REFER
TO THIS AGREEMENT AS A WHOLE AND NOT TO ANY PARTICULAR PROVISION OF THIS
AGREEMENT, AND SECTION, SUBSECTION, SCHEDULE AND EXHIBIT REFERENCES ARE TO THIS
AGREEMENT UNLESS OTHERWISE SPECIFIED.
(D)
UNLESS THE CONTEXT OF THIS AGREEMENT
OTHERWISE CLEARLY REQUIRES, THE FOLLOWING RULES OF CONSTRUCTION SHALL APPLY TO
THIS AGREEMENT AND EACH OF THE OTHER LOAN DOCUMENTS:
(I)
REFERENCES TO THE PLURAL INCLUDE THE
SINGULAR, THE PLURAL, THE PART AND THE WHOLE; "OR" HAS THE INCLUSIVE MEANING
REPRESENTED BY THE PHRASE "AND/OR," AND THE WORDS "INCLUDE," "INCLUDES" AND
"INCLUDING" SHALL BE DEEMED TO BE FOLLOWED BY THE PHRASE "WITHOUT LIMITATION".
(II)
THE SECTION AND OTHER HEADINGS CONTAINED
IN THIS AGREEMENT OR SUCH OTHER LOAN DOCUMENT AND THE TABLE OF CONTENTS (IF
ANY), PRECEDING THIS AGREEMENT OR SUCH OTHER LOAN DOCUMENT ARE FOR REFERENCE
PURPOSES ONLY AND SHALL NOT CONTROL OR AFFECT THE CONSTRUCTION OF THIS AGREEMENT
OR SUCH OTHER LOAN DOCUMENT OR THE INTERPRETATION THEREOF IN ANY RESPECT.
(III)
REFERENCE TO ANY PERSON INCLUDES SUCH
PERSON'S SUCCESSORS AND ASSIGNS.
(IV)
REFERENCE TO ANY AGREEMENT (INCLUDING THIS
AGREEMENT AND ANY OTHER LOAN DOCUMENT TOGETHER WITH THE SCHEDULES AND EXHIBITS
HERETO OR THERETO), DOCUMENT OR INSTRUMENT MEANS SUCH AGREEMENT, DOCUMENT OR
INSTRUMENT AS AMENDED, MODIFIED, REPLACED, SUBSTITUTED FOR, SUPERSEDED OR
RESTATED.
(V)
RELATIVE TO THE DETERMINATION OF ANY PERIOD
OF TIME, "FROM" MEANS "FROM AND INCLUDING," "TO" MEANS "TO BUT EXCLUDING," AND
"THROUGH" MEANS "THROUGH AND INCLUDING".
(VI)
UNLESS THE CONTEXT REQUIRES OTHERWISE ANY
REFERENCE TO ANY LAW OR REGULATION HEREIN SHALL, UNLESS OTHERWISE SPECIFIED,
REFER TO SUCH LAW OR REGULATION AS AMENDED, MODIFIED OR SUPPLEMENTED FROM TIME
TO TIME.
(VII)
THE WORDS "ASSET" AND "PROPERTY" SHALL BE
CONSTRUED TO HAVE THE SAME MEANING AND EFFECT AND TO REFER TO ANY AND ALL
TANGIBLE AND INTANGIBLE ASSETS AND PROPERTIES, INCLUDING CASH, SECURITIES,
ACCOUNTS AND CONTRACT RIGHTS.
27
(VIII)
A TIME OF DAY SHALL BE CONSTRUED AS A REFERENCE TO
PHILADELPHIA, PENNSYLVANIA TIME, UNLESS OTHERWISE STATED.
SECTION 2.
LOANS AND TERMS OF COMMITMENTS
2.1
The Loans.
(A)
REVOLVER LOANS.
SUBJECT TO THE TERMS AND
CONDITIONS HEREOF, EACH LENDER SEVERALLY AGREES TO MAKE REVOLVING CREDIT LOANS
IN EITHER DOLLARS OR ONE OR MORE OPTIONAL CURRENCIES (THE "REVOLVER LOANS") TO
THE BORROWERS FROM TIME TO TIME DURING THE COMMITMENT PERIOD IN AN AGGREGATE
PRINCIPAL AMOUNT AT ANY ONE TIME OUTSTANDING NOT TO EXCEED THE AMOUNT OF SUCH
LENDER'S COMMITMENT; PROVIDED, THAT (I) AFTER GIVING EFFECT TO EACH SUCH
REVOLVER LOAN, THE AGGREGATE DOLLAR EQUIVALENT AMOUNT OF OUTSTANDING REVOLVER
LOANS MADE BY SUCH LENDER SHALL NOT EXCEED (X) SUCH LENDER'S COMMITMENT MINUS
(Y) THE SUM OF SUCH LENDER'S COMMITMENT PERCENTAGE OF THE AMOUNT OF SWING LINE
LOANS AND LETTER OF CREDIT OBLIGATIONS THEN OUTSTANDING, AND (II) NO REVOLVER
LOAN TO WHICH THE BASE RATE APPLIES SHALL BE MADE IN AN OPTIONAL CURRENCY.
THE
COMMITMENTS MAY BE TERMINATED OR REDUCED FROM TIME TO TIME PURSUANT TO
SECTION 2.14.
WITHIN THE FOREGOING LIMITS, THE BORROWERS MAY DURING THE
COMMITMENT PERIOD BORROW, REPAY AND REBORROW UNDER THE COMMITMENTS,