MANDATORY, TO THE EXTENT ACCRUED ON THE AMOUNT BEING PREPAID; AND (III) AT
MATURITY, INCLUDING THE MATURITY DATE.
1.4.
Conversion/Continuation.
(A)
SUBJECT TO SECTION 1.14 AND SO LONG AS (X)
NO EVENT OF DEFAULT SHALL HAVE OCCURRED AND THEN IS CONTINUING, BORROWER SHALL
HAVE THE OPTION:
(I)
TO CONVERT AT ANY TIME ALL OR ANY PART
OF ANY LOAN EQUAL TO $5,000,000 AND INTEGRAL MULTIPLES OF $1,000,000 IN EXCESS
OF THAT AMOUNT FROM ONE TYPE OF LOAN TO ANOTHER TYPE OF LOAN; PROVIDED A
EURODOLLAR LOAN MAY ONLY BE CONVERTED ON THE EXPIRATION OF THE INTEREST PERIOD
APPLICABLE TO SUCH EURODOLLAR LOAN UNLESS BORROWER SHALL PAY ALL AMOUNTS DUE
UNDER SECTION 1.14 IN CONNECTION WITH ANY SUCH CONVERSION; OR
(II)
UPON THE EXPIRATION OF ANY INTEREST PERIOD
APPLICABLE TO ANY EURODOLLAR LOAN, TO CONTINUE ALL OR ANY PORTION OF SUCH LOAN
EQUAL TO $1,000,000 AND INTEGRAL MULTIPLES OF $1,000,000 IN EXCESS OF THAT
AMOUNT AS A EURODOLLAR LOAN.
(B)
IN ORDER TO EXERCISE ANY CONVERSION OPTION
PURSUANT TO SECTION 1.4(A)(I) OR CONTINUATION OPTION PURSUANT TO SECTION
1.4(A)(II), BORROWER SHALL DELIVER A NOTICE OF CONVERSION/CONTINUATION TO THE
AGENT NO LATER THAN 1:00 P.M. (NEW YORK CITY TIME) AT LEAST ONE BUSINESS DAY IN
ADVANCE OF THE PROPOSED CONVERSION DATE (IN THE CASE OF A CONVERSION TO AN ABR
LOAN) AND AT LEAST THREE BUSINESS DAYS IN ADVANCE OF THE PROPOSED
CONVERSION/CONTINUATION DATE (IN THE CASE OF A CONVERSION TO, OR A CONTINUATION
OF, A EURODOLLAR LOAN).
EXCEPT AS OTHERWISE PROVIDED HEREIN, A NOTICE OF
CONVERSION/CONTINUATION FOR CONVERSION TO, OR CONTINUATION OF, ANY EURODOLLAR
LOANS SHALL BE IRREVOCABLE ON AND AFTER THE RELATED INTEREST RATE DETERMINATION
DATE, AND BORROWER SHALL BE BOUND TO EFFECT A CONVERSION OR CONTINUATION IN
ACCORDANCE THEREWITH.
IF BORROWER SHALL FAIL TO GIVE ANY REQUIRED NOTICE AS
DESCRIBED IN SECTION 1.4(A) OR IF SUCH CONTINUATION IS NOT PERMITTED PURSUANT
THERETO, SUCH LOANS
4
SHALL BE AUTOMATICALLY CONVERTED TO ABR LOANS ON THE LAST DAY OF SUCH THEN
EXPIRING INTEREST PERIOD.
1.5.
Default Interest.
Upon the occurrence and
during the continuance of an Event of Default under Section 6.1(a), the
principal amount of all Loans outstanding and any interest payments on the Loans
or any fees or other amounts owed hereunder shall thereafter bear interest
(including post-petition interest in any proceeding under the Bankruptcy Code or
other applicable bankruptcy laws) payable on demand at a rate that is equal to
the lesser of (a) 2.0% per annum in excess of the interest rate otherwise
payable hereunder with respect to the applicable Loans (or, in the case of any
such fees and other amounts, at a rate which is 2.0% per annum in excess of the
interest rate otherwise payable hereunder for ABR Loans) and (b) the maximum
rate of interest permitted under applicable law; provided in the case of
Eurodollar Loans, upon the expiration of the Interest Period in effect at the
time any such increase in interest rate is effective such Eurodollar Loans shall
thereupon become ABR