HAVING THE
FORCE OF LAW) FROM ANY CENTRAL BANK OR OTHER GOVERNMENTAL AUTHORITY, AFFECTS OR
WOULD AFFECT THE AMOUNT OF CAPITAL REQUIRED OR EXPECTED TO BE MAINTAINED BY SUCH
LENDER OR ANY CORPORATION CONTROLLING SUCH LENDER AND SUCH LENDER (TAKING INTO
CONSIDERATION SUCH LENDER'S OR SUCH CORPORATION'S POLICIES WITH RESPECT TO
CAPITAL ADEQUACY AND SUCH LENDER'S DESIRED RETURN ON CAPITAL) DETERMINES THAT
THE AMOUNT OF SUCH CAPITAL IS INCREASED AS A CONSEQUENCE OF SUCH LENDER'S
COMMITMENT, LOANS OR OBLIGATIONS UNDER THIS AGREEMENT WITH RESPECT TO ANY
COMMITTED BORROWING THEN FROM TIME TO TIME, UPON DEMAND OF SUCH LENDER (WITH A
COPY OF SUCH DEMAND TO THE ADMINISTRATIVE AGENT), THE BORROWER SHALL BE LIABLE
FOR, AND SHALL PAY TO THE ADMINISTRATIVE AGENT FOR THE ACCOUNT OF SUCH LENDER,
AS SPECIFIED BY SUCH LENDER, ADDITIONAL AMOUNTS SUFFICIENT TO COMPENSATE SUCH
LENDER FOR SUCH INCREASE.
SECTION 3.10.
FUNDING LOSSES.
THE BORROWER AGREES TO REIMBURSE EACH LENDER AND
TO HOLD EACH LENDER HARMLESS FROM ANY LOSS, COST OR EXPENSE WHICH SUCH LENDER
MAY SUSTAIN OR INCUR AS A CONSEQUENCE OF:
(A)
ANY FAILURE OF THE BORROWER TO BORROW, CONTINUE OR CONVERT A EURODOLLAR
LOAN AFTER THE BORROWER HAS GIVEN (OR IS DEEMED TO HAVE GIVEN) A NOTICE OF
BORROWING OR A NOTICE OF CONVERSION/CONTINUATION;
(B)
ANY PREPAYMENT OR PAYMENT OF A EURODOLLAR LOAN ON A DAY WHICH IS NOT THE
LAST DAY OF THE INTEREST PERIOD WITH RESPECT THERETO;
(C)
ANY FAILURE OF THE BORROWER TO MAKE ANY PREPAYMENT AFTER THE BORROWER HAS
GIVEN A NOTICE IN ACCORDANCE WITH SECTION 2.07; OR
75
(D)
THE CONVERSION OF ANY EURODOLLAR LOAN TO A REFERENCE RATE LOAN ON A DAY
THAT IS NOT THE LAST DAY OF THE RESPECTIVE INTEREST PERIOD PURSUANT TO SECTION
2.11;
including any such loss or expense arising from the liquidation or reemployment
of funds obtained by it to maintain its Eurodollar Loans hereunder or from fees
payable to terminate the deposits from which such funds were obtained.
SECTION 3.11.
ADDITIONAL INTEREST ON EURODOLLAR LOANS.
THE BORROWER SHALL PAY
TO EACH LENDER, AT THE REQUEST OF SUCH LENDER (BUT NOT MORE FREQUENTLY THAN ONCE
IN EACH CALENDAR QUARTER), AS LONG AS SUCH LENDER SHALL BE REQUIRED UNDER
REGULATIONS OF THE FEDERAL RESERVE BOARD TO MAINTAIN RESERVES WITH RESPECT TO
LIABILITIES OR ASSETS CONSISTING OF OR INCLUDING EUROCURRENCY LIABILITIES,
ADDITIONAL INTEREST ON THE UNPAID PRINCIPAL AMOUNT OF EACH EURODOLLAR LOAN OF
SUCH LENDER FROM THE DATE SUCH EURODOLLAR LOAN IS MADE UNTIL SUCH PRINCIPAL
AMOUNT IS PAID IN FULL, AT A RATE PER ANNUM EQUAL AT ALL TIMES TO THE REMAINDER
OBTAINED BY SUBTRACTING (A) LIBOR FOR THE INTEREST PERIOD FOR SUCH EURODOLLAR
LOAN FROM (B) THE RATE OBTAINED BY DIVIDING SUCH LIBOR BY A PERCENTAGE EQUAL TO
100% MINUS THE EURODOLLAR RESERVE PERCENTAGE OF SUCH LENDER FOR SUCH INTEREST
PERIOD, PAYABLE ON EACH DATE INTEREST IN RESPECT OF SUCH EURODOLLAR LOAN IS
PAYABLE.
NOTWITHSTANDING THE PROVISIONS OF THE PREVIOUS SENTENCE, THE BORROWER
SHALL NOT BE OBLIGATED TO PAY TO ANY LENDER