FEES IN EXCESS OF THE AMOUNT PERMITTED BY LAW.
REGARDLESS OF ANY PROVISION
HEREIN OR IN ANY AGREEMENT MADE IN CONNECTION HEREWITH, LENDER SHALL NEVER BE
ENTITLED TO RECEIVE, CHARGE OR APPLY, AS INTEREST ON ANY INDEBTEDNESS RELATING
HERETO, ANY AMOUNT IN EXCESS OF THE MAXIMUM AMOUNT OF INTEREST PERMISSIBLE UNDER
APPLICABLE LAW.
IF LENDER EVER RECEIVES, COLLECTS OR APPLIES ANY SUCH EXCESS,
IT SHALL BE DEEMED A PARTIAL REPAYMENT OF PRINCIPAL AND TREATED AS SUCH.
IF AS
A RESULT, THE ENTIRE PRINCIPAL AMOUNT OF THE OBLIGATIONS IS PAID IN FULL, ANY
REMAINING EXCESS SHALL BE REFUNDED TO BORROWERS.
THIS SECTION 9.25 SHALL
CONTROL EVERY OTHER PROVISION OF THIS AGREEMENT, THE OTHER LOAN DOCUMENTS AND
ANY OTHER AGREEMENT MADE IN CONNECTION HEREWITH.
9.26
TERMINATION.
EXCEPT AS OTHERWISE PROVIDED IN
ARTICLE 8 HEREOF, LENDER MAY TERMINATE THIS AGREEMENT ONLY AS OF THE MATURITY
DATE.
BORROWERS, OR ANY ONE OF THEM, MAY TERMINATE THIS AGREEMENT AT ANY TIME
PRIOR TO THE MATURITY DATE ONLY IN ACCORDANCE WITH THE TERMS OF
SECTION 2.03(D).
A TERMINATION BY ONE BORROWER SHALL BE DEEMED TO BE A
TERMINATION BY ALL BORROWERS.
40
ARTICLE 10
SPECIAL INTER-BORROWER PROVISIONS
10.01
CERTAIN BORROWER ACKNOWLEDGMENTS AND AGREEMENTS.
(A)
EACH BORROWER ACKNOWLEDGES THAT IT WILL
ENJOY SIGNIFICANT BENEFITS FROM THE BUSINESS CONDUCTED BY THE OTHER BORROWERS
BECAUSE OF, INTER ALIA, THEIR COMBINED ABILITY TO BARGAIN WITH OTHER PERSONS
INCLUDING, WITHOUT LIMITATION, THEIR ABILITY TO RECEIVE THE CREDIT FACILITY ON
FAVORABLE TERMS GRANTED BY THIS AGREEMENT AND OTHER LOAN DOCUMENTS WHICH WOULD
NOT HAVE BEEN AVAILABLE TO AN INDIVIDUAL BORROWER ACTING ALONE.
EACH BORROWER
HAS DETERMINED THAT IT IS IN ITS BEST INTEREST TO PROCURE THE CREDIT FACILITY
WHICH EACH BORROWER MAY UTILIZE DIRECTLY AND WHICH RECEIVE THE CREDIT SUPPORT OF
THE OTHER BORROWERS AS CONTEMPLATED BY THIS AGREEMENT AND THE OTHER LOAN
DOCUMENTS.
(B)
LENDER HAS ADVISED BORROWERS THAT IT IS
UNWILLING TO ENTER INTO THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS AND MAKE
AVAILABLE THE CREDIT FACILITY EXTENDED HEREBY TO ANY BORROWER UNLESS EACH
BORROWER AGREES, AMONG OTHER THINGS, TO BE JOINTLY AND SEVERALLY LIABLE FOR THE
DUE AND PROPER PAYMENT OF THE OBLIGATIONS OF EACH BORROWER UNDER THIS AGREEMENT
AND OTHER LOAN DOCUMENTS.
EACH BORROWER HAS DETERMINED THAT IT IS IN ITS BEST
INTEREST AND IN PURSUIT OF ITS PURPOSES THAT IT SO INDUCE LENDER TO EXTEND
CREDIT PURSUANT TO THIS AGREEMENT AND THE OTHER DOCUMENTS EXECUTED IN CONNECTION
HEREWITH (I) BECAUSE OF THE DESIRABILITY TO EACH BORROWER OF THE CREDIT
FACILITY, THE INTEREST RATES AND THE MODES OF BORROWING AVAILABLE HEREUNDER,
(II) BECAUSE EACH BORROWER MAY ENGAGE IN TRANSACTIONS JOINTLY WITH OTHER
BORROWERS AND (III) BECAUSE EACH BORROWER MAY REQUIRE, FROM TIME TO TIME, ACCESS
TO FUNDS UNDER THIS AGREEMENT FOR THE PURPOSES HEREIN SET FORTH.
(C)
EACH BORROWER HAS DETERMINED THAT IT HAS
AND, AFTER GIVING EFFECT TO THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT AND
THE OTHER LOAN DOCUMENTS (INCLUDING, WITHOUT LIMITATION, THE INTER-BORROWER
ARRANGEMENT SET FORTH IN THIS SECTION 10.01) WILL HAVE, ASSETS HAVING A