AND MAY, IF SUCH BANK SO ELECTS IN
CONNECTION WITH ANY TRANSFER OR ENFORCEMENT OF ITS NOTE(S), ENDORSE ON THE
APPROPRIATE SCHEDULE APPROPRIATE NOTATIONS TO EVIDENCE THE FOREGOING INFORMATION
WITH RESPECT TO EACH SUCH LOAN THEN OUTSTANDING; PROVIDED THAT THE FAILURE OF
SUCH BANK TO MAKE ANY SUCH RECORDATION OR ENDORSEMENT SHALL NOT AFFECT THE
OBLIGATIONS OF THE BORROWER HEREUNDER OR UNDER THE NOTES.
EACH BANK IS HEREBY
IRREVOCABLY AUTHORIZED BY THE BORROWER SO TO ENDORSE ITS NOTE(S) AND TO ATTACH
TO AND MAKE A PART OF ITS NOTE(S) A CONTINUATION OF ANY SUCH SCHEDULE AS AND
WHEN REQUIRED.
(C)
THE TERM LOANS AND REVOLVING CREDIT LOANS
SHALL MATURE, AND THE PRINCIPAL AMOUNT THEREOF SHALL BE DUE AND PAYABLE, ON THE
MATURITY DATE.
THE SWINGLINE LOANS SHALL MATURE, AND THE PRINCIPAL AMOUNT
THEREOF SHALL BE DUE AND PAYABLE, IN ACCORDANCE WITH SECTION 2.4(B)(III).
37
(D)
THERE SHALL BE NO MORE THAN TEN
(10) EURO-CURRENCY GROUP OF LOANS OUTSTANDING AT ANY ONE TIME.
Section 2.7. Method of Electing Interest Rates.
(a) The Loans included in each
Borrowing shall bear interest initially at the type of rate specified by the
Borrower, in the applicable Notice of Borrowing or as otherwise provided in
Section 2.4 with respect to Mandatory Borrowings.
Thereafter, the Borrower may
from time to time elect to change or continue the type of interest rate borne by
each Group of Loans (subject in each case to the provisions of Article VIII and
without affecting the currency of any particular Loan), as follows:
(I)
IF SUCH LOANS
ARE BASE RATE LOANS, THE BORROWER MAY ELECT TO CONVERT ALL OR ANY PORTION OF
SUCH LOANS TO EURO-CURRENCY LOANS AS OF ANY EURO-CURRENCY BUSINESS DAY;
(II)
IF SUCH LOANS ARE
EURO-CURRENCY LOANS, THE BORROWER MAY ELECT TO CONVERT ALL OR ANY PORTION OF
SUCH LOANS TO BASE RATE LOANS AND/OR ELECT TO CONTINUE ALL OR ANY PORTION OF
SUCH LOANS AS EURO-CURRENCY LOANS FOR AN ADDITIONAL INTEREST PERIOD OR
ADDITIONAL INTEREST PERIODS, IN EACH CASE EFFECTIVE ON THE LAST DAY OF THE THEN
CURRENT INTEREST PERIOD APPLICABLE TO SUCH LOANS, OR ON SUCH OTHER DATE
DESIGNATED BY THE BORROWER IN THE NOTICE OF INTEREST RATE ELECTION PROVIDED THE
BORROWER SHALL PAY ANY LOSSES PURSUANT TO SECTION 2.16.
Each such election shall be made by delivering a notice (a "Notice of Interest
Rate Election") to the Administrative Agent at least three (3) Euro-Currency
Business Days prior to, but excluding, the effective date of the conversion or
continuation selected in such notice.
A Notice of Interest Rate Election may,
if it so specifies, apply to only a portion of the aggregate principal amount of
the relevant Group of Loans; provided that (i) such portion is allocated ratably
among the Loans comprising such Group of Loans, (ii) the portion to which such
Notice applies, and the remaining portion to which it does not apply, are each
in the minimum amounts required hereby, (iii) no Loan may be continued as, or
converted into, a Euro-Currency Loan