IS TO BE DETERMINED BY AGENT AND WHICH EVALUATION IS UNDERTAKEN BY
AGENT OR FOR AGENT'S BENEFIT - A COLLATERAL EVALUATION FEE IN AN AMOUNT EQUAL TO
EIGHT HUNDRED FIFTY DOLLARS ($850) PER DAY FOR EACH PERSON EMPLOYED TO PERFORM
SUCH EVALUATION, PLUS ALL COSTS AND DISBURSEMENTS INCURRED BY AGENT IN THE
PERFORMANCE OF SUCH EXAMINATION OR ANALYSIS.
(C)
ALL OF THE FEES AND OUT-OF-POCKET COSTS AND EXPENSES OF ANY
APPRAISALS CONDUCTED PURSUANT TO SECTION 4.21 HEREOF SHALL BE PAID FOR WHEN DUE,
IN FULL AND WITHOUT OFF-SET, BY BORROWERS.
3.5.
COMPUTATION OF INTEREST AND FEES.
INTEREST AND FEES HEREUNDER
SHALL BE COMPUTED ON THE BASIS OF A YEAR OF 360 DAYS AND FOR THE ACTUAL NUMBER
OF DAYS ELAPSED.
IF ANY PAYMENT TO BE MADE HEREUNDER BECOMES DUE AND PAYABLE ON
A DAY OTHER THAN A BUSINESS DAY, THE DUE DATE THEREOF SHALL BE EXTENDED TO THE
NEXT SUCCEEDING BUSINESS DAY AND INTEREST THEREON SHALL BE PAYABLE AT THE
REVOLVING INTEREST RATE FOR DOMESTIC RATE LOANS DURING SUCH EXTENSION.
3.6.
MAXIMUM CHARGES.
IN NO EVENT WHATSOEVER SHALL INTEREST AND OTHER
CHARGES CHARGED HEREUNDER EXCEED THE HIGHEST RATE PERMISSIBLE UNDER LAW. IN THE
EVENT INTEREST AND OTHER CHARGES AS COMPUTED HEREUNDER WOULD OTHERWISE EXCEED
THE HIGHEST RATE PERMITTED UNDER LAW, SUCH EXCESS AMOUNT SHALL BE FIRST APPLIED
TO ANY UNPAID PRINCIPAL BALANCE OWED BY BORROWERS, AND IF THE THEN REMAINING
EXCESS AMOUNT IS GREATER THAN THE PREVIOUSLY UNPAID PRINCIPAL BALANCE, LENDERS
SHALL PROMPTLY REFUND SUCH EXCESS AMOUNT TO BORROWERS AND THE PROVISIONS HEREOF
SHALL BE DEEMED AMENDED TO PROVIDE FOR SUCH PERMISSIBLE RATE.
3.7.
INCREASED COSTS.
IN THE EVENT THAT ANY CHANGE IN ANY APPLICABLE
LAW, TREATY OR GOVERNMENTAL REGULATION, OR IN THE INTERPRETATION OR APPLICATION
THEREOF, OR COMPLIANCE BY ANY LENDER (FOR PURPOSES OF THIS SECTION 3.7, THE TERM
"LENDER" SHALL INCLUDE AGENT OR ANY LENDER AND ANY CORPORATION OR BANK
CONTROLLING AGENT OR ANY LENDER AND THE OFFICE OR BRANCH WHERE AGENT OR ANY
LENDER (AS SO DEFINED) MAKES OR MAINTAINS ANY EURODOLLAR RATE LOANS) WITH ANY
REQUEST OR DIRECTIVE (WHETHER OR NOT HAVING THE FORCE OF LAW) FROM ANY CENTRAL
BANK OR OTHER FINANCIAL, MONETARY OR OTHER AUTHORITY, SHALL:
(A)
SUBJECT AGENT OR ANY LENDER TO ANY TAX OF ANY KIND WHATSOEVER WITH
RESPECT TO THIS AGREEMENT OR ANY OTHER DOCUMENT OR CHANGE THE BASIS OF TAXATION
OF PAYMENTS TO AGENT OR ANY LENDER OF PRINCIPAL, FEES, INTEREST OR ANY OTHER
AMOUNT PAYABLE HEREUNDER OR UNDER
43
ANY OTHER DOCUMENTS (EXCEPT FOR CHANGES IN THE RATE OF TAX ON THE OVERALL NET
INCOME OF AGENT OR ANY LENDER BY THE JURISDICTION IN WHICH IT MAINTAINS ITS
PRINCIPAL OFFICE);
(B)
IMPOSE, MODIFY OR HOLD APPLICABLE ANY RESERVE, SPECIAL DEPOSIT,
ASSESSMENT OR SIMILAR REQUIREMENT AGAINST ASSETS HELD BY, OR DEPOSITS IN OR FOR
THE ACCOUNT OF, ADVANCES OR LOANS BY, OR OTHER CREDIT EXTENDED BY, ANY OFFICE OF
AGENT OR ANY LENDER, INCLUDING PURSUANT TO REGULATION D OF THE BOARD OF
GOVERNORS OF THE FEDERAL RESERVE SYSTEM; OR