ALL INTEREST ACCRUED ON THE PRINCIPAL AMOUNT SO PREPAID TOGETHER WITH THE
PREPAYMENT FEE.
REPAYMENTS PURSUANT TO THIS SECTION 2.5 SHALL BE APPLIED TO
SUCH LOANS AS BORROWER MAY AT THE TIME IN WRITING DIRECT OR, IF NO SUCH
DIRECTION IS GIVEN, AS DETERMINED BY AGENT.
ALL NOTICES PURSUANT TO THIS
SECTION 2.5 SHALL BE IRREVOCABLE AND RESULT IN THE PRINCIPAL AMOUNT OF LOANS
SPECIFIED THEREIN BECOMING DUE AND PAYABLE ON THE PREPAYMENT DATE SPECIFIED
THEREIN.
AMOUNTS PREPAID UNDER THIS SECTION 2.5 MAY NOT BE REBORROWED.
4
2.6
REDUCTION OF COMMITMENTS.
(A)
BORROWER SHALL HAVE THE RIGHT AT ANY TIME
AND FROM TIME TO TIME UPON AT LEAST THREE BUSINESS DAYS' PRIOR WRITTEN NOTICE TO
AGENT (WHICH NOTICE AGENT SHALL PROMPTLY TRANSMIT TO LENDERS IN WRITING OR BY
TELEPHONE, CONFIRMED AS SOON AS POSSIBLE THEREAFTER IN WRITING) TO REDUCE
PERMANENTLY IN AMOUNTS EQUAL TO $500,000 (AND IF GREATER, IN INTEGRAL MULTIPLES
OF $100,000) OR TERMINATE THE UNUTILIZED (AFTER GIVING EFFECT TO ALL PENDING
REQUESTS FOR LOANS) TOTAL LOAN COMMITMENT.
(B)
ANY REDUCTION OF THE TOTAL LOAN COMMITMENT
PURSUANT TO THIS SECTION 2.6 SHALL BE ALLOCATED TO THE LOAN COMMITMENTS OF
LENDERS, PRO RATA, BASED UPON THE PERCENTAGE THAT EACH LENDER'S LOAN COMMITMENT
REPRESENTS OF TOTAL LOAN COMMITMENT.
ANY REDUCTION TO OR ANY TERMINATION OF THE
TOTAL LOAN COMMITMENT SHALL BE ACCOMPANIED BY THE PAYMENT IN FULL OF ANY
COMMITMENT COMMISSION THEN ACCRUED HEREUNDER TOGETHER WITH THE PREPAYMENT FEE ON
THE AMOUNT OF SUCH REDUCTION OR TERMINATION.
2.7
SUBORDINATION.
BORROWER AND EACH LENDER
HEREBY COVENANTS AND AGREES THAT NOTWITHSTANDING ANY OTHER PROVISION OF THIS
AGREEMENT, THE PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE LOANS SHALL BE
SUBORDINATED IN RIGHT OF PAYMENT TO THE PRIOR PAYMENT IN FULL OF ALL SENIOR
INDEBTEDNESS AT ANY TIME OUTSTANDING TO THE EXTENT SET FORTH IN THE
SUBORDINATION AGREEMENT.
SECTION 3.
INTEREST.
3.1
RATE OF INTEREST.
(A)
SUBJECT TO THE PROVISIONS OF SECTION 3.3,
BORROWER AGREES TO PAY INTEREST IN RESPECT OF THE UNPAID PRINCIPAL AMOUNT OF THE
LOANS FROM THE DATE SUCH LOANS ARE MADE UNTIL MATURITY (WHETHER BY ACCELERATION
OR OTHERWISE) FOR EACH PERIOD FROM AND INCLUDING EACH PAYMENT DATE TO BUT
EXCLUDING THE IMMEDIATELY FOLLOWING PAYMENT DATE AT THE FOLLOWING RATES:
(I)
BASE RATE LOANS, AT A RATE PER ANNUM EQUAL TO THE SUM OF THE BASE RATE, PLUS THE
APPLICABLE MARGIN IN EFFECT FOR SUCH PERIOD, SUCH RATE TO CHANGE AS AND WHEN THE
BASE RATE SHALL CHANGE, (II) LIBOR LOANS, AT A RATE PER ANNUM EQUAL TO LIBOR
PLUS THE APPLICABLE MARGIN IN EFFECT FOR SUCH PERIOD AND (III) FIXED RATE LOANS,
AT THE FIXED RATE APPLICABLE THERETO.
(B)
LOANS WHICH ARE MADE ON A DATE OTHER THAN A
PAYMENT DATE SHALL CONSTITUTE BASE RATE LOANS.
3.2
INTEREST PAYMENT DATES.
INTEREST ON AND
PRIOR TO MATURITY IN RESPECT OF EACH LOAN SHALL BE PAYABLE IN ARREARS (I) ON
EACH PAYMENT DATE; (II) UPON ANY REPAYMENT OR PREPAYMENT (TO THE EXTENT ACCRUED
ON THE PRINCIPAL AMOUNT SO REPAID OR