HAVE AGAINST THE SWING LINE LENDER,
THE BORROWER OR ANY OTHER PERSON FOR ANY REASON WHATSOEVER; (II) THE OCCURRENCE
OR CONTINUANCE OF A DEFAULT OR AN EVENT OF DEFAULT OR THE FAILURE TO SATISFY ANY
OF THE OTHER CONDITIONS SPECIFIED IN SECTION 5; (III) ANY ADVERSE CHANGE IN THE
CONDITION (FINANCIAL OR OTHERWISE) OF THE BORROWER; (IV) ANY BREACH OF THIS
AGREEMENT OR ANY OTHER LOAN DOCUMENT BY THE BORROWER, ANY OTHER LOAN PARTY OR
ANY OTHER REVOLVING CREDIT LENDER; OR (V) ANY OTHER CIRCUMSTANCE, HAPPENING OR
EVENT WHATSOEVER, WHETHER OR NOT SIMILAR TO ANY OF THE FOREGOING.
2.8
REPAYMENT OF LOANS; EVIDENCE OF DEBT.
(A)
THE BORROWER HEREBY UNCONDITIONALLY PROMISES TO PAY TO THE REVOLVING
ADMINISTRATIVE AGENT FOR THE ACCOUNT OF THE APPROPRIATE REVOLVING CREDIT LENDER
OR THE SWING LINE LENDER AND TO THE ADMINISTRATIVE AGENT FOR THE ACCOUNT OF THE
APPROPRIATE TERM LOAN LENDER, AS THE CASE MAY BE, (I) THE THEN UNPAID PRINCIPAL
AMOUNT OF EACH REVOLVING CREDIT LOAN OF SUCH REVOLVING CREDIT LENDER ON THE
REVOLVING CREDIT TERMINATION DATE, (II) THE THEN UNPAID PRINCIPAL AMOUNT OF EACH
SWING LINE LOAN OF SUCH SWING LINE LENDER ON THE REVOLVING CREDIT TERMINATION
DATE AND (III) THE PRINCIPAL AMOUNT OF EACH TERM LOAN OF SUCH TERM LOAN LENDER
IN INSTALLMENTS ACCORDING TO THE AMORTIZATION SCHEDULE SET FORTH IN SECTION 2.3
AND, IN ANY EVENT, IN FULL ON JUNE 30, 2012 (OR ON ANY EARLIER DATE ON WHICH THE
LOANS BECOME DUE AND PAYABLE PURSUANT TO SECTION 8).
THE BORROWER HEREBY
FURTHER AGREES TO PAY INTEREST ON THE UNPAID PRINCIPAL AMOUNT OF THE LOANS FROM
TIME TO TIME OUTSTANDING FROM THE DATE HEREOF UNTIL PAYMENT IN FULL THEREOF AT
THE RATES PER ANNUM, AND ON THE DATES, SET FORTH IN SECTION 2.15.
(B)
EACH LENDER SHALL MAINTAIN IN ACCORDANCE
WITH ITS USUAL PRACTICE AN ACCOUNT OR ACCOUNTS EVIDENCING INDEBTEDNESS OF THE
BORROWER TO SUCH LENDER RESULTING FROM EACH LOAN OF SUCH LENDER FROM TIME TO
TIME, INCLUDING THE AMOUNTS OF PRINCIPAL AND INTEREST PAYABLE AND PAID TO SUCH
LENDER FROM TIME TO TIME UNDER THIS AGREEMENT.
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(C)
THE ADMINISTRATIVE AGENT, IN THE CASE OF
TERM LOANS, AND THE REVOLVING ADMINISTRATIVE AGENT, IN THE CASE OF REVOLVING
CREDIT LOANS, SHALL MAINTAIN THE REGISTER ON BEHALF OF THE BORROWER PURSUANT TO
SECTION 10.6(D), AND A SUBACCOUNT THEREIN FOR EACH LENDER, IN WHICH SHALL BE
RECORDED (I) THE AMOUNT OF EACH LOAN MADE HEREUNDER AND ANY NOTE EVIDENCING SUCH
LOAN, THE TYPE OF SUCH LOAN AND EACH INTEREST PERIOD APPLICABLE THERETO, (II)
THE AMOUNT OF ANY PRINCIPAL OR INTEREST DUE AND PAYABLE OR TO BECOME DUE AND
PAYABLE FROM THE BORROWER TO EACH LENDER HEREUNDER AND (III) BOTH THE AMOUNT OF
ANY SUM RECEIVED BY SUCH AGENT HEREUNDER FROM THE BORROWER AND EACH LENDER'S
SHARE THEREOF.
(D)
THE ENTRIES MADE IN THE REGISTER AND THE
ACCOUNTS OF EACH LENDER MAINTAINED PURSUANT TO SECTION 2.8(B) SHALL, TO THE
EXTENT PERMITTED BY APPLICABLE LAW, BE PRIMA FACIE EVIDENCE OF THE EXISTENCE AND
AMOUNTS