THIS SECTION 2.06 SHALL BE
DEEMED TO RELIEVE ANY LENDER FROM ITS OBLIGATION TO FULFILL ITS COMMITMENTS
HEREUNDER OR TO PREJUDICE ANY RIGHTS THAT THE BORROWER MAY HAVE AGAINST ANY
LENDER AS A RESULT OF ANY DEFAULT BY ANY SUCH LENDER HEREUNDER (IT BEING
UNDERSTOOD, HOWEVER, THAT NO LENDER SHALL BE RESPONSIBLE FOR THE FAILURE OF ANY
OTHER LENDER TO FULFILL ITS COMMITMENTS HEREUNDER).
Section 2.07
Interest Elections.
(A)
ELECTIONS BY THE BORROWER.
EACH BORROWING
INITIALLY SHALL BE OF THE TYPE SPECIFIED IN THE APPLICABLE BORROWING REQUEST,
AND, IN THE CASE OF A EURODOLLAR BORROWING, SHALL HAVE AN INITIAL INTEREST
PERIOD AS SPECIFIED IN SUCH BORROWING REQUEST.
THEREAFTER, THE BORROWER MAY
ELECT TO CONVERT A BORROWING OF LOANS OF ANY CLASS TO A DIFFERENT TYPE OF LOANS
OF SUCH CLASS OR TO CONTINUE SUCH BORROWING AND, IN THE CASE OF A EURODOLLAR
BORROWING, MAY ELECT INTEREST PERIODS THEREFOR, ALL AS PROVIDED IN THIS
SECTION.
THE BORROWER MAY ELECT DIFFERENT OPTIONS WITH RESPECT TO DIFFERENT
PORTIONS OF THE AFFECTED BORROWING, IN WHICH CASE EACH SUCH PORTION SHALL BE
ALLOCATED RATABLY AMONG THE LENDERS HOLDING THE LOANS COMPRISING SUCH BORROWING,
AND THE LOANS COMPRISING EACH SUCH PORTION SHALL BE CONSIDERED A SEPARATE
BORROWING.
THIS SECTION SHALL NOT APPLY TO SWINGLINE LOANS, WHICH MAY NOT BE
CONVERTED OR CONTINUED AS EURODOLLAR LOANS.
(B)
NOTICE OF ELECTIONS.
TO MAKE AN ELECTION
PURSUANT TO THIS SECTION, THE BORROWER SHALL NOTIFY THE ADMINISTRATIVE AGENT OF
SUCH ELECTION BY TELEPHONE (1) IN THE CASE OF A EURODOLLAR BORROWING, NOT LATER
THAN 12:00 NOON NEW YORK CITY TIME, THREE BUSINESS DAYS BEFORE THE EFFECTIVE
DATE OF THE ELECTION, OR (2) IN THE CASE OF AN ABR BORROWING NOT LATER THAN
12:00 NOON NEW YORK CITY TIME, ONE BUSINESS DAY BEFORE THE EFFECTIVE DATE OF THE
ELECTION.
EACH SUCH TELEPHONIC INTEREST ELECTION REQUEST SHALL BE IRREVOCABLE
AND SHALL BE CONFIRMED PROMPTLY BY HAND DELIVERY OR TELECOPY (OR BY ELECTRONIC
COMMUNICATION, IF ARRANGEMENTS FOR DOING SO HAVE BEEN APPROVED BY THE
ADMINISTRATIVE AGENT) TO THE ADMINISTRATIVE AGENT OF A WRITTEN INTEREST ELECTION
REQUEST IN A FORM APPROVED BY THE ADMINISTRATIVE AGENT AND SIGNED BY THE
BORROWER.
(C)
CONTENT OF NOTICES.
EACH TELEPHONIC AND
WRITTEN INTEREST ELECTION REQUEST SHALL SPECIFY THE FOLLOWING INFORMATION IN
COMPLIANCE WITH SECTION 2.02 AND PARAGRAPH (F) OF THIS SECTION:
(I)
THE BORROWING TO WHICH SUCH INTEREST
ELECTION REQUEST APPLIES (INCLUDING, IF APPLICABLE, THE RESPECTIVE SERIES OF
INCREMENTAL LOANS TO WHICH SUCH INTEREST ELECTION REQUEST RELATES) AND, IF
DIFFERENT OPTIONS ARE BEING ELECTED WITH RESPECT TO DIFFERENT PORTIONS THEREOF,
THE PORTIONS THEREOF TO BE ALLOCATED TO EACH RESULTING BORROWING (IN WHICH CASE
THE INFORMATION TO BE SPECIFIED PURSUANT TO CLAUSES (III) AND (IV) BELOW SHALL
BE SPECIFIED FOR EACH RESULTING BORROWING);
(II)
THE EFFECTIVE DATE OF THE ELECTION MADE
PURSUANT TO SUCH INTEREST ELECTION REQUEST, WHICH SHALL BE A BUSINESS DAY;
(III)
WHETHER THE RESULTING BORROWING IS TO BE AN
ABR BORROWING OR A EURODOLLAR BORROWING; AND
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(IV)
IF THE RESULTING BORROWING IS A EURODOLLAR