RATE LOANS; MINIMUM INCREMENTS.
(A)
SUBJECT TO THE PROVISIONS OF THE DEFINITION "INTEREST PERIOD," THE
DURATION OF EACH INTEREST PERIOD APPLICABLE TO A LIBOR RATE LOAN SHALL BE AS
SPECIFIED IN THE APPLICABLE NOTICE OF BORROWING OR NOTICE OF CONVERSION OR
CONTINUATION.
THE BORROWER MAY ELECT A SUBSEQUENT INTEREST PERIOD TO BE
APPLICABLE TO ANY LIBOR RATE LOAN BY GIVING A NOTICE OF CONVERSION OR
CONTINUATION WITH RESPECT TO SUCH LOAN IN ACCORDANCE WITH SECTION 4.12.
(B)
IF THE ADMINISTRATIVE AGENT DOES NOT RECEIVE A NOTICE OF ELECTION
IN ACCORDANCE WITH SECTION 4.12 WITH RESPECT TO THE CONTINUATION OF ANY LIBOR
RATE LOAN WITHIN THE APPLICABLE TIME LIMITS SPECIFIED IN SAID SECTION 4.12, OR
IF, WHEN SUCH NOTICE MUST BE GIVEN,
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AN EVENT OF DEFAULT EXISTS OR SUCH TYPE OF LOAN IS NOT AVAILABLE, THE BORROWER
SHALL BE DEEMED TO HAVE ELECTED TO CONVERT SUCH LIBOR RATE LOAN IN WHOLE INTO A
BASE RATE LOAN ON THE LAST DAY OF THE INTEREST PERIOD THEREFOR.
(C)
NOTWITHSTANDING THE FOREGOING, THE BORROWER MAY NOT SELECT AN
INTEREST PERIOD THAT WOULD END, BUT FOR THE PROVISIONS OF THE DEFINITION
"INTEREST PERIOD," AFTER THE TERMINATION DATE.
(D)
IN NO EVENT SHALL THERE BE MORE THAN SIX LIBOR RATE LOANS
OUTSTANDING HEREUNDER AT ANY TIME.
FOR THE PURPOSE OF THIS SUBSECTION (D), EACH
LIBOR RATE LOAN HAVING A DISTINCT INTEREST PERIOD SHALL BE DEEMED TO BE A
SEPARATE LOAN HEREUNDER.
(E)
EACH LIBOR RATE LOAN SHALL BE IN A MINIMUM AMOUNT OF $1,000,000 OR
AN INTEGRAL MULTIPLE OF $250,000 IN EXCESS THEREOF.
SECTION 4.15
CHANGED CIRCUMSTANCES.
(A)
IF THE INTRODUCTION OF OR ANY CHANGE IN OR IN THE INTERPRETATION
OF (IN EACH CASE, AFTER THE DATE HEREOF) ANY LAW OR REGULATION MAKES IT
UNLAWFUL, OR ANY GOVERNMENTAL AUTHORITY ASSERTS, AFTER THE DATE HEREOF, THAT IT
IS UNLAWFUL, FOR ANY LENDER TO PERFORM ITS OBLIGATIONS HEREUNDER TO MAKE LIBOR
RATE LOANS OR TO FUND OR MAINTAIN LIBOR RATE LOANS HEREUNDER, SUCH LENDER SHALL
NOTIFY THE ADMINISTRATIVE AGENT OF SUCH EVENT AND THE ADMINISTRATIVE AGENT SHALL
NOTIFY THE BORROWER OF SUCH EVENT, AND THE RIGHT OF THE BORROWER TO SELECT LIBOR
RATE LOAN FOR ANY SUBSEQUENT INTEREST PERIOD OR IN CONNECTION WITH ANY
SUBSEQUENT CONVERSION OF ANY LOAN SHALL BE SUSPENDED UNTIL THE ADMINISTRATIVE
AGENT SHALL NOTIFY THE BORROWER THAT THE CIRCUMSTANCES CAUSING SUCH SUSPENSION
NO LONGER EXIST, AND THE BORROWER SHALL FORTHWITH PREPAY IN FULL ALL LIBOR RATE
LOANS THEN OUTSTANDING AND SHALL PAY ALL INTEREST ACCRUED THEREON THROUGH THE
DATE OF SUCH PREPAYMENT OR CONVERSION, UNLESS THE BORROWER, WITHIN THREE
BUSINESS DAYS AFTER SUCH NOTICE FROM THE ADMINISTRATIVE AGENT, REQUESTS THE
CONVERSION OF ALL LIBOR RATE LOANS THEN OUTSTANDING INTO BASE RATE LOANS;
PROVIDED, THAT IF THE DATE OF SUCH REPAYMENT OR PROPOSED CONVERSION IS NOT THE
LAST DAY OF THE INTEREST PERIOD APPLICABLE TO SUCH LIBOR RATE LOAN, THE BORROWER
SHALL ALSO PAY ANY AMOUNT DUE PURSUANT TO SECTION 4.10.
(B)
IF THE ADMINISTRATIVE AGENT SHALL, AT LEAST ONE BUSINESS DAY
BEFORE