IN FULL ON THE
MATURITY 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.
39
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 OR IF LATER, THE DATE ON WHICH A LENDER BECOMES A PARTY
TO THIS AGREEMENT, 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 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 OTHER THAN A NON-CONDUIT LENDER SHALL
DETERMINE (IN ACCORDANCE WITH INFORMATION PROVIDED BY THE RELEVANT CP LENDER
AND/OR COMMITTED LENDER IN THE RELATED LENDER GROUP, AS APPLICABLE) ITS ESTIMATE
OF THE INTEREST (INCLUDING UNPAID INTEREST, IF ANY DUE AND PAYABLE ON A PRIOR
PAYMENT DATE) TO BE PAID TO THE LENDERS IN THE APPLICABLE LENDER GROUP ON EACH
PAYMENT DATE FOR THE RELATED