ALL
REFERENCES HEREIN TO THE AMOUNT OF A LETTER OF CREDIT AT ANY TIME SHALL BE
DEEMED TO MEAN THE MAXIMUM FACE AMOUNT OF SUCH LETTER OF CREDIT AFTER GIVING
EFFECT TO ALL INCREASES THEREOF CONTEMPLATED BY SUCH LETTER OF CREDIT OR THE L/C
RELATED DOCUMENTS RELATED THERETO THEREFOR, WHETHER OR NOT SUCH MAXIMUM FACE
AMOUNT IS IN EFFECT AT SUCH TIME.
1.07
CURRENCY EQUIVALENTS GENERALLY.
ANY AMOUNT SPECIFIED IN THIS
AGREEMENT (OTHER THAN IN ARTICLES II, IX AND X) OR ANY OF THE OTHER LOAN
DOCUMENTS TO BE IN DOLLARS SHALL ALSO INCLUDE THE EQUIVALENT OF SUCH AMOUNT IN
ANY CURRENCY OTHER THAN DOLLARS, SUCH EQUIVALENT AMOUNT TO BE DETERMINED AT THE
RATE OF EXCHANGE QUOTED BY CREDIT SUISSE IN NEW YORK, NEW YORK AT THE CLOSE OF
BUSINESS ON THE
34
BUSINESS DAY IMMEDIATELY PRECEDING ANY DATE OF DETERMINATION THEREOF, TO PRIME
BANKS IN NEW YORK, NEW YORK FOR THE SPOT PURCHASE IN THE NEW YORK FOREIGN
EXCHANGE MARKET OF SUCH AMOUNT IN DOLLARS WITH SUCH OTHER CURRENCY.
ARTICLE II
THE COMMITMENTS AND CREDIT EXTENSIONS
2.01
THE LOANS.
(A)
THE TERM BORROWINGS.
SUBJECT TO THE TERMS AND CONDITIONS SET
FORTH HEREIN, ON THE CLOSING DATE AND UNTIL AND INCLUDING APRIL 30, 2007, EACH
TERM LENDER SEVERALLY AGREES TO MAKE UP TO THREE LOANS (EXCLUDING ADDITIONAL
TERM LOANS PURSUANT TO SECTION 2.14) (EACH CONSISTING OF A TERM LOAN PURSUANT TO
THE TERM FACILITY IN AN AMOUNT EQUAL TO ITS APPLICABLE PERCENTAGE OF THE TERM
FACILITY) TO THE BORROWER; PROVIDED THAT (A)
THE AGGREGATE AMOUNT OF ALL TERM
BORROWINGS UNDER THE TERM FACILITY (EXCLUDING INCREASES PURSUANT TO SECTION
2.14) SHALL NOT EXCEED $150,000,000, AND (B) THE AGGREGATE AMOUNT OF EACH TERM
BORROWING MAY NOT EXCEED THE AMOUNT THEN REQUIRED TO COMPLY WITH SECTION 6.11.
EACH TERM BORROWING SHALL CONSIST OF TERM LOANS MADE SIMULTANEOUSLY BY THE TERM
LENDERS IN ACCORDANCE WITH THEIR RESPECTIVE APPLICABLE PERCENTAGE OF THE TERM
FACILITY.
AMOUNTS BORROWED UNDER THIS SECTION 2.01(A) AND REPAID OR PREPAID MAY
NOT BE REBORROWED.
TERM LOANS MAY BE BASE RATE LOANS OR EURODOLLAR RATE LOANS,
AS FURTHER PROVIDED HEREIN.
(B)
THE REVOLVING CREDIT BORROWINGS.
SUBJECT TO THE TERMS AND
CONDITIONS SET FORTH HEREIN, EACH REVOLVING CREDIT LENDER SEVERALLY AGREES TO
MAKE LOANS (EACH SUCH LOAN, A "REVOLVING CREDIT LOAN") TO THE BORROWER FROM TIME
TO TIME, ON ANY BUSINESS DAY DURING THE AVAILABILITY PERIOD, IN AN AGGREGATE
AMOUNT NOT TO EXCEED AT ANY TIME OUTSTANDING THE AMOUNT OF SUCH LENDER'S
REVOLVING CREDIT COMMITMENT; PROVIDED THAT AFTER GIVING EFFECT TO ANY REVOLVING
CREDIT BORROWING, (I) THE TOTAL OUTSTANDINGS UNDER THE REVOLVING CREDIT FACILITY
SHALL NOT EXCEED THE AGGREGATE COMMITMENTS UNDER THE REVOLVING CREDIT FACILITY,
(II) THE AGGREGATE OUTSTANDING AMOUNT OF THE REVOLVING CREDIT LOANS OF ANY
LENDER, PLUS SUCH LENDER'S APPLICABLE PERCENTAGE OF THE OUTSTANDING AMOUNT OF
ALL L/C OBLIGATIONS, PLUS SUCH LENDER'S APPLICABLE PERCENTAGE OF THE OUTSTANDING
AMOUNT OF ALL SWING LINE LOANS SHALL NOT EXCEED SUCH LENDER'S REVOLVING CREDIT
COMMITMENT, AND (III) PRIOR TO THE EXISTING NOTES REPAYMENT DATE,