LATER, THE DATE SUCH LENDER,
ASSIGNEE OR PARTICIPANT OF A LENDER BECOMES A LENDER, ASSIGNEE OR PARTICIPANT OF
A LENDER HEREUNDER AND (II) AT SUCH OTHER TIMES AS ARE REQUIRED UNDER THE U.S.
PATRIOT ACT.
SECTION 10.20
DEFAULTING LENDERS.
EACH LENDER UNDERSTANDS AND AGREES THAT IF
SUCH LENDER IS A DEFAULTING LENDER THEN, NOTWITHSTANDING THE PROVISIONS OF
SECTION 10.03, IT SHALL NOT BE ENTITLED TO VOTE ON ANY MATTER REQUIRING THE
CONSENT OF THE REQUIRED LENDERS OR TO OBJECT TO ANY MATTER REQUIRING THE CONSENT
OF ALL THE LENDERS ADVERSELY AFFECTED THEREBY; PROVIDED, HOWEVER, THAT ALL OTHER
BENEFITS AND OBLIGATIONS UNDER THE LOAN DOCUMENTS SHALL APPLY TO SUCH DEFAULTING
LENDER, EXCEPT AS PROVIDED IN SECTION 2.03(E).
SECTION 10.21
BINDING EFFECT.
THIS AGREEMENT SHALL BECOME EFFECTIVE AT SUCH
TIME WHEN IT SHALL HAVE BEEN EXECUTED BY HOLDINGS, THE BORROWER, THE COLLATERAL
AGENT AND THE ADMINISTRATIVE AGENT, AND THE ADMINISTRATIVE AGENT SHALL HAVE
RECEIVED COPIES HEREOF (TELEFAXED OR OTHERWISE) WHICH, WHEN TAKEN TOGETHER, BEAR
THE SIGNATURES OF EACH LENDER, AND THEREAFTER THIS AGREEMENT SHALL BE BINDING
UPON AND INURE TO THE BENEFIT OF HOLDINGS, THE BORROWER, EACH AGENT AND EACH
LENDER AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS; PROVIDED, HOWEVER, UNLESS
THE CONDITIONS SET FORTH IN SECTION 4.01 HAVE BEEN SATISFIED BY THE LOAN PARTIES
OR WAIVED BY THE LENDERS ON OR BEFORE OCTOBER 31, 2006, NONE OF HOLDINGS, THE
BORROWER, ANY AGENT OR THE LENDERS SHALL HAVE ANY OBLIGATIONS UNDER THIS
AGREEMENT.
SECTION 10.22
JUDGMENT CURRENCY.
(A)
THE OBLIGATIONS OF THE LOAN PARTIES HEREUNDER AND UNDER THE OTHER
LOAN DOCUMENTS TO MAKE PAYMENTS IN A SPECIFIED CURRENCY (THE "OBLIGATION
CURRENCY") SHALL NOT BE DISCHARGED OR SATISFIED BY ANY TENDER OR RECOVERY
PURSUANT TO ANY JUDGMENT EXPRESSED IN OR CONVERTED INTO ANY CURRENCY OTHER THAN
THE OBLIGATION CURRENCY, EXCEPT TO THE EXTENT THAT SUCH TENDER OR RECOVERY
RESULTS IN THE EFFECTIVE RECEIPT BY A FINANCE PARTY OF THE FULL AMOUNT OF THE
OBLIGATION CURRENCY EXPRESSED TO BE PAYABLE TO IT UNDER THIS AGREEMENT OR
ANOTHER LOAN DOCUMENT.
IF, FOR THE PURPOSE OF OBTAINING OR
142
ENFORCING JUDGMENT AGAINST ANY LOAN PARTY IN ANY COURT OR IN ANY JURISDICTION,
IT BECOMES NECESSARY TO CONVERT INTO OR FROM ANY CURRENCY OTHER THAN THE
OBLIGATION CURRENCY (SUCH OTHER CURRENCY BEING HEREINAFTER REFERRED TO AS THE
"JUDGMENT CURRENCY") AN AMOUNT DUE IN THE OBLIGATION CURRENCY, THE CONVERSION
SHALL BE MADE, AT THE RATE OF EXCHANGE (AS QUOTED BY THE ADMINISTRATIVE AGENT OR
IF THE ADMINISTRATIVE AGENT DOES NOT QUOTE A RATE OF EXCHANGE ON SUCH CURRENCY,
BY A KNOWN DEALER IN SUCH CURRENCY DESIGNATED BY THE ADMINISTRATIVE AGENT)
DETERMINED, IN EACH CASE, AS OF THE BUSINESS DAY IMMEDIATELY PRECEDING THE DATE
ON WHICH THE JUDGMENT IS GIVEN (SUCH BUSINESS DAY BEING HEREINAFTER REFERRED TO
AS THE "JUDGMENT CURRENCY CONVERSION DATE").
(B)
IF THERE IS A CHANGE IN THE RATE OF EXCHANGE PREVAILING BETWEEN
THE JUDGMENT CURRENCY CONVERSION DATE AND THE DATE OF ACTUAL PAYMENT OF THE
AMOUNT DUE, THE BORROWER COVENANTS AND AGREES TO PAY, OR