IN SATISFACTION
OF THE OBLIGATION FOR WHICH PAID, WITHOUT ACTUAL DISBURSEMENT OF SUCH AMOUNT TO
THE LENDER, (II) THE LENDER WILL BE DEEMED TO HAVE MADE THE SAME AMOUNT
AVAILABLE TO THE ADMINISTRATIVE AGENT FOR DISBURSEMENT AS A LOAN TO THE
BORROWERS (UP TO THE AMOUNT OF SUCH FAILED LOAN) AND (III) IF THE ADMINISTRATIVE
AGENT HAS PREVIOUSLY MADE SUCH AMOUNT AVAILABLE TO THE BORROWERS ON BEHALF OF
SUCH LENDER PURSUANT TO THE PROVISIONS HEREOF, THE ADMINISTRATIVE AGENT WILL
REIMBURSE ITSELF (UP TO THE AMOUNT OF THE AMOUNT MADE AVAILABLE TO THE
BORROWERS); PROVIDED, HOWEVER, THAT THE ADMINISTRATIVE AGENT SHALL HAVE NO
OBLIGATION TO APPLY ANY SUCH AMOUNT TO OR DEEM IT APPLIED AS PROVIDED HEREIN
UNLESS THE ADMINISTRATIVE AGENT SHALL HAVE DETERMINED IN ITS SOLE DISCRETION
THAT TO SO APPLY SUCH AMOUNT WILL NOT VIOLATE ANY LAW, RULE, REGULATION OR
REQUIREMENT APPLICABLE TO THE ADMINISTRATIVE AGENT.
UPON ANY SUCH DISBURSEMENT
BY THE ADMINISTRATIVE AGENT, SUCH LENDER SHALL BE DEEMED TO HAVE MADE A BASE
RATE LOAN TO THE BORROWERS IN SATISFACTION, TO THE EXTENT THEREOF, OF SUCH
LENDER'S OBLIGATION TO MAKE THE FAILED LOAN.
SECTION 2.04
EVIDENCE OF LOANS.
(A)
LENDER ACCOUNTS.
EACH LENDER SHALL MAINTAIN IN ACCORDANCE WITH
ITS USUAL PRACTICE AN ACCOUNT OR ACCOUNTS EVIDENCING THE INDEBTEDNESS TO SUCH
LENDER RESULTING FROM EACH LOAN MADE BY SUCH LENDER HEREUNDER ON THE CLOSING
DATE, INCLUDING THE AMOUNT OF PRINCIPAL AND INTEREST PAYABLE AND PAID TO SUCH
LENDER FROM TIME TO TIME UNDER THIS AGREEMENT.
(B)
ADMINISTRATIVE AGENT RECORDS.
THE ADMINISTRATIVE AGENT SHALL
MAINTAIN ACCOUNTS IN WHICH IT WILL RECORD (I) THE AMOUNT OF EACH LOAN MADE
HEREUNDER, THE TYPE OF THE LOAN MADE AND THE INTEREST PERIOD, IF ANY, APPLICABLE
THERETO, (II) THE AMOUNT OF ANY PRINCIPAL OR INTEREST DUE AND PAYABLE OR TO
BECOME DUE AND PAYABLE FROM THE BORROWERS TO EACH LENDER HEREUNDER AND (III) THE
AMOUNT OF ANY SUM RECEIVED BY THE ADMINISTRATIVE AGENT HEREUNDER FROM THE
BORROWERS AND EACH LENDER'S SHARE THEREOF.
(C)
EVIDENCE OF INDEBTEDNESS.
THE ENTRIES MADE IN THE ACCOUNTS
MAINTAINED PURSUANT TO SUBSECTIONS (A) AND (B) OF THIS SECTION 2.04 SHALL BE
PRIMA FACIE EVIDENCE OF THE EXISTENCE AND AMOUNTS OF THE OBLIGATIONS THEREIN
RECORDED; PROVIDED, HOWEVER, THAT THE FAILURE OF ANY LENDER OR THE
ADMINISTRATIVE AGENT TO MAINTAIN SUCH ACCOUNTS OR ANY ERROR THEREIN SHALL NOT IN
ANY MANNER AFFECT THE OBLIGATIONS OF THE BORROWERS TO REPAY THE LOANS IN
ACCORDANCE WITH THEIR TERMS.
(D)
NOTES.
NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, IF
ANY LENDER SHALL REQUEST AND RECEIVE A NOTE AS PROVIDED IN SECTION 10.07 OR
OTHERWISE, THEN THE LOANS OF SUCH LENDER SHALL BE EVIDENCED BY A SINGLE NOTE,
SUBSTANTIALLY IN THE FORM OF EXHIBIT B, PAYABLE TO THE ORDER OF SUCH LENDER FOR
THE ACCOUNT OF ITS APPLICABLE LENDING OFFICE IN AN AMOUNT EQUAL TO THE AGGREGATE
UNPAID PRINCIPAL AMOUNT OF SUCH LENDER'S LOANS.
(E)
NOTE ENDORSEMENTS.
EACH LENDER HAVING ONE OR MORE NOTES SHALL
RECORD THE DATE, AMOUNT AND TYPE OF EACH LOAN MADE BY