each calendar quarter.
49
"Interest Period" means,
(A)
WITH RESPECT TO ANY EURODOLLAR LOAN, THE PERIOD COMMENCING ON THE BUSINESS
DAY SUCH EURODOLLAR LOAN IS DISBURSED OR ON THE DATE ON WHICH A REFERENCE RATE
LOAN IS CONVERTED INTO A EURODOLLAR LOAN AND ENDING ON THE DATE 14 DAYS OR ONE,
TWO, THREE OR SIX MONTHS THEREAFTER, IN ITS NOTICE OF BORROWING OR NOTICE OF
CONVERSION/CONTINUATION; AND
(B)
WITH RESPECT TO ANY BID LOAN, THE PERIOD SPECIFIED BY THE BORROWER IN THE
RELEVANT COMPETITIVE BID REQUEST;
provided, however, that:
(I) IN THE CASE OF THE CONTINUATION OF A EURODOLLAR LOAN PURSUANT TO
SECTION 2.11(B), THE INTEREST PERIOD APPLICABLE AFTER THE CONTINUATION OF SUCH
LOAN SHALL COMMENCE ON THE LAST DAY OF THE PRECEDING INTEREST PERIOD;
(II) IF ANY INTEREST PERIOD APPLICABLE TO A EURODOLLAR LOAN WOULD OTHERWISE END
ON A DAY WHICH IS NOT A BUSINESS DAY, THAT INTEREST PERIOD SHALL BE EXTENDED TO
THE NEXT SUCCEEDING BUSINESS DAY UNLESS THE RESULT OF SUCH EXTENSION WOULD BE TO
CARRY SUCH INTEREST PERIOD INTO ANOTHER CALENDAR MONTH IN WHICH EVENT SUCH
INTEREST PERIOD SHALL END ON THE IMMEDIATELY PRECEDING BUSINESS DAY;
(III) ANY INTEREST PERIOD APPLICABLE TO A EURODOLLAR LOAN THAT BEGINS ON THE
LAST BUSINESS DAY OF A CALENDAR MONTH (OR ON A DAY FOR WHICH THERE IS NO
NUMERICALLY CORRESPONDING DAY IN THE CALENDAR MONTH AT THE END OF SUCH INTEREST
PERIOD) SHALL END ON THE LAST BUSINESS DAY OF THE CALENDAR MONTH AT THE END OF
SUCH INTEREST PERIOD; AND
(IV) NO INTEREST PERIOD FOR ANY LOAN SHALL EXTEND BEYOND THE MATURITY DATE.
"IRS" means the Internal Revenue Service of the United States of America.
"Lender" has the meaning specified in the preamble and includes each Lender
listed on the signature pages hereof and each Person which becomes a Lender
pursuant to Section 10.08.
"Lender Affiliate" means, (a) with respect to any Lender, (i) an Affiliate of
such Lender or (ii) any entity (whether a corporation, partnership, trust or
otherwise) that is engaged in making, purchasing, holding or otherwise investing
in bank loans and similar extensions of credit in the ordinary course of its
business and is administered or managed by a Lender or an Affiliate of such
Lender and (b) with respect to any Lender that is a fund which invests in bank
loans and similar extensions of credit, any other fund that invests in bank
loans and similar extensions of credit and is managed by the same investment
advisor as such Lender or by an Affiliate of such investment advisor.
50
"Lending Office" means, with respect to any Lender, the office or offices of
such Lender as specified in such Lender's Administrative Questionnaire delivered
to the Administrative Agent.
"Level I Status" exists at any date if, at such date (a) the Debt Rating for the
Index Debt is BBB+ (or the equivalent) or higher by S&P and Baa1 (or the
equivalent) or higher by Moody's and (b) the Debt Rating for the Short-Term
Index