RECEIPT OF
SUPPLEMENTAL
MORTGAGES OR OTHER DOCUMENTS EXECUTED BY TEC AS THE ADMINISTRATIVE
AGENT MAY REQUIRE TO CONFIRM THAT THE LIEN GRANTED BY NRC AGAINST THE ASHER PD
PROPERTIES AND THE REMAINING 40% INTEREST IN THE ASHER PUD PROPERTIES CONTINUES
TO SECURE ALL OF THE INDEBTEDNESS OF BORROWER HEREUNDER FOLLOWING TRANSFER OF
TITLE TO SUCH PROPERTIES TO TEC; (III) PAYMENT OF ALL EXPENSES OF THE
ADMINISTRATIVE AGENT IN CONNECTION WITH SUCH RELEASE, INCLUDING WITHOUT
LIMITATION, THE EXPENSES AND REASONABLE FEES OF COUNSEL FOR THE ADMINISTRATIVE
AGENT; AND (IV) NO DEFAULT SHALL THEN BE CONTINUING.
THE TERMS "ASHER PD
PROPERTIES" AND "ASHER PUD PROPERTIES" AS USED IN THE PRECEDING SENTENCE HAVE
THE SAME MEANINGS AS PROVIDED IN THE ORIGINAL SECOND AMENDMENT TO CREDIT
AGREEMENT.
ARTICLE III
PAYMENTS OF PRINCIPAL AND INTEREST; PREPAYMENTS; FEES
SECTION 3.01.
REPAYMENT OF LOANS.
THE BORROWER
HEREBY UNCONDITIONALLY PROMISES TO PAY TO THE ADMINISTRATIVE AGENT FOR THE
ACCOUNT OF EACH LENDER THE THEN UNPAID PRINCIPAL AMOUNT OF EACH LOAN ON THE
TERMINATION DATE.
35
SECTION 3.02.
INTEREST.
(A)
ABR LOANS.
THE LOANS COMPRISING EACH ABR
BORROWING SHALL BEAR INTEREST AT THE ALTERNATE BASE RATE PLUS THE APPLICABLE
MARGIN, BUT IN NO EVENT TO EXCEED THE HIGHEST LAWFUL RATE.
(B)
EURODOLLAR LOANS.
THE LOANS COMPRISING EACH
EURODOLLAR BORROWING SHALL BEAR INTEREST AT THE ADJUSTED LIBO RATE FOR THE
INTEREST PERIOD IN EFFECT FOR SUCH BORROWING PLUS THE APPLICABLE MARGIN, BUT IN
NO EVENT TO EXCEED THE HIGHEST LAWFUL RATE.
(C)
POST-DEFAULT RATE.
NOTWITHSTANDING THE
FOREGOING, (I) IF AN EVENT OF DEFAULT HAS OCCURRED AND IS CONTINUING, OR IF ANY
PRINCIPAL OF OR INTEREST ON ANY LOAN OR ANY FEE OR OTHER AMOUNT PAYABLE BY THE
BORROWER OR ANY GUARANTOR HEREUNDER OR UNDER ANY OTHER LOAN DOCUMENT IS NOT PAID
WHEN DUE, WHETHER AT STATED MATURITY, UPON ACCELERATION OR OTHERWISE, AND
INCLUDING ANY PAYMENTS IN RESPECT OF A BORROWING BASE DEFICIENCY UNDER
SECTION 3.04(C), THEN ALL LOANS OUTSTANDING, IN THE CASE OF AN EVENT OF DEFAULT,
AND SUCH OVERDUE AMOUNT, IN THE CASE OF A FAILURE TO PAY AMOUNTS WHEN DUE, SHALL
BEAR INTEREST, AFTER AS WELL AS BEFORE JUDGMENT, AT A RATE PER ANNUM EQUAL TO
THREE PERCENT (3%) PLUS THE RATE APPLICABLE TO ABR LOANS AS PROVIDED IN
SECTION 3.02(A), BUT IN NO EVENT TO EXCEED THE HIGHEST LAWFUL RATE, AND (II)
DURING ANY BORROWING BASE DEFICIENCY (AFTER THE EXPIRATION OF THE 30-DAY OR
90-DAY PERIOD PROVIDED IN SECTION 3.04(C)(II), AS APPLICABLE), ALL LOANS
OUTSTANDING AT SUCH TIME SHALL BEAR INTEREST, AFTER AS WELL AS BEFORE JUDGMENT,
AT THE RATE THEN APPLICABLE TO SUCH LOANS, PLUS THE APPLICABLE MARGIN, IF ANY,
PLUS AN ADDITIONAL THREE PERCENT (3%), BUT IN NO EVENT TO EXCEED THE HIGHEST
LAWFUL RATE.
(D)
INTEREST PAYMENT DATES.
ACCRUED INTEREST ON
EACH LOAN SHALL BE PAYABLE IN ARREARS ON EACH INTEREST PAYMENT DATE FOR SUCH
LOAN AND ON THE TERMINATION DATE; PROVIDED THAT (I) INTEREST ACCRUED PURSUANT TO
SECTION 3.02(C) SHALL BE PAYABLE ON DEMAND, (II)
IN THE EVENT OF ANY REPAYMENT
OR