EXCLUDING
LOST PROFITS) WHICH THAT LENDER MAY SUSTAIN:
(I) IF FOR ANY REASON (OTHER THAN
A DEFAULT BY SUCH LENDER) A LIBOR RATE LOAN IS NOT MADE ON A DATE SPECIFIED
THEREFOR IN A NOTICE OF BORROWING OR A TELEPHONIC REQUEST FOR BORROWING, OR A
CONVERSION TO OR CONTINUATION OF ANY LIBOR RATE LOAN DOES NOT OCCUR ON A DATE
SPECIFIED THEREFOR IN A CONVERSION/CONTINUATION NOTICE OR A TELEPHONIC REQUEST
FOR CONVERSION OR CONTINUATION, (II) IF ANY PREPAYMENT OR OTHER PRINCIPAL
PAYMENT OF, OR ANY CONVERSION OF, ANY OF ITS LIBOR RATE LOANS OCCURS ON A DATE
OTHER THAN THE LAST DAY OF AN INTEREST PERIOD APPLICABLE TO SUCH LIBOR RATE LOAN
OR (III) IF ANY PREPAYMENT OF ANY LIBOR RATE LOAN MADE BY SUCH LENDER IS NOT
MADE ON ANY DATE SPECIFIED IN A NOTICE OF PREPAYMENT GIVEN BY THE BORROWER.
D.
BOOKING OF LIBOR RATE LOANS.
ANY LENDER MAY MAKE, CARRY OR
TRANSFER LIBOR RATE LOANS AT, TO, OR FOR THE ACCOUNT OF ANY OF ITS BRANCH
OFFICES OR THE OFFICE OF AN AFFILIATE OF THAT LENDER.
E.
ASSUMPTIONS CONCERNING FUNDING OF LIBOR RATE LOANS.
CALCULATION
OF ALL AMOUNTS PAYABLE TO A LENDER UNDER THIS SECTION 2.9 AND UNDER SECTION 2.8A
SHALL BE MADE AS THOUGH THAT LENDER HAD ACTUALLY FUNDED EACH OF ITS RELEVANT
LIBOR RATE LOANS THROUGH THE PURCHASE OF A LIBOR DEPOSIT BEARING INTEREST AT THE
RATE OBTAINED PURSUANT TO THE DEFINITION OF LIBOR IN AN AMOUNT EQUAL TO THE
AMOUNT OF SUCH LIBOR RATE LOAN AND HAVING A MATURITY COMPARABLE TO THE RELEVANT
INTEREST PERIOD AND THROUGH THE TRANSFER OF SUCH LIBOR DEPOSIT FROM AN OFFSHORE
OFFICE OF THAT LENDER TO A DOMESTIC OFFICE OF THAT LENDER IN THE UNITED STATES
OF AMERICA; PROVIDED, HOWEVER, THAT EACH LENDER MAY FUND EACH OF ITS LIBOR RATE
LOANS IN ANY MANNER IT SEES FIT AND THE FOREGOING ASSUMPTIONS SHALL BE UTILIZED
ONLY FOR THE PURPOSES OF CALCULATING AMOUNTS PAYABLE UNDER THIS SECTION 2.9 AND
UNDER SECTION 2.8A AND 2.8C.
2.10
Matters Relating to Currency Exchange Rates and
Conversion of Amounts to Alternative Currencies.
A.
SPOT RATE CALCULATION.
THE ADMINISTRATIVE AGENT SHALL DETERMINE
THE DOLLAR AMOUNT OF EACH ALTERNATIVE CURRENCY LOAN AS OF (X) THE FIRST DAY OF
EACH INTEREST PERIOD APPLICABLE THERETO AND (Y) THE LAST BUSINESS DAY OF EACH
CALENDAR MONTH, AND SUCH CALCULATION SHALL REMAIN IN EFFECT FOR PURPOSES OF THIS
AGREEMENT UNTIL THE NEXT DATE ON WHICH AN EVENT DESCRIBED IN THIS SECTION 2.10A
OCCURS AND A RECALCULATION IS MADE.
THE ADMINISTRATIVE AGENT SHALL PROMPTLY
NOTIFY THE APPLICABLE CREDIT PARTY AND THE LENDERS OF EACH DOLLAR AMOUNT SO
DETERMINED BY IT.
EACH SUCH DETERMINATION SHALL BE BASED ON THE SPOT RATE (X)
ON THE DATE OF THE RELATED NOTICE OF BORROWING FOR PURPOSES OF THE INITIAL SUCH
DETERMINATION FOR ANY ALTERNATIVE
43
CURRENCY LOAN AND (Y) ON THE FOURTH BUSINESS DAY PRIOR TO THE DATE AS OF WHICH
SUCH DOLLAR AMOUNT IS TO BE DETERMINED, FOR PURPOSES OF ANY SUBSEQUENT
DETERMINATION.
B.