THE COMMITMENT INCREASE) MULTIPLIED BY (2) THE AMOUNT
OF EACH INITIAL BORROWING, AND (B) THE PRODUCT OF (1) SUCH LENDER'S APPLICABLE
PERCENTAGE (CALCULATED AFTER GIVING EFFECT TO THE COMMITMENT INCREASE)
MULTIPLIED BY (2) THE AMOUNT OF EACH SUBSEQUENT BORROWING, (V) AFTER THE
EFFECTIVENESS OF THE COMMITMENT INCREASE, THE BORROWER SHALL BE DEEMED TO HAVE
MADE NEW BORROWINGS (THE "SUBSEQUENT BORROWINGS") IN AMOUNTS (IN THE
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CURRENCIES OF THE INITIAL BORROWINGS) EQUAL TO THE AMOUNTS OF THE INITIAL
BORROWINGS AND OF THE TYPES AND FOR THE INTEREST PERIODS SPECIFIED IN A
BORROWING REQUEST DELIVERED TO THE ADMINISTRATIVE AGENT IN ACCORDANCE WITH
SECTION 2.03, (VI) EACH LENDER SHALL BE DEEMED TO HOLD ITS APPLICABLE PERCENTAGE
OF EACH SUBSEQUENT BORROWING (CALCULATED AFTER GIVING EFFECT TO THE COMMITMENT
INCREASE) AND (VII) THE BORROWER SHALL PAY EACH LENDER ANY AND ALL ACCRUED BUT
UNPAID INTEREST ON ITS LOANS COMPRISING THE INITIAL BORROWINGS.
THE DEEMED
PAYMENTS MADE PURSUANT TO CLAUSE (I) ABOVE SHALL BE SUBJECT TO COMPENSATION BY
THE BORROWER PURSUANT TO THE PROVISIONS OF SECTION 2.15 IF THE INCREASE
EFFECTIVE DATE OCCURS OTHER THAN ON THE LAST DAY OF THE INTEREST PERIOD RELATING
THERETO.
SECTION 2.09.
REPAYMENT OF LOANS; EVIDENCE OF DEBT.
(A)
THE BORROWER HEREBY
UNCONDITIONALLY PROMISES TO PAY (I) TO THE ADMINISTRATIVE AGENT FOR THE ACCOUNT
OF EACH LENDER THE THEN UNPAID PRINCIPAL AMOUNT OF EACH LOAN OF SUCH LENDER ON
THE MATURITY DATE, AND (II) TO THE SWINGLINE LENDER THE THEN UNPAID PRINCIPAL
AMOUNT OF EACH SWINGLINE LOAN ON THE EARLIER OF THE MATURITY DATE AND THE FIRST
DATE AFTER SUCH SWINGLINE LOAN IS MADE THAT IS THE 15TH OR LAST DAY OF A
CALENDAR MONTH AND IS AT LEAST THREE BUSINESS DAYS AFTER SUCH SWINGLINE LOAN IS
MADE; PROVIDED THAT ON EACH DATE ON WHICH A BORROWING (OTHER THAN A SWING LINE
LOAN) IS MADE, THE BORROWER SHALL REPAY ALL SWINGLINE LOANS THAT WERE
OUTSTANDING ON SUCH DATE.
(B)
THE RECORDS MAINTAINED BY THE ADMINISTRATIVE AGENT AND THE LENDERS SHALL BE
PRIMA FACIE EVIDENCE, ABSENT DEMONSTRABLE ERROR, OF THE EXISTENCE AND AMOUNTS OF
THE OBLIGATIONS OF THE BORROWER IN RESPECT OF THE LOANS, LC DISBURSEMENTS,
INTEREST AND FEES DUE OR ACCRUED HEREUNDER; PROVIDED THAT THE FAILURE OF THE
ADMINISTRATIVE AGENT OR ANY LENDER TO MAINTAIN SUCH RECORDS OR ANY ERROR THEREIN
SHALL NOT IN ANY MANNER AFFECT THE OBLIGATION OF THE BORROWER TO PAY ANY AMOUNTS
DUE HEREUNDER IN ACCORDANCE WITH THE TERMS OF THIS AGREEMENT.
(C)
ANY LENDER MAY REQUEST THAT LOANS AND OTHER EXTENSIONS OF CREDIT MADE BY IT
BE EVIDENCED BY A PROMISSORY NOTE.
IN SUCH EVENT, THE BORROWER SHALL PREPARE,
EXECUTE AND DELIVER TO SUCH LENDER A PROMISSORY NOTE PAYABLE TO THE ORDER OF
SUCH LENDER (OR, IF REQUESTED BY SUCH LENDER, TO SUCH LENDER AND ITS REGISTERED
ASSIGNS) AND IN A FORM APPROVED BY THE ADMINISTRATIVE AGENT.
THEREAFTER, THE
LOANS EVIDENCED BY SUCH PROMISSORY NOTE AND INTEREST THEREON SHALL AT ALL TIMES
(INCLUDING AFTER ASSIGNMENT PURSUANT TO SECTION 9.04) BE REPRESENTED BY ONE OR
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