A NOTICE RECEIVED BY THE ADMINISTRATIVE AGENT FROM SUCH LENDER.
THE ADMINISTRATIVE AGENT IS HEREBY AUTHORIZED TO CHARGE THE ACCOUNT OF THE
BORROWER MAINTAINED WITH BANK ONE FOR EACH PAYMENT OF PRINCIPAL, INTEREST AND
FEES (BUT, ABSENT THE EXISTENCE OF A DEFAULT, NO OTHER AMOUNT DUE HEREUNDER) AS
IT BECOMES DUE HEREUNDER; PROVIDED THAT SO LONG AS NO DEFAULT HAS OCCURRED AND
IS CONTINUING, THE BORROWER MAY REVOKE SUCH AUTHORIZATION BY DELIVERING WRITTEN
NOTICE IN ACCORDANCE WITH SECTION 14.1 HEREOF TO THE ADMINISTRATIVE AGENT AT
LEAST ONE (1) BUSINESS DAY PRIOR TO THE INTENDED DATE OF REVOCATION AND SUCH
AUTHORIZATION SHALL BE AUTOMATICALLY REINSTATED WHILE ANY DEFAULT IS
CONTINUING.
EACH REFERENCE TO THE ADMINISTRATIVE AGENT IN THIS SECTION 2.13
SHALL ALSO BE DEEMED TO REFER, AND SHALL APPLY EQUALLY, TO THE LC ISSUER, IN THE
CASE OF PAYMENTS REQUIRED TO BE MADE BY THE BORROWER TO THE LC ISSUER PURSUANT
TO SECTION 2.20.6.
2.14
Noteless Agreement; Evidence of Indebtedness.
(A)
EACH LENDER SHALL MAINTAIN IN ACCORDANCE
WITH ITS USUAL PRACTICE AN ACCOUNT OR ACCOUNTS EVIDENCING THE INDEBTEDNESS OF
THE BORROWER TO SUCH LENDER RESULTING FROM EACH LOAN MADE BY SUCH LENDER FROM
TIME TO TIME, INCLUDING THE AMOUNTS OF PRINCIPAL AND INTEREST PAYABLE AND PAID
TO SUCH LENDER FROM TIME TO TIME HEREUNDER.
(B)
THE ADMINISTRATIVE AGENT SHALL ALSO MAINTAIN
ACCOUNTS IN WHICH IT WILL RECORD (I) THE AMOUNT OF EACH LOAN MADE HEREUNDER, THE
TYPE THEREOF AND THE INTEREST PERIOD WITH RESPECT THERETO, (II) THE AMOUNT OF
ANY PRINCIPAL OR INTEREST DUE AND PAYABLE OR TO BECOME DUE AND PAYABLE FROM THE
BORROWER TO EACH LENDER HEREUNDER, (III) THE ORIGINAL STATED AMOUNT OF EACH
22
FACILITY LC AND THE AMOUNT OF LC OBLIGATIONS OUTSTANDING AT ANY TIME, AND (IV)
THE AMOUNT OF ANY SUM RECEIVED BY THE ADMINISTRATIVE AGENT HEREUNDER FROM THE
BORROWER AND EACH LENDER'S SHARE THEREOF.
(C)
THE ENTRIES MAINTAINED IN THE ACCOUNTS
MAINTAINED PURSUANT TO PARAGRAPHS (A) AND (B) ABOVE SHALL BE PRIMA FACIE
EVIDENCE OF THE EXISTENCE AND AMOUNTS OF THE OBLIGATIONS THEREIN RECORDED;
PROVIDED, HOWEVER, THAT THE FAILURE OF THE ADMINISTRATIVE AGENT OR ANY LENDER TO
MAINTAIN SUCH ACCOUNTS OR ANY ERROR THEREIN SHALL NOT IN ANY MANNER AFFECT THE
OBLIGATION OF THE BORROWER TO REPAY THE OBLIGATIONS IN ACCORDANCE WITH THEIR
TERMS.
(D)
ANY LENDER MAY REQUEST THAT ITS LOANS BE
EVIDENCED BY A PROMISSORY NOTE OR, IN THE CASE OF THE SWING LINE LENDER,
PROMISSORY NOTES REPRESENTING ITS REVOLVING LOANS AND SWING LINE LOANS,
RESPECTIVELY (EACH, A "NOTE").
IN SUCH EVENT, THE BORROWER SHALL PREPARE,
EXECUTE AND DELIVER TO SUCH LENDER A NOTE PAYABLE TO THE ORDER OF SUCH LENDER IN
SUBSTANTIALLY THE FORM OF EXHIBIT E.
THEREAFTER, THE LOANS EVIDENCED BY SUCH
NOTE AND INTEREST THEREON SHALL AT ALL TIMES (PRIOR TO ANY ASSIGNMENT PURSUANT
TO SECTION 13.3) BE REPRESENTED BY ONE OR MORE NOTES PAYABLE TO THE ORDER OF THE
PAYEE NAMED THEREIN, EXCEPT TO THE EXTENT THAT ANY SUCH LENDER SUBSEQUENTLY
RETURNS ANY SUCH NOTE FOR CANCELLATION AND