BORROWER HAS MADE SUCH PAYMENT IN FULL TO THE ADMINISTRATIVE AGENT ON SUCH DATE
AND THE ADMINISTRATIVE AGENT MAY, IN RELIANCE ON SUCH ASSUMPTION, CAUSE TO BE
DISTRIBUTED TO EACH LENDER ON SUCH DUE DATE AN AMOUNT EQUAL TO THE AMOUNT THEN
DUE SUCH LENDER.
IF AND TO THE EXTENT THAT SUCH PAYMENT SHALL NOT HAVE BEEN SO
MADE BY THE BORROWER, EACH LENDER SHALL REPAY TO THE ADMINISTRATIVE AGENT
FORTHWITH ON DEMAND THE AMOUNT SO DISTRIBUTED TO SUCH LENDER TOGETHER WITH
INTEREST THEREON, FOR EACH DAY FROM THE DATE SUCH AMOUNT IS DISTRIBUTED TO SUCH
LENDER UNTIL THE DATE SUCH LENDER REPAYS SUCH AMOUNT TO THE ADMINISTRATIVE
AGENT, AT THE FEDERAL FUNDS RATE.
SECTION 2.13.
FUNDING LOSSES.
IF THE BORROWER MAKES ANY PAYMENT OF
PRINCIPAL WITH RESPECT TO ANY FIXED RATE LOAN OR ANY FIXED RATE LOAN IS
CONVERTED TO A DIFFERENT TYPE OF LOAN (WHETHER SUCH PAYMENT OR CONVERSION IS
PURSUANT TO ARTICLE 2, 6 OR 8 OR OTHERWISE) ON ANY DAY OTHER THAN THE LAST DAY
OF AN INTEREST PERIOD APPLICABLE THERETO, OR IF THE BORROWER FAILS TO BORROW,
PREPAY, CONVERT OR CONTINUE ANY FIXED RATE LOAN AFTER NOTICE HAS BEEN GIVEN TO
ANY LENDER IN ACCORDANCE WITH SECTION 2.04(A), 2.08(C) OR 2.11(C), THE BORROWER
SHALL REIMBURSE EACH LENDER WITHIN 15 DAYS AFTER DEMAND FOR ANY RESULTING LOSS
OR EXPENSE INCURRED BY IT (OR BY AN EXISTING OR PROSPECTIVE PARTICIPANT IN THE
RELATED LOAN), INCLUDING (WITHOUT LIMITATION) ANY LOSS INCURRED IN OBTAINING,
LIQUIDATING OR EMPLOYING DEPOSITS FROM THIRD PARTIES, BUT EXCLUDING LOSS OF
MARGIN FOR THE PERIOD AFTER SUCH PAYMENT OR CONVERSION OR FAILURE TO BORROW,
PREPAY, CONVERT OR CONTINUE; PROVIDED THAT SUCH LENDER SHALL HAVE DELIVERED TO
THE BORROWER A CERTIFICATE AS TO THE AMOUNT OF SUCH LOSS OR EXPENSE, WHICH
CERTIFICATE SHALL BE CONCLUSIVE IN THE ABSENCE OF MANIFEST ERROR.
SUCH
CERTIFICATE SHALL BE ACCOMPANIED BY SUCH INFORMATION AS THE BORROWER MAY
REASONABLY REQUEST AS TO THE COMPUTATION SET FORTH THEREIN.
27
SECTION 2.14.
COMPUTATION OF INTEREST AND FEES.
INTEREST BASED ON THE
PRIME RATE HEREUNDER SHALL BE COMPUTED ON THE BASIS OF A YEAR OF 365 DAYS (OR
366 DAYS IN A LEAP YEAR) AND PAID FOR THE ACTUAL NUMBER OF DAYS ELAPSED
(INCLUDING THE FIRST DAY BUT EXCLUDING THE LAST DAY).
ALL OTHER INTEREST AND
FEES SHALL BE COMPUTED ON THE BASIS OF A YEAR OF 360 DAYS AND PAID FOR THE
ACTUAL NUMBER OF DAYS ELAPSED (INCLUDING THE FIRST DAY BUT EXCLUDING THE LAST
DAY).
SECTION 2.15.
LETTERS OF CREDIT.
(A)
COMMITMENT TO ISSUE LETTERS OF CREDIT.
SUBJECT TO THE TERMS AND
CONDITIONS HEREOF, AND SO LONG AS NO STOP ISSUANCE NOTICE IS IN EFFECT, EACH
ISSUING BANK AGREES TO ISSUE LETTERS OF CREDIT FROM TIME TO TIME BEFORE THE
LETTER OF CREDIT TERMINATION DATE UPON THE REQUEST OF THE BORROWER; PROVIDED
THAT, IMMEDIATELY AFTER EACH LETTER OF CREDIT IS ISSUED (I) THE TOTAL
OUTSTANDING AMOUNT SHALL NOT EXCEED THE AGGREGATE AMOUNT OF THE COMMITMENTS AND
(II) THE AGGREGATE AMOUNT OF