LIBOR Loans, then Borrowers may once
again as to such Lender request Conversions to the LIBO Rate.
During any period
of such suspension, such Lender shall make Base Rate Loans.
I.
THE BORROWERS AGREE THAT UPON
WRITTEN NOTICE BY: (Y) AGENT BANK OR (Z) ANY LENDER TO THE BORROWERS (WITH A
COPY OF SUCH NOTICE CONCURRENTLY DELIVERED TO AGENT BANK) TO THE EFFECT THAT A
PROMISSORY NOTE OR OTHER EVIDENCE OF INDEBTEDNESS IS REQUIRED FOR SUCH LENDER IN
ORDER FOR SUCH LENDER TO EVIDENCE (WHETHER FOR THE PURPOSES OF PLEDGE,
ENFORCEMENT OR OTHERWISE) THE BORROWINGS OWING TO, OR TO BE MADE BY, SUCH
LENDER:
(I)
THE BORROWERS SHALL PROMPTLY EXECUTE AND
DELIVER TO EACH SUCH REQUIRING LENDER A PROMISSORY NOTE PAYABLE TO THE ORDER OF
SUCH LENDER (EACH INDIVIDUALLY A "REPLACEMENT NOTE" AND COLLECTIVELY THE
"REPLACEMENT NOTES") IN THE FORM OF THE REVOLVING CREDIT NOTE IN THE AMOUNT OF
SUCH REQUIRING LENDER'S RESPECTIVE SYNDICATION INTEREST IN THE CREDIT FACILITY;
(II)
THE REPLACEMENT NOTES SHALL FULLY REPLACE
THE REVOLVING CREDIT NOTE AS TO THE SYNDICATION INTERESTS EVIDENCED BY SUCH
REPLACEMENT NOTES AND EACH REFERENCE TO THE REVOLVING CREDIT NOTE IN THIS CREDIT
AGREEMENT AND EACH OF THE LOAN DOCUMENTS SHALL BE DEEMED TO BE A COLLECTIVE
REFERENCE TO THE REVOLVING CREDIT NOTE AND EACH OF THE REPLACEMENT NOTES;
(III)
BORROWINGS, INTEREST RATE OPTIONS,
CONSTRUCTION/CONVERSION NOTICES AND ALL OTHER PROVISIONS FOR THE DISBURSEMENT OF
FUNDS, SETTING OF INTEREST RATES AND COLLECTION OF REPAYMENTS OF INTEREST AND
PRINCIPAL SHALL CONTINUE TO BE MADE BY AGENT BANK AS THE ADMINISTRATIVE AND
COLLATERAL AGENT FOR THE LENDERS IN THE SAME MANNER AND TO THE SAME EXTENT AS
PROVIDED IN THE REVOLVING CREDIT NOTE AND THIS CREDIT AGREEMENT AS FULLY
APPLICABLE TO EACH OF THE REPLACEMENT NOTES;
(IV)
THE AGENT BANK, UPON THE CONSENT OF REQUISITE
LENDERS, SHALL CAUSE THE TITLE INSURANCE COMPANY TO ISSUE, AT THE EXPENSE OF
LENDERS, SUCH ENDORSEMENTS TO THE TITLE INSURANCE POLICIES AS MAY BE REASONABLY
NECESSARY TO ASSURE THE AGGREGATE
75
OBLIGATION EVIDENCED BY THE REPLACEMENT NOTES IS SECURED BY THE DEED OF TRUST
WITH THE SAME COVERAGE AND PRIORITY AS THE OBLIGATION EVIDENCED BY THE REVOLVING
CREDIT NOTE; AND
(V)
CONCURRENTLY WITH THE DELIVERY OF EACH
REPLACEMENT NOTE, BORROWERS SHALL EXECUTE A RESTATED REVOLVING CREDIT NOTE IN
THE PRINCIPAL AMOUNT OF THE AGGREGATE COMMITMENT LESS THE AGGREGATE AMOUNT OF
THE SYNDICATION INTERESTS EVIDENCED BY THE REPLACEMENT NOTES AND AGENT BANK
SHALL RETURN THE ORIGINAL REVOLVING CREDIT NOTE TO BORROWERS MARKED AS
SUPERSEDED AND REPLACED BY SUCH RESTATED REVOLVING CREDIT NOTES AND THE
REPLACEMENT NOTES.
SECTION 2.06.
SECURITY FOR THE BANK FACILITIES.
THE
SECURITY DOCUMENTATION SHALL SECURE THE DUE AND PUNCTUAL PAYMENT AND PERFORMANCE
OF THE OBLIGATIONS AND THE TERMS AND PROVISIONS OF THIS CREDIT AGREEMENT, THE
REVOLVING CREDIT NOTE AND ALL OF THE OTHER LOAN DOCUMENTS.
IN FURTHERANCE OF
SUCH SECURITY, THE SECURITY DOCUMENT AMENDMENTS SHALL BE EXECUTED AND DELIVERED
TO AGENT BANK, AS OF THE RESTATEMENT DATE, BY THE RESPECTIVE PARTIES TO EACH OF
THE SECURITY DOCUMENT