CREDIT THEN OUTSTANDING EXCEEDS (B) THE AGGREGATE REVOLVING
CREDIT COMMITMENTS ON SUCH BUSINESS DAY, PROVIDED, THAT, FOR THE AVOIDANCE OF
DOUBT, IN THE CASE OF ANY PREPAYMENT REQUIRED UNDER THIS
SECTION 2.06(B) PURSUANT TO THE PROVISO SET FORTH IN THE DEFINITION OF
"REVOLVING CREDIT COMMITMENT" COMPANY SHALL NOT BE REQUIRED TO CASH
COLLATERALIZE ANY LETTER OF CREDIT THAT IS ISSUED AND UNDRAWN AT THE TIME OF
SUCH PREPAYMENT.
43
Section 2.7
Interest on Loans.
(a)
Except as otherwise set forth herein, each
Loan shall bear interest on the unpaid principal amount thereof from the date
made through repayment (whether by acceleration or otherwise) thereof as
follows:
(I)
IF A BASE RATE LOAN, AT THE BASE RATE PLUS THE APPLICABLE MARGIN;
OR
(II)
IF A EUROCURRENCY RATE LOAN, AT THE EUROCURRENCY RATE PLUS THE
APPLICABLE MARGIN.
(B)
THE BASIS FOR DETERMINING THE RATE OF INTEREST WITH RESPECT TO ANY
LOAN, AND THE INTEREST PERIOD WITH RESPECT TO ANY EUROCURRENCY RATE LOAN, SHALL
BE SELECTED BY COMPANY AND NOTIFIED TO ADMINISTRATIVE AGENT AND LENDERS PURSUANT
TO THE APPLICABLE FUNDING NOTICE OR CONVERSION/CONTINUATION NOTICE, AS THE CASE
MAY BE.
(C)
IN CONNECTION WITH EUROCURRENCY RATE LOANS THERE SHALL BE NO MORE
THAN SEVEN (7) INTEREST PERIODS OUTSTANDING AT ANY TIME.
IN THE EVENT COMPANY
FAILS TO SPECIFY BETWEEN A BASE RATE LOAN OR A EUROCURRENCY RATE LOAN IN THE
APPLICABLE FUNDING NOTICE OR CONVERSION/CONTINUATION NOTICE, SUCH LOAN (IF
OUTSTANDING AS A EUROCURRENCY RATE LOAN) WILL BE AUTOMATICALLY CONVERTED INTO A
BASE RATE LOAN ON THE LAST DAY OF THE THEN-CURRENT INTEREST PERIOD FOR SUCH LOAN
(OR IF OUTSTANDING AS A BASE RATE LOAN WILL REMAIN AS, OR (IF NOT THEN
OUTSTANDING) WILL BE MADE AS, A BASE RATE LOAN).
IN THE EVENT COMPANY FAILS TO
SPECIFY AN INTEREST PERIOD FOR ANY EUROCURRENCY RATE LOAN IN THE APPLICABLE
FUNDING NOTICE OR CONVERSION/CONTINUATION NOTICE, COMPANY SHALL BE DEEMED TO
HAVE SELECTED AN INTEREST PERIOD OF ONE MONTH.
AS SOON AS PRACTICABLE AFTER
10:00 A.M. (NEW YORK CITY TIME) ON EACH INTEREST RATE DETERMINATION DATE,
ADMINISTRATIVE AGENT SHALL DETERMINE (WHICH DETERMINATION SHALL, ABSENT MANIFEST
ERROR, BE FINAL, CONCLUSIVE AND BINDING UPON ALL PARTIES) THE INTEREST RATE THAT
SHALL APPLY TO THE EUROCURRENCY RATE LOANS FOR WHICH AN INTEREST RATE IS THEN
BEING DETERMINED FOR THE APPLICABLE INTEREST PERIOD AND SHALL PROMPTLY GIVE
NOTICE THEREOF (IN WRITING OR BY TELEPHONE CONFIRMED IN WRITING) TO COMPANY AND
EACH LENDER.
(D)
INTEREST PAYABLE PURSUANT TO SECTION 2.7(A) SHALL BE COMPUTED
(I) IN THE CASE OF BASE RATE LOANS ON THE BASIS OF A 365-DAY OR 366-DAY YEAR, AS
THE CASE MAY BE, AND (II) IN THE CASE OF EUROCURRENCY RATE LOANS AND OF FEES AND
LETTER OF CREDIT COMMISSIONS, ON THE BASIS OF A 360-DAY YEAR, IN EACH CASE FOR
THE ACTUAL NUMBER OF DAYS ELAPSED IN THE PERIOD DURING WHICH IT ACCRUES.
IN
COMPUTING INTEREST ON ANY LOAN, THE DATE OF THE MAKING OF SUCH LOAN OR THE FIRST
DAY OF AN INTEREST PERIOD APPLICABLE TO SUCH