LIABILITY.
UPON
THE LEAD BORROWER BEING PROVIDED WITH AN
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affidavit (which shall include an indemnity reasonably satisfactory to the Lead
Borrower) from the Administrative Agent to the effect that the SwingLine Note
has been lost, mutilated, or destroyed, the Borrowers shall execute and deliver
a replacement of any SwingLine Note to the Administrative Agent.
(D)
FOR ALL PURPOSES OF THIS LOAN AGREEMENT, THE SWINGLINE LOANS AND THE
BORROWER'S OBLIGATIONS TO THE ADMINISTRATIVE AGENT CONSTITUTE REVOLVING CREDIT
LOANS AND ARE SECURED AS "LIABILITIES".
(E)
SWINGLINE LOANS MAY BE SUBJECT TO PERIODIC SETTLEMENT WITH THE LENDERS.
2.8
THE LOAN ACCOUNT.
(A)
AN ACCOUNT ("LOAN ACCOUNT") SHALL BE OPENED ON THE BOOKS OF THE
ADMINISTRATIVE AGENT IN WHICH A RECORD SHALL BE KEPT OF ALL LOANS AND ADVANCES
MADE UNDER THE REVOLVING CREDIT.
(B)
THE ADMINISTRATIVE AGENT MAY ALSO KEEP A RECORD (EITHER IN THE LOAN ACCOUNT
OR ELSEWHERE, AS THE ADMINISTRATIVE AGENT MAY FROM TIME TO TIME ELECT) OF ALL
INTEREST, FEES, SERVICE CHARGES, COSTS, EXPENSES, AND OTHER DEBITS OWED TO THE
AGENT AND THE LENDER ON ACCOUNT OF THE LIABILITIES AND OF ALL CREDITS AGAINST
SUCH AMOUNTS SO OWED.
(C)
ALL CREDITS AGAINST THE LIABILITIES SHALL BE CONDITIONAL UPON RECEIPT OF
FINAL PAYMENT TO THE ADMINISTRATIVE AGENT AND THE LENDERS OF THE ITEMS GIVING
RISE TO SUCH CREDITS.
THE AMOUNT OF ANY ITEM CREDITED AGAINST THE LIABILITIES
WHICH IS CHARGED BACK AGAINST THE AGENT OR THE LENDERS FOR ANY REASON OR IS NOT
SO PAID SHALL BE A LIABILITY AND SHALL BE ADDED TO THE LOAN ACCOUNT, WHETHER OR
NOT THE ITEM SO CHARGED BACK OR NOT SO PAID IS RETURNED.
(D)
EXCEPT AS OTHERWISE PROVIDED HEREIN, ALL FEES, SERVICE CHARGES, COSTS, AND
EXPENSES FOR WHICH THE BORROWERS ARE OBLIGATED HEREUNDER ARE PAYABLE ON DEMAND.
IN THE DETERMINATION OF AVAILABILITY, THE ADMINISTRATIVE AGENT MAY DEEM FEES,
SERVICE CHARGES, ACCRUED INTEREST (EXCEPT FOR INTEREST CHARGED ON INDEX LOANS,
WHICH, UNLESS CHARGED EARLIER, SHALL BE CHARGED ON THE INTEREST PAYMENT DATE),
AND OTHER PAYMENTS WHICH WILL BE DUE AND PAYABLE BETWEEN THE DATE OF SUCH
DETERMINATION AND THE FIRST DAY OF THE THEN NEXT SUCCEEDING MONTH AS HAVING BEEN
ADVANCED UNDER THE REVOLVING CREDIT WHETHER OR NOT SUCH AMOUNTS ARE THEN DUE AND
PAYABLE.
(E)
THE ADMINISTRATIVE AGENT, WITHOUT THE REQUEST OF THE LEAD BORROWER, MAY
ADVANCE UNDER THE REVOLVING CREDIT ANY INTEREST, FEE, SERVICE CHARGE, OR OTHER
PAYMENT TO WHICH THE AGENT OR ANY LENDER IS ENTITLED FROM THE BORROWERS PURSUANT
HERETO AND MAY CHARGE THE SAME TO THE LOAN ACCOUNT NOTWITHSTANDING THAT SUCH
AMOUNT SO ADVANCED MAY RESULT IN BORROWING BASE BEING EXCEEDED.
ANY AMOUNT
WHICH IS ADDED TO THE PRINCIPAL BALANCE OF THE LOAN ACCOUNT AS PROVIDED IN THIS
SECTION 2.8(E) SHALL BEAR INTEREST, AT THE INTEREST RATE THEN AND THEREAFTER
APPLICABLE TO BASE MARGIN LOANS.
SUCH ACTION ON THE PART OF THE ADMINISTRATIVE
AGENT SHALL NOT CONSTITUTE A WAIVER OF THE ADMINISTRATIVE AGENT'S RIGHT OR THE
BORROWERS' OBLIGATIONS UNDER SECTION 2.10(B).
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(F)
ANY STATEMENT RENDERED