PREPAYMENT BY THE BORROWER OF ADVANCES HEREUNDER, OTHER
THAN WITH RESPECT TO MANDATORY PREPAYMENTS, SHALL BE IN A MINIMUM AMOUNT OF
$500,000 WITH INTEGRAL MULTIPLES OF $100,000 ABOVE SUCH AMOUNT. ANY AMOUNT SO
PREPAID MAY, SUBJECT TO THE TERMS AND CONDITIONS HEREOF, BE REBORROWED DURING
THE REVOLVING PERIOD. A BORROWER NOTICE RELATING TO ANY SUCH PREPAYMENT SHALL BE
IRREVOCABLE WHEN DELIVERED.
SECTION 2.4
PRINCIPAL REPAYMENTS.
(A)
THE ADVANCES OUTSTANDING SHALL BE DUE AND
PAYABLE IN ACCORDANCE WITH SECTION 2.8 ON THE TERMINATION DATE. IN ADDITION,
ADVANCES OUTSTANDING SHALL BE REPAID AS AND WHEN NECESSARY TO CAUSE THE
BORROWING BASE TEST TO BE MET, IN ACCORDANCE WITH SECTION 2.8 (EACH SUCH
PAYMENT, A "MANDATORY PREPAYMENT"), AND ANY AMOUNT SO REPAID MAY, SUBJECT TO THE
TERMS AND CONDITIONS HEREOF, BE REBORROWED HEREUNDER DURING THE REVOLVING
PERIOD.
(B)
ALL REPAYMENTS OF ANY ADVANCE OR ANY PORTION
THEREOF SHALL BE MADE TOGETHER WITH PAYMENT OF (I) ALL INTEREST ACCRUED AND
UNPAID ON THE AMOUNT REPAID TO (BUT EXCLUDING) THE DATE OF SUCH REPAYMENT, (II)
ANY AND ALL BREAKAGE COSTS, AND (III) ALL HEDGE BREAKAGE COSTS AND ANY OTHER
AMOUNTS PAYABLE BY THE BORROWER UNDER OR WITH RESPECT TO ANY HEDGING AGREEMENT.
Section 2.5
The Notes.
(A)
THE ADVANCES MADE BY THE LENDERS HEREUNDER
SHALL BE EVIDENCED BY A DULY EXECUTED PROMISSORY NOTE OF THE BORROWER PAYABLE TO
EACH MANAGING AGENT, ON BEHALF OF THE APPLICABLE LENDERS IN THE RELATED LENDER
GROUP, IN SUBSTANTIALLY THE FORM OF EXHIBIT B HERETO (COLLECTIVELY, THE
"NOTES"). THE NOTES SHALL BE DATED THE EFFECTIVE DATE AND SHALL BE IN A MAXIMUM
PRINCIPAL AMOUNT EQUAL TO THE APPLICABLE LENDER GROUP'S GROUP ADVANCE LIMIT, AND
SHALL OTHERWISE BE DULY COMPLETED.
(B)
EACH MANAGING AGENT IS HEREBY AUTHORIZED TO
ENTER ON A SCHEDULE ATTACHED TO ITS NOTES THE FOLLOWING NOTATIONS (WHICH MAY BE
COMPUTER GENERATED) WITH RESPECT TO EACH ADVANCE MADE BY EACH LENDER IN THE
APPLICABLE LENDER GROUP:
(I) THE DATE AND PRINCIPAL AMOUNT THEREOF
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AND (II) EACH PAYMENT AND REPAYMENT OF PRINCIPAL THEREOF, AND ANY SUCH
RECORDATION SHALL CONSTITUTE PRIMA FACIE EVIDENCE OF THE ACCURACY OF THE
INFORMATION SO RECORDED. THE FAILURE OF A MANAGING AGENT TO MAKE ANY SUCH
NOTATION ON THE SCHEDULE ATTACHED TO THE APPLICABLE NOTE SHALL NOT LIMIT OR
OTHERWISE AFFECT THE OBLIGATION OF THE BORROWER TO REPAY THE ADVANCES IN
ACCORDANCE WITH THEIR RESPECTIVE TERMS AS SET FORTH HEREIN.
SECTION 2.6
INTEREST PAYMENTS.
(A)
INTEREST SHALL ACCRUE ON EACH ADVANCE
DURING EACH SETTLEMENT PERIOD AT THE APPLICABLE INTEREST RATE. THE BORROWER
SHALL PAY INTEREST ON THE UNPAID PRINCIPAL AMOUNT OF EACH ADVANCE FOR THE PERIOD
COMMENCING ON AND INCLUDING THE FUNDING DATE OF SUCH ADVANCE UNTIL BUT EXCLUDING
THE DATE THAT SUCH ADVANCE SHALL BE PAID IN FULL. INTEREST SHALL ACCRUE DURING
EACH SETTLEMENT PERIOD AND BE PAYABLE ON THE ADVANCES OUTSTANDING ON EACH
PAYMENT DATE, UNLESS EARLIER PAID PURSUANT TO (I) A PREPAYMENT IN ACCORDANCE
WITH SECTION 2.3(B) OR (II) A REPAYMENT IN ACCORDANCE WITH SECTION 2.4(B).
(B)
EACH MANAGING AGENT SHALL