JUDGMENT OF SUCH LENDER IS NOT OTHERWISE DISADVANTAGEOUS TO SUCH LENDER.
SECTION 2.13.
RIGHT OF THE LENDERS TO FUND THROUGH OTHER OFFICES.
EACH LENDER
MAY, IF IT SO ELECTS, FULFILL ITS COMMITMENT AS TO ANY EURODOLLAR RATE LOAN BY
CAUSING A FOREIGN BRANCH OR AFFILIATE OF SUCH LENDER TO MAKE SUCH LOAN; PROVIDED
THAT IN SUCH EVENT FOR THE PURPOSES OF THIS AGREEMENT SUCH LOAN SHALL BE DEEMED
TO HAVE BEEN MADE BY SUCH LENDER AND THE OBLIGATION OF THE BORROWER TO REPAY
SUCH LOAN SHALL NEVERTHELESS BE TO SUCH LENDER AND SHALL BE DEEMED HELD BY IT,
TO THE EXTENT OF SUCH LOAN, FOR THE ACCOUNT OF SUCH BRANCH OR AFFILIATE.
16
SECTION 2.14.
NON-USE FEE AND FEE OBLIGATIONS GENERALLY.
(A)
NON-USE FEE.
THE BORROWER AGREES TO PAY TO THE ADMINISTRATIVE
AGENT, FOR THE ACCOUNT OF EACH LENDER, A NON-USE FEE (THE "NON-USE FEE") IN AN
AMOUNT EQUAL TO THE PRODUCT OF (I) THE APPLICABLE NON-USE FEE PERCENTAGE
MULTIPLIED BY (II) THE DAILY AVERAGE AMOUNT BY WHICH THE REVOLVING COMMITMENT
AMOUNT EXCEEDS THE SUM OF THE OUTSTANDING PRINCIPAL BALANCE OF THE REVOLVING
LOANS PLUS THE THEN LETTER OF CREDIT OBLIGATIONS, FOR THE PERIOD FROM THE
CLOSING DATE UNTIL THE REVOLVING COMMITMENT TERMINATION DATE.
THE NON-USE FEE
SHALL BE PAYABLE QUARTERLY IN ARREARS ON THE LAST DAY OF EACH FISCAL QUARTER FOR
THE FISCAL QUARTER THEN ENDED AND ON THE REVOLVING COMMITMENT TERMINATION DATE.
SOLELY FOR PURPOSES OF CALCULATING THE NON-USE FEE UNDER THIS SECTION 2.14(A),
THE EQUIVALENT IN DOLLARS OF THE UNDRAWN FACE AMOUNT OF EACH LETTER OF CREDIT
MADE IN AN ALTERNATIVE CURRENCY SHALL BE DETERMINED ON THE DATE OF ISSUANCE OF
SUCH LETTER OF CREDIT AND SHALL BE REDETERMINED AS OF THE LAST BUSINESS DAY OF
EACH CALENDAR MONTH THEREAFTER DURING WHICH SUCH LETTER OF CREDIT REMAINS
OUTSTANDING, WITH NO INTERIM ADJUSTMENTS WITH RESPECT TO ANY FLUCTUATIONS IN THE
VALUE OF SUCH ALTERNATIVE CURRENCY.
(B)
OTHER FEES.
THE BORROWER AGREES TO PAY TO THE ADMINISTRATIVE
AGENT THE FEES IN THE AMOUNTS AND ON THE DATES FROM TIME TO TIME AGREED TO IN
WRITING BY THE BORROWER AND THE ADMINISTRATIVE AGENT.
(C)
FEE OBLIGATIONS.
THE OBLIGATION OF THE BORROWER TO PAY THE FEES
DESCRIBED IN THIS SECTION 2.14, AND THE LETTER OF CREDIT FEES DESCRIBED IN
SECTION 3.3, SHALL BE IN ADDITION TO, AND NOT IN LIEU OF, THE OBLIGATION OF THE
BORROWER TO PAY INTEREST AND EXPENSES AND OTHER AMOUNTS OTHERWISE DESCRIBED IN
THIS AGREEMENT.
THE FEES DESCRIBED IN THIS SECTION 2.14 SHALL BE FULLY EARNED
ON THE EARLIER OF THE DATE PAID OR ACCRUED AND SHALL BE NON-REFUNDABLE.
THE
LETTER OF CREDIT FEES AND THE FEES DESCRIBED IN THIS SECTION 2.14 SHALL BEAR
INTEREST, IF NOT PAID WHEN DUE, AT THE DEFAULT RATE.
SECTION 2.15.
PAYMENTS AND COMPUTATIONS.
(A)
ALLOCATION.
ALL PAYMENTS BY THE BORROWER PURSUANT TO THIS
AGREEMENT OR ANY OTHER LOAN DOCUMENT, WHETHER IN RESPECT OF PRINCIPAL OF OR
INTEREST ON LOANS OR OTHER OBLIGATIONS, SHALL BE MADE BY THE BORROWER IN DOLLARS