THE AMOUNT OF THE REQUESTED LIBOR ADVANTAGE
LOAN AND, WITH RESPECT TO THE INITIAL REQUEST, THE DURATION OF THE PROPOSED
INTEREST PERIOD (WHICH MUST BE FOR ONE, THREE, OR SIX MONTHS, WHICH SHALL
THEREUPON BECOME THE DURATION FOR EACH SUBSEQUENT INTEREST PERIOD HEREUNDER, AND
WHICH SHALL EXPIRE NOT LATER THAN THE REVOLVING LOAN MATURITY DATE).
EXCEPT AS
OTHERWISE SET FORTH HEREIN AND SUBJECT TO EXPIRATION NO LATER THAN THE REVOLVING
LOAN MATURITY DATE, ANY SUCH ELECTION OF A LIBOR ADVANTAGE LOAN SHALL BE
AUTOMATICALLY EXTENDED AT THE END OF THE EXPIRING INTEREST PERIOD FOR THE SAME
INTEREST PERIOD AS SELECTED ON THE DATE OF THIS AGREEMENT.
(III)
EXCEPT AS OTHERWISE PROVIDED HEREIN, INTEREST ON THE OUTSTANDING
PRINCIPAL AMOUNT OF A LIBOR ADVANTAGE LOAN SHALL ACCRUE DURING THE INTEREST
PERIOD AT A RATE PER ANNUM EQUAL TO THE SUM OF THE LIBOR ADVANTAGE RATE FOR SUCH
INTEREST PERIOD PLUS THE APPLICABLE LIBOR MARGIN.
INTEREST SHALL BE DUE AND
PAYABLE ON EACH LA INTEREST PAYMENT DATE AND ON THE REVOLVING LOAN MATURITY
DATE.
INTEREST SHALL BE CALCULATED FOR THE ACTUAL NUMBER OF DAYS ELAPSED ON THE
BASIS OF A 360-DAY YEAR, INCLUDING THE FIRST DATE OF THE APPLICABLE PERIOD TO,
BUT NOT INCLUDING, THE DATE OF REPAYMENT.
19
(IV)
BY DELIVERING A CONVERSION NOTICE TO THE AGENT
ON OR BEFORE 10:00 A.M., BOSTON TIME, ON A BUSINESS DAY, THE BORROWERS MAY FROM
TIME TO TIME IRREVOCABLY ELECT, ON NOT LESS THAN TWO NOR MORE THAN FIVE BUSINESS
DAYS' NOTICE, THAT ALL, OR ANY PORTION, IN AN AGGREGATE MINIMUM AMOUNT OF
$100,000 AND INTEGRAL MULTIPLES OF $100,000, OF ANY LIBOR ADVANTAGE LOAN BE
CONVERTED ON ANY DAY INTO A LIBOR RATE LOAN, WITH AN INTEREST PERIOD OF ONE,
TWO, THREE OR SIX MONTHS; PROVIDED, HOWEVER, THAT NO PORTION OF THE OUTSTANDING
PRINCIPAL AMOUNT OF ANY LIBOR ADVANTAGE LOANS MAY BE CONVERTED TO LIBOR RATE
LOANS WHEN ANY EVENT OF DEFAULT HAS OCCURRED AND IS CONTINUING AND PROVIDED,
FURTHER, THAT ALL ACCRUED INTEREST ON THE PRINCIPAL AMOUNT OF ANY LIBOR
ADVANTAGE LOAN TO BE CONVERTED HEREUNDER SHALL BE PAID IN FULL.
(V)
THE AGENT SHALL SEND A MONTHLY BILLING NOTICE
TO THE BORROWERS IN ACCORDANCE WITH ITS CUSTOMARY PRACTICE WHICH ALSO SETS FORTH
THE APPLICABLE LIBOR ADVANTAGE RATE.
EACH SUCH NOTICE SHALL, ABSENT MANIFEST
ERROR, BE CONCLUSIVE AND BINDING UPON THE BORROWERS.
2.5.5
LIBOR RATE LOANS.
(I)
IN ADDITION, AT THE OPTION OF THE
BORROWERS, SO LONG AS THERE IS NOT THEN CONTINUING ANY EVENT OF DEFAULT OR ANY
EVENT WHICH, WITH THE GIVING OF NOTICE OR THE PASSAGE OF TIME, OR BOTH, WOULD
CONSTITUTE AN EVENT OF DEFAULT, THE BORROWERS MAY REQUEST LIBOR RATE LOANS IN
ACCORDANCE WITH THE TERMS HEREOF.
(II)
BY DELIVERING A BORROWING REQUEST TO THE
AGENT ON OR BEFORE 10:00 A.M., NEW YORK TIME, ON A BUSINESS DAY, THE BORROWERS
MAY FROM TIME TO TIME IRREVOCABLY REQUEST, ON NOT LESS THAN TWO NOR MORE THAN
FIVE BUSINESS DAYS' NOTICE, THAT A LIBOR RATE LOAN BE MADE IN A