OUTSTANDING ABR BORROWINGS AND SECOND TO THE THEN OUTSTANDING EURODOLLAR
BORROWINGS (AND IF MORE THAN ONE INTEREST PERIOD IS APPLICABLE TO EURODOLLAR
BORROWINGS, TO THE EURODOLLAR BORROWINGS WITH THE LEAST NUMBER OF DAYS REMAINING
IN THE INTEREST PERIOD APPLICABLE THERETO AND ENDING WITH THE EURODOLLAR
BORROWINGS WITH THE MOST NUMBER OF DAYS REMAINING IN THE INTEREST PERIOD
APPLICABLE THERETO IN EACH CASE, SUBJECT TO SECTION 2.11).
(E)
THE BORROWER SHALL NOTIFY THE ADMINISTRATIVE AGENT BY TELEPHONE (CONFIRMED
BY EMAIL OF A "PDF" COPY OR TELECOPY) OF ANY PREPAYMENT HEREUNDER (I) IN THE
CASE OF PREPAYMENT OF A EURODOLLAR BORROWING, NOT LATER THAN 2:00 P.M., NEW YORK
CITY TIME, THREE BUSINESS DAYS BEFORE THE DATE OF PREPAYMENT OR (II) IN THE CASE
OF PREPAYMENT OF AN ABR BORROWING, NOT LATER THAN 2:00 P.M., NEW YORK CITY TIME,
ONE BUSINESS DAY BEFORE THE DATE OF PREPAYMENT.
EACH SUCH NOTICE SHALL BE
IRREVOCABLE AND SHALL SPECIFY THE PREPAYMENT DATE, THE PRINCIPAL AMOUNT OF EACH
BORROWING OR PORTION THEREOF TO BE PREPAID AND, IN THE CASE OF A MANDATORY
PREPAYMENT, A REASONABLY DETAILED CALCULATION OF THE AMOUNT THEREOF; PROVIDED
THAT THE BORROWER MAY PROVIDE THAT SUCH NOTICE IS CONDITIONED UPON THE
OCCURRENCE OR NON-OCCURRENCE OF ANY EVENT SPECIFIED THEREIN (INCLUDING THE
CONSUMMATION OF AN ACQUISITION, SALE OR OTHER SIMILAR TRANSACTION, THE RECEIPT
OF PROCEEDS FROM THE INCURRENCE OR ISSUANCE OF INDEBTEDNESS OR EQUITY INTERESTS
OR THE EFFECTIVENESS OF OTHER CREDIT FACILITIES), IN WHICH CASE SUCH NOTICE MAY
BE REVOKED BY THE BORROWER (BY NOTICE TO THE ADMINISTRATIVE AGENT ON OR PRIOR TO
THE SPECIFIED EFFECTIVE DATE) IF SUCH CONDITION IS NOT SATISFIED.
PROMPTLY
FOLLOWING RECEIPT OF ANY SUCH NOTICE, THE ADMINISTRATIVE AGENT SHALL ADVISE THE
LENDERS OF THE CONTENTS THEREOF.
EACH PREPAYMENT OF A BORROWING SHALL BE
APPLIED RATABLY TO THE LOANS INCLUDED IN THE PREPAID BORROWING.
PREPAYMENTS
SHALL BE ACCOMPANIED BY ACCRUED INTEREST AND OTHER AMOUNTS TO THE EXTENT
REQUIRED BY SECTIONS 2.08 AND 2.11.
SECTION 2.07
Fees.
The Borrower agrees to pay to the Administrative Agent, for
its own account, fees payable in the amounts and at the times separately agreed
upon between the Borrower and the Administrative Agent.
SECTION 2.08
Interest.
(a)
The Loans comprising each ABR Borrowing shall bear
interest at the Alternate Base Rate plus the Applicable Margin.
31
(B)
THE LOANS COMPRISING EACH EURODOLLAR BORROWING SHALL BEAR INTEREST AT THE
ADJUSTED LIBO RATE FOR THE INTEREST PERIOD IN EFFECT FOR SUCH BORROWING PLUS THE
APPLICABLE MARGIN.
(C)
NOTWITHSTANDING THE FOREGOING, IF ANY PRINCIPAL OF OR INTEREST ON ANY LOAN
OR ANY FEE OR OTHER AMOUNT PAYABLE BY THE BORROWER HEREUNDER IS NOT PAID WHEN
DUE, WHETHER AT STATED MATURITY, UPON ACCELERATION OR OTHERWISE, SUCH OVERDUE
AMOUNT SHALL BEAR INTEREST, AFTER AS WELL AS BEFORE JUDGMENT, AT A RATE PER
ANNUM EQUAL TO (I) IN THE CASE OF OVERDUE PRINCIPAL OF ANY LOAN, 2.00% PLUS THE
RATE OTHERWISE APPLICABLE TO SUCH LOAN AS PROVIDED IN THE PRECEDING PARAGRAPHS
OF THIS SECTION OR (II) IN THE CASE OF ANY