EMAIL OF BORROWER'S
SPECIFIC EXCEPTIONS THERETO WITHIN THIRTY (30) DAYS AFTER SUCH STATEMENT IS
RECEIVED BY BORROWER. THE RECORDS OF BRASCAN WITH RESPECT TO THE LOAN ACCOUNT
SHALL BE CONCLUSIVE EVIDENCE ABSENT MANIFEST ERROR OF THE AMOUNTS OF ADVANCES
AND OTHER CHARGES THERETO AND OF PAYMENTS APPLICABLE THERETO.
2.8
ADDITIONAL PAYMENTS. ANY SUMS EXPENDED BY BRASCAN DUE TO
BORROWER'S FAILURE TO PERFORM OR COMPLY WITH ITS OBLIGATIONS UNDER THIS
AGREEMENT OR ANY OTHER DOCUMENT, MAY BE CHARGED TO BORROWER'S ACCOUNT AS AN
ADVANCE AND ADDED TO THE OBLIGATIONS.
2.9
USE OF PROCEEDS.
(A)
BORROWER SHALL USE THE PROCEEDS OF ADVANCES FOR GENERAL WORKING
CAPITAL PURPOSES.
(B)
WITHOUT LIMITING THE GENERALITY OF SECTION 2.9(A) ABOVE, NEITHER
BORROWER NOR ANY OTHER PERSON WHICH MAY IN THE FUTURE BECOME A PARTY TO THIS
AGREEMENT OR THE OTHER DOCUMENTS AS BORROWER, INTENDS TO USE NOR SHALL THEY USE
ANY PORTION OF THE PROCEEDS OF THE ADVANCES, DIRECTLY OR INDIRECTLY, FOR ANY
PURPOSE IN VIOLATION OF THE TRADING WITH THE ENEMY ACT.
11
III.
INTEREST AND FEES.
3.1
INTEREST. INTEREST ON EACH ADVANCE SHALL BE PAYABLE IN ARREARS ON
THE REPAYMENT DATE WITH RESPECT TO SUCH ADVANCE. INTEREST CHARGES SHALL BE
COMPUTED ON THE ACTUAL PRINCIPAL AMOUNT OF ADVANCES OUTSTANDING AT A RATE PER
ANNUM EQUAL TO THE REVOLVING INTEREST RATE. THE EURODOLLAR RATE SHALL BE
ADJUSTED WITH RESPECT TO EURODOLLAR RATE LOANS WITHOUT NOTICE OR DEMAND OF ANY
KIND ON THE EFFECTIVE DATE OF ANY CHANGE IN THE RESERVE PERCENTAGE AS OF SUCH
EFFECTIVE DATE. UPON AND AFTER THE OCCURRENCE OF AN EVENT OF DEFAULT, AND DURING
THE CONTINUATION THEREOF, EURODOLLAR RATE LOANS SHALL BEAR INTEREST AT THE
REVOLVING INTEREST RATE FOR EURODOLLAR RATE LOANS PLUS 3.75% PER ANNUM (AS
APPLICABLE, THE "DEFAULT RATE").
3.2
COMPUTATION OF INTEREST INTEREST HEREUNDER SHALL BE COMPUTED ON
THE BASIS OF A YEAR OF 360 DAYS AND FOR THE ACTUAL NUMBER OF DAYS ELAPSED. IF
ANY PAYMENT TO BE MADE HEREUNDER BECOMES DUE AND PAYABLE ON A DAY OTHER THAN A
BUSINESS DAY, THE DUE DATE THEREOF SHALL BE EXTENDED TO THE NEXT SUCCEEDING
BUSINESS DAY AND INTEREST THEREON SHALL BE PAYABLE AT THE REVOLVING INTEREST
RATE DURING SUCH EXTENSION.
3.3
MAXIMUM CHARGES. IN NO EVENT WHATSOEVER SHALL INTEREST AND OTHER
CHARGES CHARGED HEREUNDER EXCEED THE HIGHEST RATE PERMISSIBLE UNDER LAW. IN THE
EVENT INTEREST AND OTHER CHARGES AS COMPUTED HEREUNDER WOULD OTHERWISE EXCEED
THE HIGHEST RATE PERMITTED UNDER LAW, SUCH EXCESS AMOUNT SHALL BE FIRST APPLIED
TO ANY UNPAID PRINCIPAL BALANCE OWED BY BORROWER, AND IF THE THEN REMAINING
EXCESS AMOUNT IS GREATER THAN THE PREVIOUSLY UNPAID PRINCIPAL BALANCE, BRASCAN
SHALL PROMPTLY REFUND SUCH EXCESS AMOUNT TO BORROWER AND THE PROVISIONS HEREOF
SHALL BE DEEMED AMENDED TO PROVIDE FOR SUCH PERMISSIBLE RATE.
3.4
INCREASED COSTS. IN THE EVENT THAT ANY APPLICABLE LAW, TREATY OR
GOVERNMENTAL REGULATION, OR ANY CHANGE THEREIN OR IN THE INTERPRETATION OR
APPLICATION THEREOF, OR COMPLIANCE BY BRASCAN\ AND THE OFFICE OR BRANCH WHERE
BRASCAN MAKES OR MAINTAINS ANY EURODOLLAR RATE LOANS WITH