DISCOUNT RATE LOANS SHALL RESULT IN THE AGGREGATE PRINCIPAL
AMOUNT OF THE EURODOLLAR LOANS OR DISCOUNT RATE LOANS REMAINING OUTSTANDING
PURSUANT TO SUCH BORROWING BEING LESS THAN US$1,000,000 OR C$1,000,000, AS
APPLICABLE.
EACH NOTICE OF PREPAYMENT SHALL SPECIFY THE PREPAYMENT DATE, THE
PRINCIPAL AMOUNT OF THE BORROWING TO BE PREPAID AND IN THE CASE OF A BORROWING
OF EURODOLLAR LOANS, THE BORROWING OR BORROWINGS PURSUANT TO WHICH MADE, SHALL
BE IRREVOCABLE AND SHALL COMMIT THE U.S. BORROWER OR CANADIAN BORROWER, AS THE
CASE MAY BE, TO PREPAY SUCH LOAN BY THE AMOUNT AND ON THE DATE STATED THEREIN.
THE APPLICABLE AGENT SHALL, PROMPTLY AFTER RECEIVING NOTICE FROM THE U.S.
BORROWER OR CANADIAN BORROWER, AS THE CASE MAY BE, HEREUNDER, NOTIFY EACH
APPLICABLE LENDER OF THE PRINCIPAL AMOUNT OF THE LOANS HELD BY SUCH LENDER WHICH
ARE TO BE PREPAID, THE PREPAYMENT DATE AND THE MANNER OF APPLICATION OF THE
PREPAYMENT.
SUBJECT TO SECTION 2.15(D), SUCH PREPAYMENTS SHALL BE APPLIED
RATABLY TO THE LOANS INCLUDED IN THE PREPAID BORROWING.
(B)
THE BORROWERS SHALL REIMBURSE EACH LENDER ON DEMAND FOR ANY LOSS
INCURRED OR TO BE INCURRED BY IT IN THE REEMPLOYMENT OF THE FUNDS RELEASED
(I) RESULTING FROM ANY PREPAYMENT (FOR ANY REASON WHATSOEVER, INCLUDING, WITHOUT
LIMITATION, REFINANCING WITH ABR LOANS OR CANADIAN PRIME RATE LOANS, AS
APPLICABLE) OF ANY EURODOLLAR LOAN OR DISCOUNT RATE LOAN REQUIRED OR PERMITTED
UNDER THIS AGREEMENT, IF SUCH LOAN IS PREPAID OTHER THAN ON THE LAST DAY OF THE
INTEREST PERIOD OR CONTRACT PERIOD FOR SUCH LOAN OR (II) IN THE EVENT THAT AFTER
THE BORROWERS DELIVER A NOTICE OF BORROWING UNDER SECTION 2.7 IN RESPECT OF
EURODOLLAR LOANS OR DISCOUNT RATE LOANS, SUCH LOANS ARE NOT MADE ON THE FIRST
DAY OF THE INTEREST PERIOD OR CONTRACT PERIOD SPECIFIED IN SUCH NOTICE OF
BORROWING FOR ANY REASON OTHER THAN A BREACH BY SUCH LENDER OF ITS OBLIGATIONS
HEREUNDER.
IN THE CASE OF A EURODOLLAR LOAN, SUCH LOSS SHALL BE THE AMOUNT AS
REASONABLY DETERMINED BY SUCH LENDER AS THE EXCESS, IF ANY, OF (A) THE AMOUNT OF
INTEREST WHICH WOULD HAVE ACCRUED TO SUCH LENDER ON THE AMOUNT SO PAID OR NOT
BORROWED AT A RATE OF INTEREST EQUAL TO THE ADJUSTED LIBO RATE FOR SUCH LOAN,
FOR THE PERIOD FROM THE DATE OF SUCH PAYMENT OR FAILURE TO BORROW TO THE LAST
DAY (X) IN THE CASE OF A PAYMENT OR REFINANCING WITH ABR LOANS OTHER THAN ON THE
LAST DAY OF THE INTEREST PERIOD FOR SUCH LOAN, OF THE THEN CURRENT INTEREST
PERIOD FOR SUCH LOAN, OR (Y) IN THE CASE OF SUCH FAILURE TO BORROW, OF THE
INTEREST PERIOD FOR SUCH LOAN WHICH WOULD HAVE COMMENCED ON THE DATE OF SUCH
FAILURE TO BORROW, OVER (B) THE AMOUNT OF INTEREST WHICH WOULD HAVE ACCRUED TO
SUCH LENDER ON SUCH AMOUNT BY PLACING SUCH AMOUNT ON DEPOSIT FOR A COMPARABLE
PERIOD WITH LEADING BANKS IN THE LONDON INTERBANK MARKET.
EACH LENDER SHALL
DELIVER TO THE U.S. BORROWER OR CANADIAN BORROWER, AS THE