SUCH CONVENTION OR PRACTICE SHALL
REPLACE SUCH EXPRESSED BASIS EFFECTIVE AS OF AND FROM THE DATE ON WHICH SUCH
STATE BECOMES A EURO MEMBER; PROVIDED, THAT IF ANY MULTICURRENCY LIBOR LOAN IN
THE CURRENCY OF SUCH STATE IS OUTSTANDING IMMEDIATELY PRIOR TO SUCH DATE, SUCH
REPLACEMENT SHALL TAKE EFFECT, WITH RESPECT TO SUCH MULTICURRENCY LIBOR LOAN, AT
THE END OF THE THEN CURRENT INTEREST PERIOD.
3.6.5
AMENDMENT REGARDING CHANGES IN CURRENCY.
IN
ADDITION, THE BORROWERS AND THE AGENT SHALL ENTER INTO NEGOTIATIONS IN GOOD
FAITH, IF AND TO THE EXTENT NECESSARY, TO AMEND THIS AGREEMENT TO REFLECT
CHANGES IN CURRENCY RESULTING FROM THE IMPLEMENTATION OF THE EMU AND TO PUT THE
LENDERS AND THE BORROWERS IN THE SAME POSITION, SO FAR AS POSSIBLE, THAT THEY
WOULD HAVE BEEN IN IF SUCH IMPLEMENTATION AND CHANGE HAD NOT OCCURRED.
THE
PARTIES HERETO ACKNOWLEDGE AND AGREE THAT IF, WITHIN SIXTY (60) DAYS OF THE
COMMENCEMENT OF SUCH NEGOTIATIONS, THE BORROWERS AND THE AGENT FAIL TO REACH
AGREEMENT REGARDING ANY SUCH AMENDMENTS, THEN THE PROVISIONS OF THIS SECTION 3.6
SHALL BE DEEMED OPERATIVE AND, UNTIL SUCH AN AGREEMENT IS REACHED, THE
OBLIGATIONS OF THE LENDERS TO MAKE MULTICURRENCY LIBOR LOANS IN EUROS OR ANY
OTHER FOREIGN CURRENCY ISSUED BY A EURO MEMBER SHALL BE SUSPENDED.
EXCEPT AS
PROVIDED IN THE FOREGOING PROVISIONS OF THIS SECTION, NO SUCH IMPLEMENTATION OR
CHANGE IN CURRENCY NOR ANY ECONOMIC CONSEQUENCES RESULTING THEREFROM SHALL
(A) GIVE RISE TO ANY RIGHT TO TERMINATE PREMATURELY, CONTEST, CANCEL, RESCIND,
ALTER, MODIFY OR RENEGOTIATE THE PROVISIONS OF THIS AGREEMENT OR (B) DISCHARGE,
EXCUSE OR OTHERWISE AFFECT THE PERFORMANCE OF ANY OBLIGATIONS OF THE BORROWERS
UNDER THIS AGREEMENT, ANY NOTES OR ANY OTHER CREDIT DOCUMENTS.
4.
Payment.
4.1
Payment at Maturity.
On the Final Maturity
Date or any accelerated maturity of the Loans, the Borrowers will pay to the
Agent for the account of the Lenders an amount equal to
35
the aggregate outstanding principal amount of the Loans then due, together with
all accrued and unpaid interest and fees with respect thereto and all other
Credit Obligations then outstanding.
4.2
Voluntary Payments.
4.2.1
VOLUNTARY PERMANENT REDUCTION OR TERMINATION.
THE
BORROWERS MAY, THROUGH AN AUTHORIZED REPRESENTATIVE AND UPON AT LEAST FIVE
BANKING DAYS' PRIOR WRITTEN NOTICE TO THE AGENT, TERMINATE IN WHOLE OR
PERMANENTLY REDUCE IN PART, AS OF THE DATE SPECIFIED IN THE NOTICE, ANY THEN
UNUSED PORTION OF THE TOTAL COMMITMENT, PROVIDED THAT EACH PARTIAL REDUCTION
SHALL BE IN THE MINIMUM PRINCIPAL AMOUNT OF $2,000,000 (AND AN INTEGRAL MULTIPLE
OF $500,000).
ANY PARTIAL REDUCTION SHALL RATABLY REDUCE EACH LENDER'S
COMMITMENT.
4.2.2
VOLUNTARY PREPAYMENTS.
THE BORROWERS MAY FROM TIME
TO TIME PREPAY ALL OR ANY PORTION OF THE OUTSTANDING PRINCIPAL AMOUNT OF THE
LOANS, TOGETHER WITH ACCRUED INTEREST THEREON, IN A MINIMUM AMOUNT OF $2,000,000
AND AN INTEGRAL MULTIPLE OF $500,000, OR SUCH LESSER AMOUNT AS IS THEN
OUTSTANDING, OR IN THE CASE OF MULTICURRENCY LIBOR LOANS, THE U.S. DOLLAR
EQUIVALENTS THEREOF, WITHOUT PREMIUM OR PENALTY OF ANY TYPE (EXCEPT AS PROVIDED