TO
AN ABR BORROWING.
NOTWITHSTANDING ANY CONTRARY PROVISION HEREOF, IF AN EVENT OF
DEFAULT HAS OCCURRED AND IS CONTINUING, ADMINISTRATIVE AGENT MAY REQUIRE, BY
NOTICE TO BORROWER, THAT (I) NO OUTSTANDING BORROWING MAY BE CONVERTED TO OR
CONTINUED AS A EURODOLLAR BORROWING AND (II) UNLESS REPAID, EACH EURODOLLAR
BORROWING SHALL BE CONVERTED TO AN ABR BORROWING AT THE END OF THE INTEREST
PERIOD APPLICABLE THERETO.
SECTION 2.4
REPAYMENT OF LOANS; EVIDENCE OF DEBT.
(1)
BORROWER HEREBY UNCONDITIONALLY PROMISES TO PAY TO
ADMINISTRATIVE AGENT FOR THE ACCOUNT OF EACH LENDER THE THEN UNPAID PRINCIPAL
AMOUNT OF EACH LOAN ON THE MATURITY DATE.
(2)
EACH LENDER SHALL MAINTAIN IN ACCORDANCE WITH ITS USUAL
PRACTICE AN ACCOUNT OR ACCOUNTS EVIDENCING THE INDEBTEDNESS OF BORROWER TO SUCH
LENDER RESULTING FROM EACH LOAN MADE BY SUCH LENDER, INCLUDING THE AMOUNTS OF
PRINCIPAL AND INTEREST PAYABLE AND PAID TO SUCH LENDER FROM TIME TO TIME
HEREUNDER.
(3)
ADMINISTRATIVE AGENT SHALL MAINTAIN ACCOUNTS IN WHICH IT SHALL
RECORD (I) THE AMOUNT OF EACH LOAN MADE HEREUNDER, THE TYPE THEREOF AND THE
INTEREST PERIOD APPLICABLE THERETO, (II) THE AMOUNT OF ANY PRINCIPAL OR INTEREST
DUE AND PAYABLE OR TO BECOME DUE AND PAYABLE FROM BORROWER TO EACH LENDER
HEREUNDER AND (III) THE AMOUNT OF ANY SUM RECEIVED BY ADMINISTRATIVE AGENT
HEREUNDER FOR THE ACCOUNT OF THE LENDERS AND EACH LENDER'S SHARE THEREOF.
(4)
THE ENTRIES MADE IN THE ACCOUNTS MAINTAINED PURSUANT TO
SUBSECTIONS (2) OR (3) OF THIS SECTION SHALL BE PRIMA FACIE EVIDENCE (ABSENT
MANIFEST ERROR) OF THE EXISTENCE AND AMOUNTS OF THE OBLIGATIONS RECORDED
THEREIN; PROVIDED THAT THE FAILURE OF ANY LENDER OR ADMINISTRATIVE AGENT TO
MAINTAIN SUCH ACCOUNTS OR ANY ERROR THEREIN SHALL NOT IN ANY MANNER AFFECT THE
OBLIGATION OF BORROWER TO REPAY THE LOANS IN ACCORDANCE WITH THE TERMS OF THIS
AGREEMENT.
33
SECTION 2.5
PREPAYMENT OF LOAN.
(1)
BORROWER SHALL HAVE THE RIGHT AT ANY TIME AND FROM TIME TO
TIME TO PREPAY ANY BORROWING IN WHOLE OR IN PART, SUBJECT TO PRIOR NOTICE IN
ACCORDANCE WITH SUBSECTION (2) OF THIS SECTION.
(2)
BORROWER SHALL NOTIFY ADMINISTRATIVE AGENT BY WRITTEN
ELECTRONIC COMMUNICATION AS PROVIDED IN SECTION 2.10 OF ANY PREPAYMENT HEREUNDER
(I) IN THE CASE OF PREPAYMENT OF A EURODOLLAR BORROWING, NOT LATER THAN 11:00
A.M., NEW YORK CITY TIME, FIVE (5) BUSINESS DAYS BEFORE THE DATE OF PREPAYMENT,
OR (II) IN THE CASE OF PREPAYMENT OF AN ABR BORROWING, NOT LATER THAN 11:00
A.M., NEW YORK CITY TIME, ONE (1) BUSINESS DAY BEFORE THE DATE OF PREPAYMENT.
EACH SUCH NOTICE SHALL SPECIFY THE PREPAYMENT DATE AND THE PRINCIPAL AMOUNT OF
EACH BORROWING OR PORTION THEREOF TO BE PREPAID.
ANY PREPAYMENT NOTICE GIVEN TO
LENDER BY BORROWER PURSUANT TO THE PRECEDING SENTENCE MAY BE RESCINDED BY
BORROWER UPON DELIVERY OF WRITTEN NOTICE TO LENDER NOT LESS THAN TWO (2)
BUSINESS DAYS PRIOR TO THE PREPAYMENT DATE SPECIFIED IN THE PREPAYMENT NOTICE
BEING RESCINDED AND PROVIDED ALL REASONABLE OUT-OF-POCKET COSTS AND EXPENSES OF
ADMINISTRATIVE AGENT AND THE LENDERS IN CONNECTION WITH THE