DATE, AND EXCEPT THAT FOR
PURPOSES OF THIS SECTION 2.14, THE REPRESENTATIONS AND WARRANTIES CONTAINED IN
SUBSECTIONS (A) AND (B) OF SECTION 5.05 SHALL BE DEEMED TO REFER TO THE MOST
RECENT STATEMENTS FURNISHED PURSUANT TO CLAUSES (A) AND (B), RESPECTIVELY, OF
SECTION 6.01, AND (B) NO DEFAULT EXISTS.
(F)
LOANS; REALLOCATION OF OUTSTANDING
AMOUNTS.
(I)
EXCEPT AS SET FORTH IN SUBSECTION
(II) OF THIS SUBSECTION (F), IF ANY ELIGIBLE ASSIGNEE BECOMES A LENDER HEREUNDER
OR ANY LENDER'S COMMITMENT IS INCREASED PURSUANT TO THIS SECTION, LOANS MADE ON
OR AFTER THE APPLICABLE INCREASE EFFECTIVE DATE SHALL BE MADE IN ACCORDANCE WITH
THE APPLICABLE PERCENTAGES OF EACH LENDER IN EFFECT ON AND AFTER SUCH INCREASE
EFFECTIVE DATE (EXCEPT TO THE EXTENT THAT ANY SUCH LOAN WOULD RESULT IN ANY
LENDER MAKING AN AGGREGATE PRINCIPAL AMOUNT OF LOANS IN EXCESS OF ITS
COMMITMENT, IN WHICH CASE SUCH EXCESS AMOUNT WILL BE ALLOCATED TO AND MADE BY,
ANY NEW LENDERS AND LENDERS WITH INCREASED COMMITMENTS PURSUANT TO SUBSECTION
(B) ABOVE, IN EACH CASE, IN ACCORDANCE WITH THEIR APPLICABLE PERCENTAGES).
(II)
UPON ANY INCREASE IN THE AGGREGATE
COMMITMENT AMOUNT PURSUANT TO THIS SECTION 2.14 (A) EACH OF THE LENDERS WITH AN
EXISTING COMMITMENT (EACH, AN "EXISTING LENDER") SHALL ASSIGN TO EACH LENDER
WITH A NEW COMMITMENT (EACH, A "NEW LENDER") AND EACH OF THE NEW LENDERS SHALL
PURCHASE FROM EACH OF THE EXISTING LENDERS, AT THE PRINCIPAL AMOUNT THEREOF AND
IN THE APPLICABLE CURRENCY OR CURRENCIES, SUCH INTERESTS IN THE LOANS
OUTSTANDING ON SUCH INCREASE EFFECTIVE DATE AS SHALL BE NECESSARY IN ORDER THAT,
AFTER GIVING EFFECT TO ALL SUCH ASSIGNMENTS AND PURCHASES, THE LOANS WILL BE
HELD BY EXISTING LENDERS AND NEW LENDERS RATABLY IN ACCORDANCE WITH THEIR
COMMITMENTS AFTER GIVING EFFECT TO THE ADDITION OF THE COMMITMENTS OF THE NEW
LENDERS, (B) EACH NEW COMMITMENT OF A NEW LENDER SHALL BE DEEMED FOR ALL
PURPOSES A COMMITMENT HEREUNDER AND EACH LOAN MADE THEREUNDER (A "NEW LOAN")
SHALL BE DEEMED, FOR ALL PURPOSES, A LOAN AND (C) EACH NEW LENDER SHALL BECOME A
LENDER WITH RESPECT TO THE COMMITMENTS AND ALL MATTERS RELATING THERETO.
(G)
CONFLICTING PROVISIONS.
THIS SECTION SHALL
SUPERSEDE ANY PROVISIONS IN SECTION 2.13 OR 10.01 TO THE CONTRARY.
2.15
CONCERNING JOINT AND SEVERAL LIABILITY OF THE
BORROWERS.
(A)
EACH OF THE BORROWERS IS ACCEPTING JOINT
AND SEVERAL LIABILITY HEREUNDER AND UNDER THE OTHER LOAN DOCUMENTS IN
CONSIDERATION OF THE FINANCIAL ACCOMMODATIONS TO BE PROVIDED BY THE LENDERS AND
THE ADMINISTRATIVE AGENT UNDER THIS AGREEMENT, FOR THE MUTUAL BENEFIT, DIRECTLY
AND INDIRECTLY, OF EACH OF THE BORROWERS AND IN CONSIDERATION OF THE
UNDERTAKINGS OF EACH OTHER BORROWER TO ACCEPT JOINT AND SEVERAL LIABILITY FOR
THE OBLIGATIONS.
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(B)
EACH OF THE BORROWERS, JOINTLY AND
SEVERALLY, HEREBY IRREVOCABLY AND UNCONDITIONALLY ACCEPTS, NOT MERELY AS A
SURETY BUT ALSO AS A PRIMARY OBLIGOR AND CO-DEBTOR, JOINT AND SEVERAL LIABILITY
WITH EACH OTHER BORROWER, WITH RESPECT TO THE PAYMENT AND PERFORMANCE OF ALL OF
THE OBLIGATIONS (INCLUDING, WITHOUT LIMITATION, ANY OBLIGATIONS ARISING UNDER