ALL BREAKAGE COSTS, AND (III) ALL HEDGE BREAKAGE COSTS AND ANY OTHER
AMOUNTS PAYABLE BY THE BORROWER UNDER OR WITH RESPECT TO ANY HEDGING AGREEMENT.
SECTION 2.5
THE NOTES.
(A)
THE ADVANCES MADE BY THE LENDERS HEREUNDER
SHALL BE EVIDENCED BY A DULY EXECUTED PROMISSORY NOTE OF THE BORROWER PAYABLE TO
EACH MANAGING AGENT, ON BEHALF OF THE APPLICABLE LENDERS IN THE RELATED LENDER
GROUP, IN SUBSTANTIALLY THE FORM OF EXHIBIT B HERETO (COLLECTIVELY, THE
"NOTES").
THE NOTES SHALL BE DATED THE CLOSING DATE AND SHALL BE IN A
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MAXIMUM PRINCIPAL AMOUNT EQUAL TO THE APPLICABLE LENDER GROUP'S GROUP ADVANCE
LIMIT, AND SHALL OTHERWISE BE DULY COMPLETED.
(B)
EACH MANAGING AGENT IS HEREBY AUTHORIZED TO
ENTER ON A SCHEDULE ATTACHED TO ITS NOTES THE FOLLOWING NOTATIONS (WHICH MAY BE
COMPUTER GENERATED) WITH RESPECT TO EACH ADVANCE MADE BY EACH LENDER IN THE
APPLICABLE LENDER GROUP:
(I) THE DATE AND PRINCIPAL AMOUNT THEREOF AND (II)
EACH PAYMENT AND REPAYMENT OF PRINCIPAL THEREOF, AND ANY SUCH RECORDATION SHALL
CONSTITUTE PRIMA FACIE EVIDENCE OF THE ACCURACY OF THE INFORMATION SO RECORDED.
THE FAILURE OF A MANAGING AGENT TO MAKE ANY SUCH NOTATION ON THE SCHEDULE
ATTACHED TO THE APPLICABLE NOTE SHALL NOT LIMIT OR OTHERWISE AFFECT THE
OBLIGATION OF THE BORROWER TO REPAY THE ADVANCES IN ACCORDANCE WITH THEIR
RESPECTIVE TERMS AS SET FORTH HEREIN.
SECTION 2.6
INTEREST PAYMENTS.
(A)
INTEREST SHALL ACCRUE ON EACH ADVANCE
DURING EACH SETTLEMENT PERIOD AT THE APPLICABLE INTEREST RATE.
THE BORROWER
SHALL PAY INTEREST ON THE UNPAID PRINCIPAL AMOUNT OF EACH ADVANCE FOR THE PERIOD
COMMENCING ON AND INCLUDING THE FUNDING DATE OF SUCH ADVANCE UNTIL BUT EXCLUDING
THE DATE THAT SUCH ADVANCE SHALL BE PAID IN FULL.
INTEREST SHALL ACCRUE DURING
EACH SETTLEMENT PERIOD AND BE PAYABLE ON THE ADVANCES OUTSTANDING ON EACH
PAYMENT DATE, UNLESS EARLIER PAID PURSUANT TO (I) A PREPAYMENT IN ACCORDANCE
WITH SECTION 2.3(B) OR (II) A REPAYMENT IN ACCORDANCE WITH SECTION 2.4(B).
(B)
EACH MANAGING AGENT SHALL DETERMINE (IN
ACCORDANCE WITH INFORMATION PROVIDED BY THE RELEVANT CP LENDER AND/OR COMMITTED
LENDERS IN THE RELATED LENDER GROUP, AS APPLICABLE) ITS ESTIMATE OF THE INTEREST
(INCLUDING UNPAID INTEREST, IF ANY DUE AND PAYABLE ON A PRIOR PAYMENT DATE) TO
BE PAID TO THE LENDERS IN THE APPLICABLE LENDER GROUP ON EACH PAYMENT DATE FOR
THE RELATED SETTLEMENT PERIOD AND SHALL ADVISE THE ADMINISTRATIVE AGENT AND THE
SERVICER, ON BEHALF OF THE BORROWER, THEREOF THREE (3) BUSINESS DAYS PRIOR TO
EACH PAYMENT DATE.
IN THE EVENT THAT ANY MANAGING AGENT'S, CP LENDER'S OR
COMMITTED LENDER'S, AS APPLICABLE, ESTIMATE OF THE INTEREST PAYABLE FOR A
RELATED SETTLEMENT PERIOD IS DIFFERENT FROM THE ACTUAL AMOUNT OF INTEREST FOR
SUCH SETTLEMENT PERIOD, THE MANAGING AGENT SHALL INCREASE OR DECREASE ITS
ESTIMATE OF INTEREST FOR THE NEXT SUCCEEDING SETTLEMENT PERIOD BY THE AMOUNT OF
SUCH DIFFERENCE, PLUS INTEREST THEREON, IF APPLICABLE.
FAILURE TO SET ASIDE ANY
AMOUNT SO ACCRUED SHALL NOT RELIEVE THE BORROWER OR THE SERVICER ON BEHALF OF
THE BORROWER OF ITS OBLIGATION TO