FROM TIME TO TIME OUTSTANDING UNTIL PAYMENT THEREOF IN
FULL AT THE RATES PER ANNUM, AND ON THE DATES, SET FORTH IN SUBSECTION 4.1.
(B)
EACH LENDER SHALL MAINTAIN IN ACCORDANCE WITH ITS USUAL PRACTICE
AN ACCOUNT OR ACCOUNTS EVIDENCING INDEBTEDNESS OF THE BORROWER TO SUCH LENDER
RESULTING FROM EACH REVOLVING CREDIT LOAN OF SUCH LENDER FROM TIME TO TIME,
INCLUDING THE AMOUNTS OF PRINCIPAL AND INTEREST PAYABLE THEREON AND PAID TO SUCH
LENDER FROM TIME TO TIME UNDER THIS AGREEMENT.
(C)
THE ADMINISTRATIVE AGENT SHALL MAINTAIN THE REGISTER PURSUANT TO
SUBSECTION 11.6(B), AND A SUBACCOUNT THEREIN FOR EACH LENDER, IN WHICH SHALL BE
RECORDED (I) THE AMOUNT OF EACH REVOLVING CREDIT LOAN MADE HEREUNDER, THE TYPE
THEREOF AND EACH 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 IN RESPECT OF THE REVOLVING CREDIT LOANS AND
(III) BOTH THE AMOUNT OF ANY SUM RECEIVED BY THE ADMINISTRATIVE AGENT HEREUNDER
FROM THE BORROWER IN RESPECT OF THE REVOLVING CREDIT LOANS AND EACH LENDER'S
SHARE THEREOF.
(D)
THE ENTRIES MADE IN THE REGISTER AND THE ACCOUNTS OF EACH LENDER
MAINTAINED PURSUANT TO SUBSECTION 2.3(B) SHALL, TO THE EXTENT PERMITTED BY
APPLICABLE LAW, BE PRIMA FACIE EVIDENCE OF THE EXISTENCE AND AMOUNTS OF THE
OBLIGATIONS OF THE BORROWER THEREIN RECORDED; PROVIDED, HOWEVER, THAT THE
FAILURE OF ANY LENDER TO MAINTAIN SUCH ACCOUNT OR THE ADMINISTRATIVE AGENT TO
MAINTAIN THE REGISTER, OR ANY ERROR THEREIN, SHALL NOT IN ANY MANNER AFFECT THE
OBLIGATION OF THE BORROWER TO REPAY (WITH APPLICABLE INTEREST) THE REVOLVING
CREDIT LOANS MADE TO THE BORROWER BY SUCH LENDER IN ACCORDANCE WITH THE TERMS OF
THIS AGREEMENT.
(E)
THE BORROWER AGREES THAT IT WILL, UPON THE REQUEST OF ANY LENDER,
EXECUTE AND DELIVER TO SUCH LENDER (I) A PROMISSORY NOTE OF THE BORROWER
EVIDENCING THE REVOLVING CREDIT LOANS OF SUCH LENDER, SUBSTANTIALLY IN THE FORM
ATTACHED HERETO AS EXHIBIT A-1 WITH APPROPRIATE INSERTIONS AS TO DATE AND
PRINCIPAL AMOUNT (EACH, A "REVOLVING CREDIT NOTE"), AND/OR (II) A PROMISSORY
NOTE OF THE BORROWER EVIDENCING THE SWING LINE LOANS OF SUCH LENDER,
SUBSTANTIALLY IN THE FORM ATTACHED HERETO AS EXHIBIT A-2 WITH APPROPRIATE
INSERTIONS AS TO DATE AND PRINCIPAL AMOUNT (EACH, A "SWING LINE NOTE"); PROVIDED
THAT ANY REVOLVING CREDIT NOTE OR SWING LINE NOTE PREVIOUSLY DELIVERED TO SUCH
LENDER (OR ANY PREDECESSOR THEREOF) HAS BEEN RETURNED TO THE BORROWER AND MARKED
CANCELLED OR AN AFFIDAVIT OF LOST OR DESTROYED NOTE (IN FORM ACCEPTABLE TO THE
BORROWER) IS EXECUTED AND DELIVERED BY SUCH REQUESTING LENDER IN LIEU OF SUCH
NOTE.
2.4.
TERMINATION, REDUCTION AND INCREASE OF REVOLVING CREDIT
COMMITMENTS.
(A)
THE BORROWER SHALL HAVE THE RIGHT, UPON NOT LESS THAN THREE
BUSINESS DAYS' NOTICE TO THE ADMINISTRATIVE AGENT (WHICH SHALL PROMPTLY NOTIFY
EACH LENDER THEREOF), TO TERMINATE THE REVOLVING CREDIT COMMITMENTS OR, FROM
TIME TO TIME, TO REDUCE THE AMOUNT OF THE REVOLVING CREDIT COMMITMENTS; PROVIDED
THAT NO SUCH TERMINATION OR REDUCTION SHALL