BE MADE IN A CURRENCY OTHER THAN THOSE SPECIFICALLY LISTED IN THE
DEFINITION OF "ALTERNATIVE CURRENCY;" PROVIDED THAT SUCH REQUESTED CURRENCY IS A
LAWFUL CURRENCY (OTHER THAN DOLLARS) THAT IS READILY AVAILABLE AND FREELY
TRANSFERABLE AND CONVERTIBLE INTO DOLLARS.
ANY SUCH REQUEST SHALL BE SUBJECT TO
THE APPROVAL OF THE ADMINISTRATIVE AGENT AND THE LENDERS.
(B)
ANY SUCH REQUEST SHALL BE MADE TO THE ADMINISTRATIVE AGENT NOT
LATER THAN 10:00 A.M., 10 BUSINESS DAYS PRIOR TO THE DATE OF THE DESIRED CREDIT
EXTENSION (OR SUCH OTHER TIME OR DATE AS MAY BE AGREED BY THE ADMINISTRATIVE
AGENT IN ITS SOLE DISCRETION), AND THE ADMINISTRATIVE AGENT SHALL PROMPTLY
NOTIFY EACH LENDER THEREOF.
EACH LENDER SHALL NOTIFY THE ADMINISTRATIVE AGENT,
NOT LATER THAN 10:00 A.M., TEN BUSINESS DAYS AFTER RECEIPT OF SUCH REQUEST
WHETHER IT CONSENTS, IN ITS SOLE DISCRETION, TO THE MAKING OF EUROCURRENCY RATE
LOANS.
(C)
ANY FAILURE BY A LENDER TO RESPOND TO SUCH REQUEST WITHIN THE TIME
PERIOD SPECIFIED IN THE PRECEDING SENTENCE SHALL BE DEEMED TO BE A REFUSAL BY
SUCH LENDER TO PERMIT EUROCURRENCY RATE LOANS TO BE MADE IN SUCH REQUESTED
CURRENCY.
IF THE ADMINISTRATIVE AGENT AND ALL THE LENDERS CONSENT TO MAKING
EUROCURRENCY RATE LOANS IN SUCH REQUESTED CURRENCY, THE ADMINISTRATIVE AGENT
SHALL SO NOTIFY THE BORROWER AND SUCH CURRENCY SHALL THEREUPON BE DEEMED
FOR ALL PURPOSES TO BE AN ALTERNATIVE CURRENCY HEREUNDER FOR PURPOSES OF ANY
COMMITTED BORROWINGS OF EUROCURRENCY RATE LOANS. IF THE ADMINISTRATIVE AGENT
SHALL FAIL TO OBTAIN CONSENT TO ANY REQUEST FOR AN ADDITIONAL CURRENCY UNDER
THIS SECTION 1.05, THE ADMINISTRATIVE AGENT SHALL PROMPTLY SO NOTIFY THE
BORROWER.
1.06
CHANGE OF CURRENCY.
(A)
EACH OBLIGATION OF THE BORROWER TO MAKE A PAYMENT DENOMINATED IN
THE NATIONAL CURRENCY UNIT OF ANY MEMBER STATE OF THE EUROPEAN UNION THAT ADOPTS
THE EURO AS ITS LAWFUL CURRENCY AFTER THE DATE HEREOF SHALL BE REDENOMINATED
INTO EURO AT THE TIME OF SUCH ADOPTION (IN ACCORDANCE WITH THE EMU
LEGISLATION).
IF, IN RELATION TO THE CURRENCY OF ANY SUCH MEMBER STATE, THE
BASIS OF ACCRUAL OF INTEREST EXPRESSED IN THIS AGREEMENT IN RESPECT OF THAT
CURRENCY SHALL BE INCONSISTENT WITH ANY CONVENTION OR PRACTICE IN THE LONDON
INTERBANK MARKET FOR THE BASIS OF ACCRUAL OF INTEREST IN RESPECT OF THE EURO,
SUCH EXPRESSED BASIS SHALL BE REPLACED BY SUCH CONVENTION OR PRACTICE WITH
EFFECT FROM THE DATE ON WHICH SUCH MEMBER STATE ADOPTS THE EURO AS ITS LAWFUL
CURRENCY; PROVIDED THAT IF ANY COMMITTED BORROWING IN THE CURRENCY OF SUCH
MEMBER STATE IS OUTSTANDING IMMEDIATELY PRIOR TO SUCH DATE, SUCH REPLACEMENT
SHALL TAKE EFFECT, WITH RESPECT TO SUCH COMMITTED BORROWING, AT THE END OF THE
THEN CURRENT INTEREST PERIOD.
(B)
EACH PROVISION OF THIS AGREEMENT SHALL BE SUBJECT TO SUCH
REASONABLE CHANGES OF CONSTRUCTION AS THE ADMINISTRATIVE AGENT MAY FROM TIME TO
TIME SPECIFY TO BE APPROPRIATE TO REFLECT THE ADOPTION OF THE EURO BY ANY MEMBER
STATE OF THE EUROPEAN UNION AND ANY RELEVANT MARKET CONVENTIONS OR PRACTICES
RELATING TO THE EURO.
(C)