INTEREST PERIOD
APPLICABLE THERETO, THEN, UNLESS SUCH BORROWING IS REPAID AS PROVIDED HEREIN, AT
THE END OF SUCH INTEREST PERIOD SUCH BORROWING SHALL BE CONVERTED TO A PRIME
RATE BORROWING.
NOTWITHSTANDING ANY CONTRARY PROVISION HEREOF, IF AN EVENT OF
DEFAULT HAS OCCURRED AND IS CONTINUING AND THE ADMINISTRATIVE AGENT, AT THE
REQUEST OF THE REQUIRED LENDERS, SO NOTIFIES THE BORROWER, THEN, SO LONG AS AN
EVENT OF DEFAULT IS CONTINUING (I) NO OUTSTANDING REVOLVING BORROWING MAY BE
CONVERTED TO OR CONTINUED AS EITHER A EURODOLLAR BORROWING OR BA BORROWING,
(II) UNLESS REPAID, EACH EURODOLLAR BORROWING SHALL BE CONVERTED TO AN ABR
BORROWING AT THE END OF THE INTEREST PERIOD APPLICABLE THERETO, AND (III) UNLESS
REPAID, EACH BORROWING BY WAY OF BAS OR BA EQUIVALENT LOANS SHALL BE CONVERTED
TO A PRIME RATE BORROWING AT THE END OF THE INTEREST PERIOD APPLICABLE THERETO.
SECTION 2.09
Termination and Reduction of Commitments.
(A)
UNLESS PREVIOUSLY TERMINATED, THE
COMMITMENTS SHALL TERMINATE ON THE MATURITY DATE.
(B)
THE BORROWER MAY AT ANY TIME TERMINATE, OR
FROM TIME TO TIME REDUCE, THE COMMITMENTS; PROVIDED THAT (I) EACH REDUCTION OF
THE COMMITMENTS SHALL BE IN AN AMOUNT THAT IS AN INTEGRAL MULTIPLE OF $1,000,000
AND NOT LESS THAN $5,000,000 AND (II) THE BORROWER SHALL NOT TERMINATE OR REDUCE
THE COMMITMENTS IF, AFTER GIVING EFFECT TO ANY CONCURRENT PREPAYMENT OF THE
LOANS IN ACCORDANCE WITH SECTION 2.11, THE SUM OF THE REVOLVING CREDIT EXPOSURES
WOULD EXCEED THE TOTAL COMMITMENTS.
(C)
THE BORROWER SHALL NOTIFY THE
ADMINISTRATIVE AGENT OF ANY ELECTION TO TERMINATE OR REDUCE THE COMMITMENTS
UNDER PARAGRAPH (B) OF THIS SECTION AT LEAST THREE BUSINESS DAYS PRIOR TO THE
EFFECTIVE DATE OF SUCH TERMINATION OR REDUCTION, SPECIFYING SUCH ELECTION AND
THE EFFECTIVE DATE THEREOF.
PROMPTLY FOLLOWING RECEIPT OF ANY NOTICE, THE
ADMINISTRATIVE AGENT SHALL ADVISE THE LENDERS OF THE CONTENTS THEREOF.
EACH
NOTICE DELIVERED BY THE BORROWER PURSUANT TO THIS SECTION SHALL BE IRREVOCABLE;
PROVIDED THAT A NOTICE OF TERMINATION OF THE COMMITMENTS DELIVERED BY THE
BORROWER MAY STATE THAT SUCH NOTICE IS CONDITIONED UPON THE EFFECTIVENESS OF
OTHER CREDIT FACILITIES, IN WHICH CASE SUCH NOTICE MAY BE REVOKED BY THE
BORROWER (BY NOTICE TO THE ADMINISTRATIVE AGENT ON OR PRIOR TO THE SPECIFIED
EFFECTIVE DATE) IF SUCH CONDITION IS NOT SATISFIED.
ANY TERMINATION OR
REDUCTION OF THE COMMITMENTS SHALL BE PERMANENT.
EACH REDUCTION OF THE
COMMITMENTS SHALL BE MADE RATEABLY AMONG THE LENDERS IN ACCORDANCE WITH THEIR
RESPECTIVE COMMITMENTS.
SECTION 2.10
Repayment of Loans; Evidence of Debt.
(A)
THE BORROWER HEREBY UNCONDITIONALLY
PROMISES TO PAY (I) TO THE ADMINISTRATIVE AGENT FOR THE ACCOUNT OF EACH LENDER
THE THEN UNPAID PRINCIPAL AMOUNT OF EACH
41
REVOLVING LOAN ON THE EARLIER OF THE MATURITY DATE AND THE DATE OF THE
TERMINATION OF THE COMMITMENTS, AND (II) TO THE SWINGLINE LENDER THE THEN UNPAID
PRINCIPAL AMOUNT OF EACH SWINGLINE LOAN ON THE EARLIEST OF THE MATURITY DATE,
THE FIRST DATE AFTER SUCH SWINGLINE LOAN IS MADE THAT IS THE FIFTEENTH OR LAST
DAY OF A CALENDAR MONTH AND