DAY OF SUCH INTEREST PERIOD; AND
(II) IF SUCH ADVANCE IS A EURODOLLAR RATE ADVANCE, A RATE PER ANNUM EQUAL AT ALL
TIMES DURING THE INTEREST PERIOD FOR SUCH ADVANCE TO THE SUM OF THE EURODOLLAR
RATE FOR SUCH INTEREST PERIOD PLUS THE APPLICABLE RATE IN EFFECT FROM TIME TO
TIME, PAYABLE ON THE LAST DAY OF SUCH INTEREST PERIOD AND, IF SUCH INTEREST
PERIOD HAS A DURATION OF MORE THAN THREE (3) MONTHS, ON THE DAY WHICH OCCURS
DURING SUCH INTEREST PERIOD THREE (3) MONTHS FROM THE FIRST DAY OF SUCH INTEREST
PERIOD.
(B)
ADDITIONAL INTEREST ON EURODOLLAR RATE ADVANCES.
THE BORROWER SHALL PAY TO
EACH BANK, SO LONG AS SUCH BANK SHALL BE REQUIRED UNDER REGULATIONS OF THE BOARD
OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM TO MAINTAIN RESERVES WITH RESPECT TO
LIABILITIES OR ASSETS CONSISTING OF OR INCLUDING EUROCURRENCY LIABILITIES,
ADDITIONAL INTEREST
22
ON THE UNPAID PRINCIPAL AMOUNT OF EACH EURODOLLAR RATE ADVANCE OF SUCH BANK,
FROM THE DATE OF SUCH ADVANCE UNTIL SUCH PRINCIPAL AMOUNT IS PAID IN FULL, AT AN
INTEREST RATE PER ANNUM EQUAL AT ALL TIMES TO THE REMAINDER OBTAINED BY
SUBTRACTING (I) THE EURODOLLAR RATE FOR EACH INTEREST PERIOD FOR SUCH ADVANCE
FROM (II) THE RATE OBTAINED BY DIVIDING SUCH EURODOLLAR RATE BY A PERCENTAGE
EQUAL TO ONE HUNDRED PERCENT (100%) MINUS THE EURODOLLAR RATE RESERVE PERCENTAGE
OF SUCH BANK FOR SUCH INTEREST PERIOD, PAYABLE ON EACH DATE ON WHICH INTEREST IS
PAYABLE ON SUCH ADVANCE.
SUCH ADDITIONAL INTEREST SHALL BE DETERMINED BY SUCH
BANK AND NOTIFIED TO THE BORROWER THROUGH THE ADMINISTRATIVE AGENT.
A
CERTIFICATE AS TO THE AMOUNT OF SUCH ADDITIONAL INTEREST SUBMITTED TO THE
BORROWER AND THE ADMINISTRATIVE AGENT BY SUCH BANK SHALL BE CONCLUSIVE AND
BINDING FOR ALL PURPOSES, ABSENT ERROR.
(C)
PAYMENT OF INTEREST.
ALL ACCRUED BUT UNPAID INTEREST ON ALL ADVANCES SHALL
BE DUE AND PAYABLE ON THE INTEREST PAYMENT DATES RELATED THERETO.
(D)
MAXIMUM INTEREST.
THE PARTIES HERETO AGREE THAT THE SUM OF (I) INTEREST
PAYABLE IN ACCORDANCE WITH THIS SECTION 2.07, PLUS (II) THE FEES PAYABLE AS
PROVIDED IN SECTION 2.09 TO THE EXTENT THEY WOULD CONSTITUTE INTEREST UNDER
APPLICABLE USURY LAW, PLUS (III) OTHER CONSIDERATION PAYABLE HEREUNDER OR UNDER
THE NOTES WHICH CONSTITUTES INTEREST UNDER APPLICABLE USURY LAW (WHETHER OR NOT
DENOTED AS INTEREST), SHALL, AS MORE FULLY PROVIDED IN SECTION 10.08, NOT EXCEED
THE MAXIMUM AMOUNT ALLOWED UNDER APPLICABLE USURY LAW.
SECTION 2.08.INTEREST RATE DETERMINATION.
THE ADMINISTRATIVE AGENT SHALL GIVE
PROMPT NOTICE TO THE BORROWER AND THE BANKS OF THE APPLICABLE INTEREST RATE FOR
EACH EURODOLLAR RATE ADVANCE DETERMINED BY THE ADMINISTRATIVE AGENT FOR PURPOSES
OF SECTION 2.07.
SECTION 2.09.FEES.
(A)
FACILITY FEE.
THE BORROWER AGREES TO PAY TO THE
ADMINISTRATIVE AGENT, FOR THE ACCOUNT OF EACH BANK, A FACILITY FEE ON SUCH
BANK'S COMMITMENT (REGARDLESS OF USAGE) FROM THE DATE HEREOF UNTIL THE
TERMINATION DATE IN AN AMOUNT EQUAL TO THE PRODUCT OF SUCH BANK'S COMMITMENT
MULTIPLIED BY THE FACILITY FEE RATE THEREFOR (AS SUCH RATE IS SET FORTH UNDER