WOULD
OTHERWISE BE APPLICABLE THERETO PURSUANT TO THE RELEVANT FOREGOING PROVISIONS OF
THIS SUBSECTION 3.1 PLUS 2.00%, (Y) IN THE CASE OF OVERDUE INTEREST, THE RATE
THAT WOULD BE OTHERWISE
53
APPLICABLE TO PRINCIPAL OF THE RELATED SENIOR INTERIM LOAN PURSUANT TO THE
RELEVANT FOREGOING PROVISIONS OF THIS SUBSECTION 3.1 (OTHER THAN CLAUSE (X)
ABOVE) PLUS 2.00% AND (Z) IN THE CASE OF OTHER AMOUNTS, AT THE RATE DESCRIBED IN
PARAGRAPH (A) OF THIS SUBSECTION 3.1 FOR ABR LOANS PLUS 2.00%, IN EACH CASE FROM
THE DATE OF SUCH NON-PAYMENT UNTIL SUCH AMOUNT IS PAID IN FULL (AFTER AS WELL AS
BEFORE JUDGMENT).
(D)
INTEREST SHALL BE PAYABLE IN ARREARS ON EACH INTEREST PAYMENT
DATE, PROVIDED THAT INTEREST ACCRUING PURSUANT TO PARAGRAPH (C) OF THIS
SUBSECTION 3.1 SHALL BE PAYABLE FROM TIME TO TIME ON DEMAND.
(E)
IT IS THE INTENTION OF THE PARTIES HERETO TO COMPLY STRICTLY WITH
APPLICABLE USURY LAWS; ACCORDINGLY, IT IS STIPULATED AND AGREED THAT THE
AGGREGATE OF ALL AMOUNTS WHICH CONSTITUTE INTEREST UNDER APPLICABLE USURY LAWS,
WHETHER CONTRACTED FOR, CHARGED, TAKEN, RESERVED, OR RECEIVED, IN CONNECTION
WITH THE INDEBTEDNESS EVIDENCED BY THIS AGREEMENT OR ANY SENIOR INTERIM LOAN
NOTES, OR ANY OTHER DOCUMENT RELATING OR REFERRING HERETO OR THERETO, NOW OR
HEREAFTER EXISTING, SHALL NEVER EXCEED UNDER ANY CIRCUMSTANCE WHATSOEVER THE
MAXIMUM AMOUNT OF INTEREST ALLOWED BY APPLICABLE USURY LAWS.
3.2
RESERVED.
3.3
RESERVED.
3.4
OPTIONAL AND MANDATORY PREPAYMENTS.
(A)
THE BORROWER MAY AT ANY TIME AND FROM TIME TO TIME PREPAY THE
SENIOR INTERIM LOANS MADE TO IT, IN WHOLE OR IN PART, SUBJECT TO
SUBSECTION 3.12, WITHOUT PREMIUM OR PENALTY, UPON AT LEAST THREE BUSINESS DAYS'
IRREVOCABLE NOTICE BY THE BORROWER TO THE ADMINISTRATIVE AGENT (IN THE CASE OF
EUROCURRENCY LOANS), AND AT LEAST ONE BUSINESS DAY'S IRREVOCABLE NOTICE BY THE
BORROWER TO THE ADMINISTRATIVE AGENT (IN THE CASE OF ABR LOANS).
SUCH NOTICE
SHALL SPECIFY (I) THE DATE AND AMOUNT OF PREPAYMENT, AND (II) WHETHER THE
PREPAYMENT IS OF EUROCURRENCY LOANS, ABR LOANS OR A COMBINATION THEREOF, AND, IF
A COMBINATION THEREOF, THE PRINCIPAL AMOUNT ALLOCABLE TO EACH.
UPON THE RECEIPT
OF ANY SUCH NOTICE THE ADMINISTRATIVE AGENT SHALL PROMPTLY NOTIFY EACH AFFECTED
LENDER THEREOF.
IF ANY SUCH NOTICE IS GIVEN, THE AMOUNT SPECIFIED IN SUCH
NOTICE SHALL BE DUE AND PAYABLE ON THE DATE SPECIFIED THEREIN, TOGETHER WITH (IF
A EUROCURRENCY LOAN IS PREPAID OTHER THAN AT THE END OF THE INTEREST PERIOD
APPLICABLE THERETO) ANY AMOUNTS PAYABLE PURSUANT TO SUBSECTION 3.12 AND ACCRUED
INTEREST TO SUCH DATE ON THE AMOUNT PREPAID.
PARTIAL PREPAYMENTS PURSUANT TO
THIS SUBSECTION 3.4(A) SHALL BE IN MULTIPLES OF $1.0 MILLION; PROVIDED THAT,
NOTWITHSTANDING THE FOREGOING, THE SENIOR INTERIM LOANS MAY BE PREPAID IN THEIR
ENTIRETY.
(B)
(1) IF ON OR AFTER THE CLOSING DATE (I) THE BORROWER OR ANY
RESTRICTED SUBSIDIARY SHALL INCUR INDEBTEDNESS FOR BORROWED MONEY (OTHER THAN
INDEBTEDNESS PERMITTED PURSUANT TO SUBSECTION 7.1(B)) OR (II) THE BORROWER
CONSUMMATES (X) AN UNDERWRITTEN PUBLIC OFFERING OF CAPITAL STOCK OF THE BORROWER
(EXCLUDING PREFERRED STOCK);