ANOTHER LENDER
PURSUANT TO THE PROVISIONS OF THIS SECTION 3.06 MAY, TO THE FULLEST EXTENT
PERMITTED BY LAW, EXERCISE ALL ITS RIGHTS OF PAYMENT (INCLUDING THE RIGHT OF
SET‐OFF) WITH RESPECT TO SUCH PARTICIPATION AS FULLY AS IF SUCH LENDER WERE THE
DIRECT CREDITOR OF THE BORROWER IN THE AMOUNT OF SUCH PARTICIPATION.
THE
ADMINISTRATIVE AGENT WILL KEEP RECORDS (WHICH SHALL BE CONCLUSIVE AND BINDING IN
THE ABSENCE OF MANIFEST ERROR), OF PARTICIPATIONS PURCHASED PURSUANT TO THIS
SECTION 3.06 AND WILL IN EACH CASE NOTIFY THE LENDERS FOLLOWING ANY SUCH
PURCHASES.
SECTION 3.07.
INABILITY TO DETERMINE RATES.
IF WITH RESPECT TO ANY INTEREST
PERIOD FOR EURODOLLAR LOANS, THE ADMINISTRATIVE AGENT SHALL DETERMINE, OR
MAJORITY LENDERS SHALL NOTIFY THE ADMINISTRATIVE AGENT, THAT LIBOR FOR SUCH
INTEREST PERIOD WILL NOT ADEQUATELY AND FAIRLY REFLECT THE COST TO LENDERS OF
MAKING, FUNDING OR MAINTAINING THEIR EURODOLLAR LOANS FOR SUCH INTEREST PERIOD
(AFTER GIVING EFFECT TO ANY EVENT GIVING RISE TO ADDITIONAL INTEREST ON SUCH
LOANS PURSUANT TO SECTION 3.11), THE ADMINISTRATIVE AGENT SHALL FORTHWITH SO
NOTIFY THE BORROWER AND THE LENDERS, WHEREUPON THE OBLIGATIONS OF THE LENDERS TO
MAKE OR CONTINUE COMMITTED LOANS AS EURODOLLAR LOANS OR TO CONVERT COMMITTED
LOANS INTO EURODOLLAR LOANS AT THE END OF THE THEN CURRENT INTEREST PERIOD SHALL
BE SUSPENDED UNTIL THE ADMINISTRATIVE AGENT REVOKES SUCH NOTICE.
UPON RECEIPT
OF SUCH NOTICE, THE BORROWER MAY REVOKE ITS NOTICE OF BORROWING OR NOTICE OF
CONVERSION/CONTINUATION THEN SUBMITTED BY IT.
IF THE BORROWER DOES NOT REVOKE
SUCH NOTICE, THE LENDERS SHALL MAKE, CONVERT OR CONTINUE THE COMMITTED LOANS, AS
PROPOSED BY
74
THE BORROWER, IN THE AMOUNT SPECIFIED IN THE APPLICABLE NOTICE SUBMITTED BY THE
BORROWER, BUT SUCH LOANS SHALL BE MADE, CONVERTED OR CONTINUED AS REFERENCE RATE
LOANS INSTEAD OF EURODOLLAR LOANS.
SECTION 3.08.
INCREASED COSTS.
IF ANY LENDER SHALL DETERMINE THAT, DUE TO
EITHER (A) THE INTRODUCTION OF ANY REQUIREMENT OF LAW OR ANY CHANGE (OTHER THAN
ANY CHANGE BY WAY OF IMPOSITION OF OR INCREASE IN RESERVE REQUIREMENTS INCLUDED
IN THE EURODOLLAR RESERVE PERCENTAGE) IN OR IN THE INTERPRETATION THEREOF OR (B)
THE COMPLIANCE WITH ANY GUIDELINE OR REQUEST FROM ANY CENTRAL BANK OR OTHER
GOVERNMENTAL AUTHORITY (WHETHER OR NOT HAVING THE FORCE OF LAW), THERE SHALL BE
ANY INCREASE IN THE COST TO SUCH LENDER OF AGREEING TO MAKE OR MAKING, FUNDING
OR MAINTAINING ANY COMMITTED LOAN, THE BORROWER SHALL BE LIABLE FOR, AND SHALL
FROM TIME TO TIME, UPON DEMAND BY SUCH LENDER (WITH A COPY OF SUCH DEMAND TO THE
ADMINISTRATIVE AGENT), PAY TO THE ADMINISTRATIVE AGENT FOR THE ACCOUNT OF SUCH
LENDER, ADDITIONAL AMOUNTS SUFFICIENT TO COMPENSATE SUCH LENDER FOR SUCH
INCREASED COSTS.
SECTION 3.09.
CAPITAL ADEQUACY.
IF ANY LENDER SHALL HAVE DETERMINED THAT THE
COMPLIANCE WITH ANY REQUIREMENT OF LAW REGARDING CAPITAL ADEQUACY, OR ANY CHANGE
THEREIN OR IN THE INTERPRETATION OR APPLICATION THEREOF OR COMPLIANCE BY SUCH
LENDER (OR ITS LENDING OFFICE) OR ANY CORPORATION CONTROLLING SUCH LENDER WITH
ANY REQUEST OR DIRECTIVE REGARDING CAPITAL ADEQUACY (WHETHER OR NOT