ON THE RELEVANT BORROWING DATE, WRITTEN NOTICE
FROM A LENDER THAT SUCH LENDER WILL NOT MAKE AVAILABLE TO THE ADMINISTRATIVE
AGENT SUCH LENDER'S RATABLE PORTION, IF ANY, OF THE RELEVANT BORROWING, THE
ADMINISTRATIVE AGENT MAY ASSUME THAT SUCH LENDER HAS MADE SUCH PORTION AVAILABLE
TO THE ADMINISTRATIVE AGENT IN IMMEDIATELY AVAILABLE FUNDS ON SUCH BORROWING
DATE IN ACCORDANCE WITH THE APPLICABLE PROVISIONS OF SECTION 2.2 OR SECTION 3.5,
AND THE ADMINISTRATIVE AGENT MAY, IN RELIANCE UPON SUCH ASSUMPTION, BUT SHALL
NOT BE OBLIGATED TO, MAKE A CORRESPONDING AMOUNT AVAILABLE TO THE BORROWER ON
SUCH BORROWING DATE. IF AND TO THE EXTENT THAT SUCH LENDER SHALL NOT HAVE MADE
SUCH PORTION AVAILABLE TO THE ADMINISTRATIVE AGENT, AND THE ADMINISTRATIVE AGENT
SHALL HAVE MADE SUCH CORRESPONDING AMOUNT AVAILABLE TO THE BORROWER, SUCH
LENDER, ON THE ONE HAND, AND THE BORROWER, ON THE OTHER, SEVERALLY AGREE TO PAY
TO THE ADMINISTRATIVE AGENT FORTHWITH ON DEMAND SUCH CORRESPONDING AMOUNT,
TOGETHER WITH INTEREST THEREON FOR EACH DAY FROM THE DATE SUCH AMOUNT IS MADE
AVAILABLE TO THE BORROWER UNTIL THE DATE SUCH AMOUNT IS REPAID TO THE
ADMINISTRATIVE AGENT, (I) IN THE CASE OF SUCH LENDER, AT THE FEDERAL FUNDS RATE,
AND (II) IN THE CASE OF THE BORROWER (WITHOUT DUPLICATION), AT THE RATE OF
INTEREST APPLICABLE AT SUCH TIME TO THE TYPE AND CLASS OF LOANS COMPRISING SUCH
BORROWING, AS DETERMINED UNDER THE PROVISIONS OF SECTION 2.8. IF SUCH LENDER
SHALL REPAY TO THE ADMINISTRATIVE AGENT SUCH CORRESPONDING AMOUNT, SUCH AMOUNT
SHALL CONSTITUTE SUCH LENDER'S LOAN AS PART OF SUCH BORROWING FOR PURPOSES OF
THIS AGREEMENT. THE FAILURE OF ANY LENDER TO MAKE ANY LOAN REQUIRED TO BE MADE
BY IT AS PART OF ANY BORROWING SHALL NOT RELIEVE ANY OTHER LENDER OF ITS
OBLIGATION, IF ANY, HEREUNDER TO MAKE ITS LOAN AS PART OF SUCH BORROWING, BUT NO
LENDER SHALL BE RESPONSIBLE FOR THE FAILURE OF ANY OTHER LENDER TO MAKE THE LOAN
TO BE MADE BY SUCH OTHER LENDER AS PART OF ANY BORROWING.
(C)
EACH LENDER MAY, AT ITS OPTION, MAKE AND MAINTAIN ANY LOAN AT, TO
OR FOR THE ACCOUNT OF ANY OF ITS LENDING OFFICES, PROVIDED THAT ANY EXERCISE OF
SUCH OPTION SHALL NOT AFFECT THE OBLIGATION OF THE BORROWER TO REPAY SUCH LOAN
TO OR FOR THE ACCOUNT OF SUCH LENDER IN ACCORDANCE WITH THE TERMS OF THIS
AGREEMENT.
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2.4
EVIDENCE OF DEBT; NOTES.
(A)
EACH LENDER SHALL MAINTAIN IN ACCORDANCE WITH ITS USUAL PRACTICE
AN ACCOUNT OR ACCOUNTS EVIDENCING THE INDEBTEDNESS OF THE BORROWER TO THE
APPLICABLE LENDING OFFICE OF SUCH LENDER RESULTING FROM EACH LOAN MADE BY SUCH
LENDING OFFICE OF SUCH LENDER FROM TIME TO TIME, INCLUDING THE AMOUNTS OF
PRINCIPAL AND INTEREST PAYABLE AND PAID TO SUCH LENDING OFFICE OF SUCH LENDER
FROM TIME TO TIME UNDER THIS AGREEMENT.
(B)
THE ADMINISTRATIVE AGENT SHALL MAINTAIN THE REGISTER PURSUANT TO
SECTION 11.7(B), AND A SUBACCOUNT FOR EACH LENDER, IN WHICH REGISTER AND
SUBACCOUNTS (TAKEN TOGETHER) SHALL BE RECORDED (I) THE AMOUNT OF EACH