UPWARD OR DOWNWARD BASED ON ALL REVOLVING LOANS, SWINGLINE LOANS AND
REPAYMENTS OF REVOLVING LOANS AND SWINGLINE LOANS
RECEIVED BY THE
43
ADMINISTRATIVE AGENT AS OF 4:00 P.M. ON THE FIRST BUSINESS DAY FOLLOWING THE END
OF THE PERIOD SPECIFIED BY THE ADMINISTRATIVE AGENT (SUCH DATE, THE "SETTLEMENT
DATE").
(C)
THE ADMINISTRATIVE AGENT SHALL DELIVER TO
EACH OF THE LENDERS PROMPTLY AFTER THE SETTLEMENT DATE A SUMMARY STATEMENT OF
THE AMOUNT OF OUTSTANDING REVOLVING LOANS AND SWINGLINE LOANS FOR THE PERIOD AND
THE AMOUNT OF REPAYMENTS RECEIVED FOR THE PERIOD.
AS REFLECTED ON THE SUMMARY
STATEMENT: (X) THE ADMINISTRATIVE AGENT SHALL TRANSFER TO EACH LENDER ITS
APPLICABLE COMMITMENT PERCENTAGE OF REPAYMENTS, AND (Y) EACH LENDER SHALL
TRANSFER TO THE ADMINISTRATIVE AGENT (AS PROVIDED BELOW), OR THE ADMINISTRATIVE
AGENT SHALL TRANSFER TO EACH LENDER, SUCH AMOUNTS AS ARE NECESSARY TO INSURE
THAT, AFTER GIVING EFFECT TO ALL SUCH TRANSFERS, THE AMOUNT OF REVOLVING LOANS
MADE BY EACH LENDER SHALL BE EQUAL TO SUCH LENDER'S APPLICABLE COMMITMENT
PERCENTAGE OF REVOLVING LOANS OUTSTANDING AS OF SUCH SETTLEMENT DATE.
IF THE
SUMMARY STATEMENT REQUIRES TRANSFERS TO BE MADE TO THE ADMINISTRATIVE AGENT BY
THE LENDERS AND IS RECEIVED PRIOR TO 12:00 NOON ON A BUSINESS DAY, SUCH
TRANSFERS SHALL BE MADE IN IMMEDIATELY AVAILABLE FUNDS NOT LATER THAN 4:00 P.M.
THAT DAY; AND, IF RECEIVED AFTER 12:00 NOON THEN NOT LATER THAN 4:00 P.M. ON THE
NEXT BUSINESS DAY.
THE OBLIGATION OF EACH LENDER TO TRANSFER SUCH FUNDS IS
IRREVOCABLE, UNCONDITIONAL AND WITHOUT RECOURSE TO OR WARRANTY BY THE
ADMINISTRATIVE AGENT.
IF AND TO THE EXTENT ANY LENDER SHALL NOT HAVE SO MADE
ITS TRANSFER TO THE ADMINISTRATIVE AGENT, SUCH LENDER AGREES TO PAY TO THE
ADMINISTRATIVE AGENT, FORTHWITH ON DEMAND SUCH AMOUNT, TOGETHER WITH INTEREST
THEREON, FOR EACH DAY FROM SUCH DATE UNTIL THE DATE SUCH AMOUNT IS PAID TO THE
ADMINISTRATIVE AGENT AT THE FEDERAL FUNDS EFFECTIVE RATE.
SECTION 2.8
Notes; Repayment of Loans.
(A)
THE LOANS MADE BY EACH LENDER (AND BY THE
SWINGLINE LENDER, WITH RESPECT TO SWINGLINE LOANS) SHALL BE EVIDENCED BY A NOTE
DULY EXECUTED BY THE BORROWERS, DATED THE EFFECTIVE DATE, IN SUBSTANTIALLY THE
FORM ATTACHED HERETO AS EXHIBIT B-1 OR B-2, AS APPLICABLE, PAYABLE TO THE ORDER
OF EACH SUCH LENDER (OR THE SWINGLINE LENDER, AS APPLICABLE) IN AN AGGREGATE
PRINCIPAL AMOUNT EQUAL TO SUCH LENDER'S COMMITMENT (OR, IN THE CASE OF THE NOTE
EVIDENCING THE SWINGLINE LOANS, $50,000,000).
(B)
THE OUTSTANDING PRINCIPAL BALANCE OF ALL
SWINGLINE LOANS SHALL BE REPAID ON THE EARLIER OF THE EXTENDED TERMINATION DATE
OR, ON THE DATE OTHERWISE REQUIRED IN ACCORDANCE WITH THE PROVISIONS OF SECTIONS
2.5(A) AND 2.5(B).
THE OUTSTANDING PRINCIPAL BALANCE OF (I) ALL OTHER LOAN
AGREEMENT OBLIGATIONS SHALL BE PAYABLE, WITH RESPECT TO THE NON-EXTENDING
LENDERS, ON THE TERMINATION DATE OR, (II) ALL OTHER LOAN AGREEMENT OBLIGATIONS
SHALL BE PAYABLE, WITH RESPECT TO THE EXTENDING LENDERS, AND ALL OTHER
OBLIGATIONS THEN DUE AND OWING, ON THE EXTENDED TERMINATION DATE (SUBJECT, IN
EACH CASE, TO EARLIER REPAYMENT