1.2.
OTHER TERMS.
ALL TERMS DEFINED DIRECTLY OR BY
INCORPORATION HEREIN SHALL HAVE THE DEFINED MEANINGS WHEN USED IN ANY
CERTIFICATE OR OTHER DOCUMENT DELIVERED PURSUANT THERETO UNLESS OTHERWISE
DEFINED THEREIN.
FOR PURPOSES OF THIS LOAN AGREEMENT AND ALL SUCH CERTIFICATES
AND OTHER DOCUMENTS, UNLESS THE CONTEXT OTHERWISE REQUIRES:
(A) ACCOUNTING
TERMS NOT OTHERWISE DEFINED HEREIN, AND ACCOUNTING TERMS PARTLY DEFINED HEREIN
TO THE EXTENT NOT DEFINED, SHALL HAVE THE RESPECTIVE MEANINGS GIVEN TO THEM
UNDER, AND SHALL BE CONSTRUED IN ACCORDANCE WITH, GAAP; (B) TERMS USED IN
ARTICLE 9 OF THE UCC IN THE STATE OF NEW YORK, AND NOT SPECIFICALLY DEFINED
HEREIN, ARE USED HEREIN AS DEFINED IN SUCH ARTICLE 9; (C) REFERENCES TO ANY
AMOUNT AS ON DEPOSIT OR OUTSTANDING ON ANY PARTICULAR DATE MEANS SUCH AMOUNT AT
THE CLOSE OF BUSINESS ON SUCH DAY; (D) THE WORDS "HEREOF", "HEREIN" AND
"HEREUNDER" AND WORDS OF SIMILAR IMPORT REFER TO THIS LOAN AGREEMENT (OR OTHER
DOCUMENT IN WHICH THEY ARE USED) AS A WHOLE AND
NOT TO ANY PARTICULAR PROVISION OF THIS LOAN AGREEMENT (OR SUCH CERTIFICATE OR
DOCUMENT); (E) REFERENCES TO ANY SECTION, SCHEDULE, ANNEX OR EXHIBIT ARE
REFERENCES TO SECTIONS, SCHEDULES, ANNEXES AND EXHIBITS IN OR TO THIS LOAN
AGREEMENT (OR THE CERTIFICATE OR OTHER DOCUMENT IN WHICH THE REFERENCE IS MADE)
AND REFERENCES TO ANY PARAGRAPH, SUBSECTION, CLAUSE OR OTHER SUBDIVISION WITHIN
ANY SECTION OR DEFINITION REFER TO SUCH PARAGRAPH, SUBSECTION, CLAUSE OR OTHER
SUBDIVISION OF SUCH SECTION OR DEFINITION; (F) THE TERM "INCLUDING" MEANS
"INCLUDING WITHOUT LIMITATION"; (G) REFERENCES TO ANY LAW REFER TO THAT LAW AS
AMENDED FROM TIME TO TIME AND INCLUDE ANY SUCCESSOR LAW; (H) REFERENCES TO ANY
AGREEMENT REFER TO THAT AGREEMENT AS FROM TIME TO TIME AMENDED OR SUPPLEMENTED
OR AS THE TERMS OF SUCH AGREEMENT ARE WAIVED OR MODIFIED IN ACCORDANCE WITH ITS
TERMS; (I) REFERENCES TO ANY PERSON INCLUDE THAT PERSON'S SUCCESSORS AND
PERMITTED ASSIGNS; AND (J) HEADINGS ARE FOR PURPOSES OF REFERENCE ONLY AND SHALL
NOT OTHERWISE AFFECT THE MEANING OR INTERPRETATION OF ANY PROVISION HEREOF.
SECTION 1.3.
COMPUTATION OF TIME PERIODS.
UNLESS OTHERWISE STATED IN
THIS LOAN AGREEMENT, IN THE COMPUTATION OF A PERIOD OF TIME FROM A SPECIFIED
DATE TO A LATER SPECIFIED DATE, THE WORD "FROM" MEANS "FROM AND INCLUDING" AND
THE WORDS "TO" AND "UNTIL" EACH MEANS "TO BUT EXCLUDING."
ARTICLE 2
AMOUNT AND TERMS OF COMMITMENT
SECTION 2.1.
REVOLVING CREDIT FACILITY.
(A)
SUBJECT TO THE TERMS AND CONDITIONS HEREOF, ON THE DATE HEREOF
(THE "AMENDMENT DATE"), AND THEREAFTER FROM TIME TO TIME UNTIL THE FACILITY
TERMINATION DATE, UPON THE REQUEST OF THE BORROWER IN ACCORDANCE WITH
SECTION 2.3 HEREOF, EACH LENDER MAY, IN ITS SOLE DISCRETION, MAKE LOANS TO THE
BORROWER (EACH, A "LOAN") RATABLY IN ACCORDANCE WITH ITS GROUP'S COMMITMENT, AND
IF A LENDER DECLINES TO MAKE A LOAN, ITS GROUP'S BANK INVESTORS SHALL MAKE SUCH
LOAN RATABLY IN ACCORDANCE WITH ITS GROUP'S COMMITMENT, ALL FROM TIME TO TIME AS
PERMITTED BY THIS LOAN AGREEMENT; PROVIDED, HOWEVER, THAT IN