NEXT DATE ON WHICH FINANCIAL STATEMENTS
ARE REQUIRED TO BE DELIVERED TO THE LENDERS PURSUANT TO SECTION 8.01(A);
PROVIDED THAT, UNLESS THE BORROWER AND THE MAJORITY LENDERS SHALL OTHERWISE
AGREE IN WRITING, NO SUCH CHANGE SHALL MODIFY OR AFFECT THE MANNER IN WHICH
COMPLIANCE WITH THE COVENANTS CONTAINED HEREIN IS COMPUTED SUCH THAT ALL SUCH
COMPUTATIONS SHALL BE CONDUCTED UTILIZING FINANCIAL INFORMATION PRESENTED
CONSISTENTLY WITH PRIOR PERIODS.
ARTICLE II
THE CREDITS
SECTION 2.01.
COMMITMENTS.
SUBJECT TO THE TERMS AND
CONDITIONS AND RELYING UPON THE REPRESENTATIONS AND WARRANTIES HEREIN SET FORTH,
EACH LENDER AGREES TO MAKE LOANS TO THE BORROWER DURING THE AVAILABILITY PERIOD
IN AN AGGREGATE PRINCIPAL AMOUNT THAT WILL NOT RESULT IN (A) SUCH LENDER'S
REVOLVING CREDIT EXPOSURE EXCEEDING SUCH LENDER'S COMMITMENT OR (B) THE TOTAL
REVOLVING CREDIT EXPOSURES EXCEEDING THE TOTAL COMMITMENTS.
WITHIN THE
FOREGOING LIMITS AND SUBJECT TO THE TERMS AND CONDITIONS SET FORTH HEREIN, THE
BORROWER MAY BORROW, REPAY AND REBORROW THE LOANS.
SECTION 2.02.
LOANS AND BORROWINGS.
(A)
BORROWINGS; SEVERAL OBLIGATIONS.
EACH LOAN
SHALL BE MADE AS PART OF A BORROWING CONSISTING OF LOANS MADE BY THE LENDERS
RATABLY IN ACCORDANCE WITH THEIR RESPECTIVE COMMITMENTS.
THE FAILURE OF ANY
LENDER TO MAKE ANY LOAN REQUIRED TO BE MADE BY IT SHALL NOT
22
RELIEVE ANY OTHER LENDER OF ITS OBLIGATIONS HEREUNDER; PROVIDED THAT THE
COMMITMENTS ARE SEVERAL AND NO LENDER SHALL BE RESPONSIBLE FOR ANY OTHER
LENDER'S FAILURE TO MAKE LOANS AS REQUIRED.
(B)
TYPES OF LOANS.
SUBJECT TO SECTION 3.03,
EACH BORROWING SHALL BE COMPRISED ENTIRELY OF ABR LOANS OR EURODOLLAR LOANS AS
THE BORROWER MAY REQUEST IN ACCORDANCE HEREWITH.
EACH LENDER AT ITS OPTION MAY
MAKE ANY EURODOLLAR LOAN BY CAUSING ANY DOMESTIC OR FOREIGN BRANCH OR AFFILIATE
OF SUCH LENDER TO MAKE SUCH LOAN; PROVIDED THAT ANY EXERCISE OF SUCH OPTION
SHALL NOT AFFECT THE OBLIGATION OF THE BORROWER TO REPAY SUCH LOAN IN ACCORDANCE
WITH THE TERMS OF THIS AGREEMENT.
(C)
MINIMUM AMOUNTS; LIMITATION ON NUMBER OF
BORROWINGS.
AT THE COMMENCEMENT OF EACH INTEREST PERIOD FOR ANY EURODOLLAR
BORROWING, SUCH BORROWING SHALL BE IN AN AGGREGATE AMOUNT THAT IS AN INTEGRAL
MULTIPLE OF $500,000 AND NOT LESS THAN $2,500,000.
AT THE TIME THAT EACH ABR
BORROWING IS MADE, SUCH BORROWING SHALL BE IN AN AGGREGATE AMOUNT THAT IS AN
INTEGRAL MULTIPLE OF $100,000 AND NOT LESS THAN $1,000,000; PROVIDED THAT AN ABR
BORROWING MAY BE IN AN AGGREGATE AMOUNT THAT IS EQUAL TO THE ENTIRE UNUSED
BALANCE OF THE TOTAL COMMITMENTS OR THAT IS REQUIRED TO FINANCE THE
REIMBURSEMENT OF AN LC DISBURSEMENT AS CONTEMPLATED BY SECTION 2.08(E).
BORROWINGS OF MORE THAN ONE TYPE MAY BE OUTSTANDING AT THE SAME TIME, PROVIDED
THAT THERE SHALL NOT AT ANY TIME BE MORE THAN A TOTAL OF EIGHT EURODOLLAR
BORROWINGS OUTSTANDING.
NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT,
THE BORROWER SHALL NOT BE ENTITLED TO REQUEST, OR TO ELECT TO CONVERT OR
CONTINUE, ANY BORROWING IF THE INTEREST PERIOD REQUESTED WITH RESPECT THERETO
WOULD END AFTER THE MATURITY DATE.
(D)
NOTES.
THE