LOANS, AND MAY ALSO RECORD
THEREIN, IN ACCORDANCE WITH CUSTOMARY ACCOUNTING PRACTICES, OTHER DEBITS AND
CREDITS, INCLUDING CUSTOMARY BANKING CHARGES AND ALL INTEREST, FEES, CHARGES AND
EXPENSES CHARGEABLE TO THE BORROWERS UNDER THIS AGREEMENT.
THE DEBIT BALANCE OF
THE LOAN ACCOUNT SHALL REFLECT THE AMOUNT OF THE BORROWERS' OBLIGATIONS TO THE
BANKS AND THE AGENT FROM TIME TO TIME BY REASON OF REVOLVING LOANS AND OTHER
APPROPRIATE CHARGES PERMITTED HEREUNDER.
PERIODICALLY, THE AGENT SHALL RENDER A
STATEMENT OF ACCOUNT SHOWING AS OF ITS DATE THE DEBIT BALANCE OF THE LOAN
ACCOUNT WHICH, UNLESS WITHIN THIRTY (30) DAYS OF THE BORROWERS' RECEIPT OF SUCH
STATEMENT NOTICE TO THE CONTRARY IS RECEIVED BY THE AGENT FROM THE BORROWERS,
SHALL BE CONSIDERED PRIMA FACIE EVIDENCE THAT IT IS CORRECT AND ACCEPTED BY
BORROWERS IN THE ABSENCE OF MANIFEST ERROR.
2.3
REDUCTION OF REVOLVING CREDIT COMMITMENT.
THE BORROWERS SHALL
HAVE THE RIGHT AT ANY TIME AND FROM TIME TO TIME UPON FIVE (5) BUSINESS DAYS'
PRIOR WRITTEN NOTICE TO THE AGENT TO REDUCE BY $500,000 OR AN INTEGRAL MULTIPLE
THEREOF OR TERMINATE ENTIRELY THE UNBORROWED PORTION OF THE REVOLVING CREDIT
COMMITMENT, WHEREUPON THE REVOLVING CREDIT COMMITMENTS OF THE BANKS SHALL BE
REDUCED PRO RATA IN ACCORDANCE WITH THEIR RESPECTIVE COMMITMENT PERCENTAGES OF
THE AMOUNT SPECIFIED IN SUCH NOTICE, OR, AS THE CASE MAY BE, TERMINATED.
PROMPTLY AFTER RECEIVING ANY NOTICE OF THE BORROWERS DELIVERED PURSUANT TO THIS
SECTION 2.3, THE AGENT WILL NOTIFY THE BANKS OF THE SUBSTANCE THEREOF.
UPON THE
EFFECTIVE DATE OF ANY SUCH REDUCTION OR TERMINATION, THE BORROWERS SHALL PAY TO
THE AGENT, FOR THE RATABLE ACCOUNT OF EACH BANK, THE FULL AMOUNT OF ANY
COMMITMENT FEE THEN ACCRUED PURSUANT TO SECTION 2.5.2 HEREOF ON THE AMOUNT OF
THE REDUCTION.
IF THE BORROWERS REDUCE THE REVOLVING CREDIT COMMITMENT
HEREUNDER, ANY COMMITMENT FEE PAYABLE THEREAFTER UNDER SECTION 2.5.2 HEREOF
SHALL BE PAYABLE WITH RESPECT TO THE REVOLVING CREDIT COMMITMENT AS SO REDUCED
OR TERMINATED.
NO REDUCTION OF THE REVOLVING CREDIT COMMITMENT MAY BE
REINSTATED.
15
2.4
PAYMENT.
2.4.1
PREPAYMENT.
(I)
PRIME RATE LOANS AND LIBOR ADVANTAGE LOANS MAY BE PREPAID FROM
TIME TO TIME IN WHOLE OR IN PART, WITHOUT PREMIUM OR PENALTY, PROVIDED THAT
INTEREST ACCRUED ON THE AMOUNTS SO PREPAID TO THE DATE OF SUCH PAYMENT AND ALL
(IF ANY) OUTSTANDING FEES AND CHARGES IN RESPECT THEREOF MUST BE PAID AT THE
TIME OF ANY SUCH PREPAYMENT.
AMOUNTS SO PAID AND OTHER AMOUNTS MAY BE BORROWED
AND REBORROWED FROM TIME TO TIME AS PROVIDED IN SECTION 2.1 HEREOF.
(II)
LIBOR RATE LOANS MAY BE PREPAID UPON THE TERMS AND CONDITIONS SET
FORTH HEREIN.
FOR LIBOR RATE LOANS IN CONNECTION WITH WHICH THE BORROWERS HAVE
OR MAY INCUR HEDGING OBLIGATIONS, ADDITIONAL OBLIGATIONS MAY BE ASSOCIATED WITH
PREPAYMENT, IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THE APPLICABLE
HEDGING CONTRACTS.
THE BORROWERS SHALL GIVE THE AGENT, NO LATER THAN
10:00 A.M., NEW YORK CITY TIME, AT LEAST FOUR (4) BUSINESS DAYS NOTICE OF ANY
PROPOSED PREPAYMENT OF ANY LIBOR RATE LOANS,