ACCEPTANCE OF THE INCREASE
REQUEST BY, AND
20
AT THE DIRECTION OF, THE ADMINISTRATIVE AGENT, MAKE APPROPRIATE ADJUSTMENTS
AMONG THEMSELVES SO THAT THE AMOUNT OF THE REVOLVING LOANS OUTSTANDING TO THE
BORROWER FROM ANY OF THE LENDERS UNDER THIS AGREEMENT ARE ALLOCATED AMONG THE
LENDERS ACCORDING TO THEIR COMMITMENT PERCENTAGES AFTER GIVING EFFECT TO THE
INCREASE IN THE AGGREGATE REVOLVING COMMITMENTS (IT BEING UNDERSTOOD AND AGREED
THAT ANY REALLOCATION MADE PURSUANT TO THIS CLAUSE (V) SHALL REQUIRE THE
BORROWER TO MAKE PAYMENT PURSUANT TO SECTION 3.06 WITH RESPECT TO ANY AFFECTED
EURODOLLAR LOANS);
(VI)
EACH SUCH ELIGIBLE ASSIGNEE SHALL HAVE DELIVERED TO THE
ADMINISTRATIVE AGENT AND THE BORROWER AN ADMINISTRATIVE QUESTIONNAIRE AND ALL
FORMS, IF ANY, THAT ARE REQUIRED TO BE DELIVERED BY SUCH ELIGIBLE ASSIGNEE
PURSUANT TO SECTION 3.07(E); AND
(VII)
THE ADMINISTRATIVE AGENT SHALL HAVE RECEIVED (1) A COPY OF AN
ORDER OR APPROVAL ISSUED BY THE PUC, CERTIFIED BY A FINANCIAL OFFICER TO BE TRUE
AND COMPLETE, WHICH IS FINAL AND NOT SUBJECT TO REVIEW OR APPEAL, THAT
AUTHORIZES THE BORROWER TO OBTAIN ANY INCREASE IN THE COMMITMENTS REQUESTED BY
THE BORROWER AND (2) A CERTIFICATE OF A FINANCIAL OFFICER ATTACHING THERETO
RESOLUTIONS OF THE BOARD OF DIRECTORS OF THE BORROWER AUTHORIZING ANY INCREASE
OF THE COMMITMENTS REQUESTED BY THE BORROWER.
Section 2.06
Repayment of Revolving Loans; Evidence of Debt
(A)
THE BORROWER HEREBY UNCONDITIONALLY PROMISES TO PAY TO THE
ADMINISTRATIVE AGENT FOR THE ACCOUNT OF EACH LENDER THE THEN UNPAID PRINCIPAL
AMOUNT OF EACH REVOLVING LOAN ON THE COMMITMENT TERMINATION DATE.
(B)
EACH LENDER SHALL MAINTAIN IN ACCORDANCE WITH ITS USUAL PRACTICE
AN ACCOUNT OR ACCOUNTS EVIDENCING THE INDEBTEDNESS OF THE BORROWER TO SUCH
LENDER RESULTING FROM EACH REVOLVING LOAN MADE BY SUCH LENDER, INCLUDING THE
AMOUNTS OF PRINCIPAL AND INTEREST PAYABLE AND PAID TO SUCH LENDER FROM TIME TO
TIME HEREUNDER.
(C)
THE ADMINISTRATIVE AGENT SHALL MAINTAIN ACCOUNTS IN WHICH IT SHALL
RECORD (I) THE AMOUNT OF EACH REVOLVING LOAN MADE HEREUNDER, THE TYPE THEREOF
AND, IF APPLICABLE, THE INTEREST PERIOD APPLICABLE THERETO, (II) THE AMOUNT OF
ANY PRINCIPAL OR INTEREST DUE AND PAYABLE OR TO BECOME DUE AND PAYABLE FROM THE
BORROWER TO EACH LENDER HEREUNDER, AND (III) THE AMOUNT OF ANY SUM RECEIVED BY
THE ADMINISTRATIVE AGENT HEREUNDER FOR THE ACCOUNT OF THE LENDERS AND EACH
LENDER'S SHARE THEREOF.
(D)
THE ENTRIES MADE IN THE ACCOUNTS MAINTAINED PURSUANT TO
PARAGRAPH (B) OR (C) OF THIS SECTION SHALL, TO THE EXTENT NOT INCONSISTENT WITH
ANY ENTRIES MADE IN ANY NOTE, BE PRIMA FACIE EVIDENCE OF THE EXISTENCE AND
AMOUNTS OF THE OBLIGATIONS RECORDED THEREIN EXCEPT FOR CLEARLY DEMONSTRATED
ERROR; PROVIDED, HOWEVER, THAT THE FAILURE OF ANY LENDER OR THE ADMINISTRATIVE
AGENT TO MAINTAIN SUCH ACCOUNTS OR ANY ERROR THEREIN SHALL NOT IN ANY MANNER
AFFECT THE OBLIGATION OF THE BORROWER TO REPAY THE REVOLVING LOANS IN ACCORDANCE
WITH THE TERMS OF THIS AGREEMENT.
(E)
THE REVOLVING LOANS OF EACH LENDER AND INTEREST THEREON SHALL AT
ALL TIMES (INCLUDING AFTER ASSIGNMENT PURSUANT TO SECTION