OR ANY OTHER PERSON; (IV) ANY BREACH OF
THIS AGREEMENT BY THE APPLICABLE US REVOLVING CREDIT BORROWER OR ANY OTHER
PERSON; (V) ANY INABILITY OF ANY US REVOLVING CREDIT BORROWER TO SATISFY THE
CONDITIONS PRECEDENT TO BORROWING SET FORTH IN THIS AGREEMENT ON THE DATE UPON
WHICH SUCH PARTICIPATING INTEREST IS TO BE PURCHASED OR (VI) ANY OTHER
CIRCUMSTANCE, HAPPENING OR EVENT WHATSOEVER, WHETHER OR NOT SIMILAR TO ANY OF
THE FOREGOING.
IF ANY US REVOLVING CREDIT LENDER DOES NOT MAKE AVAILABLE TO THE
AGENT THE AMOUNT REQUIRED PURSUANT TO PARAGRAPH (C) OR (D) ABOVE, AS THE CASE
MAY BE, THE AGENT SHALL BE ENTITLED TO RECOVER SUCH AMOUNT ON DEMAND FROM SUCH
LENDER, TOGETHER WITH INTEREST THEREON FOR EACH DAY FROM THE DATE OF NON-PAYMENT
UNTIL SUCH AMOUNT IS PAID IN FULL AT THE FEDERAL FUNDS RATE FOR THE FIRST TWO
BUSINESS DAYS AND AT THE BASE RATE THEREAFTER.
NOTWITHSTANDING THE FOREGOING
PROVISIONS OF THIS SUBSECTION 2.6(E), NO US REVOLVING CREDIT LENDER SHALL BE
REQUIRED TO MAKE A US REVOLVING CREDIT LOAN TO ANY US REVOLVING CREDIT BORROWER
FOR THE PURPOSE OF REFUNDING SWING LINE LOANS PURSUANT TO PARAGRAPH (C) ABOVE OR
TO PURCHASE A PARTICIPATING INTEREST IN SWING LINE LOANS PURSUANT TO PARAGRAPH
(D) ABOVE IF A DEFAULT OR EVENT OF DEFAULT HAS OCCURRED AND IS CONTINUING AND
PRIOR TO THE MAKING BY THE SWING LINE LENDERS OF SUCH SWING LINE LOANS, EACH
45
SWING LINE LENDER HAS RECEIVED WRITTEN NOTICE FROM SUCH LENDER SPECIFYING THAT
SUCH DEFAULT OR EVENT OF DEFAULT HAS OCCURRED AND IS CONTINUING, DESCRIBING THE
NATURE THEREOF AND STATING THAT, AS A RESULT THEREOF, SUCH LENDER SHALL CEASE TO
MAKE SUCH US REVOLVING CREDIT LOANS AND PURCHASE SUCH PARTICIPATING INTERESTS,
AS THE CASE MAY BE; PROVIDED THAT THE OBLIGATION OF SUCH LENDER TO MAKE SUCH US
REVOLVING CREDIT LOANS AND TO PURCHASE SUCH PARTICIPATING INTERESTS SHALL BE
REINSTATED UPON THE EARLIER TO OCCUR OF (I) THE DATE UPON WHICH SUCH LENDER
NOTIFIES THE SWING LINE LENDERS THAT ITS PRIOR NOTICE HAS BEEN WITHDRAWN AND
(II) THE DATE UPON WHICH THE DEFAULT OR EVENT OF DEFAULT SPECIFIED IN SUCH
NOTICE NO LONGER IS CONTINUING.
2.7.
Yen Swing Line Commitments.
(d)Subject to the terms and conditions
hereof, each Yen Swing Line Lender agrees to make Yen swing line loans ("Yen
Swing Line Loans") and each Yen Overdraft Swing Line Lender agrees to make Yen
overdraft swing line loans to the extent provided in subsection (b) (such
overdraft swing line loans, which form a part of, and not in addition to the Yen
Swing Line Loans hereunder, being "Yen Overdraft Swing Line Loans") to any
Japanese Borrower domiciled in Japan on any Business Day from time to time
during the Commitment Period in an aggregate principal amount at any one time
outstanding not to exceed the maximum amount of the Yen Swing Line Facility then
in effect; provided that in no event may the amount of any Yen Swing Line Loan
cause the aggregate amount of