
ANY CHANGE AFTER THE DATE HEREOF IN ANY LAW, REGULATION OR TREATY,
OR IN THE INTERPRETATION OR ADMINISTRATION THEREOF, OR BY ANY DOMESTIC OR
FOREIGN COURT, (X) CHANGING THE BASIS OF TAXATION OF PAYMENTS UNDER THIS
AGREEMENT TO SUCH LENDER (OTHER THAN TAXES IMPOSED ON ALL OR ANY PORTION OF THE
OVERALL NET INCOME OR RECEIPTS OF SUCH LENDER), (Y) IMPOSING, MODIFYING OR
APPLYING ANY RESERVE, SPECIAL DEPOSIT OR SIMILAR REQUIREMENT AGAINST ASSETS OF,
DEPOSITS WITH OR FOR THE ACCOUNT OF, CREDIT EXTENDED BY, OR ANY OTHER
ACQUISITION OF FUNDS FOR LOANS BY SUCH LENDER OR (Z) IMPOSING ON SUCH LENDER, OR
THE LONDON INTERBANK MARKET GENERALLY, ANY OTHER CONDITION AFFECTING ITS LOANS,
PROVIDED THAT THE RESULT OF THE FOREGOING IS TO INCREASE THE COST TO SUCH LENDER
OF MAINTAINING ITS LOANS OR ANY PORTION THEREOF OR TO REDUCE THE AMOUNT OF ANY
SUM RECEIVED OR RECEIVABLE FROM BORROWER BY SUCH LENDER UNDER THE LOAN
DOCUMENTS; OR
(II)
THE MAINTENANCE BY SUCH LENDER OF RESERVES IN ACCORDANCE WITH
RESERVE REQUIREMENTS PROMULGATED BY THE BOARD OF GOVERNORS OF THE FEDERAL
RESERVE SYSTEM OF THE UNITED STATES WITH RESPECT TO "EUROCURRENCY LIABILITIES"
OF A SIMILAR TERM TO THAT OF ITS LOANS (WITHOUT DUPLICATION FOR RESERVES ALREADY
ACCOUNTED FOR IN THE CALCULATION OF A LIBOR RATE PURSUANT TO THE TERMS HEREOF).
47
(B)
IF THE APPLICATION OF ANY LAW, RULE, REGULATION OR GUIDELINE
ADOPTED OR ARISING OUT OF THE REPORT OF THE BASLE COMMITTEE ON BANKING
REGULATIONS AND SUPERVISORY PRACTICES ENTITLED "INTERNATIONAL CONVERGENCE OF
CAPITAL MEASUREMENT AND CAPITAL STANDARDS", OR THE ADOPTION AFTER THE DATE
HEREOF OF ANY OTHER LAW, RULE, REGULATION OR GUIDELINE REGARDING CAPITAL
ADEQUACY, OR ANY CHANGE AFTER THE DATE HEREOF IN ANY OF THE FOREGOING, OR IN THE
INTERPRETATION OR ADMINISTRATION THEREOF BY ANY DOMESTIC OR FOREIGN GOVERNMENTAL
AUTHORITY, CENTRAL BANK OR COMPARABLE AGENCY