OF CREDIT FEE SHALL BE INCREASED BY TWO
PERCENTAGE POINTS (2.00%) PER ANNUM ABOVE THE RATES OF INTEREST OR THE RATE OF
SUCH FEE OTHERWISE APPLICABLE HEREUNDER (THE "DEFAULT RATE"), AND ALL
OUTSTANDING OBLIGATIONS SHALL BEAR INTEREST AT THE DEFAULT RATE APPLICABLE TO
SUCH OBLIGATIONS.
INTEREST AND LETTER
9
OF CREDIT FEES AT THE DEFAULT RATE SHALL ACCRUE FROM THE INITIAL DATE OF SUCH
EVENT OF DEFAULT UNTIL THAT EVENT OF DEFAULT IS CURED OR WAIVED AND SHALL BE
PAYABLE UPON DEMAND, BUT IN ANY EVENT, SHALL BE PAYABLE ON THE NEXT REGULARLY
SCHEDULED PAYMENT DATE SET FORTH HEREIN FOR SUCH OBLIGATION.
(E)
BORROWER SHALL HAVE THE OPTION TO
(I) REQUEST THAT ANY REVOLVING CREDIT ADVANCE BE MADE AS A LIBOR LOAN,
(II) CONVERT AT ANY TIME ALL OR ANY PART OF OUTSTANDING LOANS (OTHER THAN THE
SWING LINE LOAN) FROM INDEX RATE LOANS TO LIBOR LOANS, (III) CONVERT ANY LIBOR
LOAN TO AN INDEX RATE LOAN, SUBJECT TO PAYMENT OF THE LIBOR BREAKAGE FEE IN
ACCORDANCE WITH SECTION 1.3(E) IF SUCH CONVERSION IS MADE PRIOR TO THE
EXPIRATION OF THE LIBOR PERIOD APPLICABLE THERETO, OR (IV) CONTINUE ALL OR ANY
PORTION OF ANY LOAN (OTHER THAN THE SWING LINE LOAN) AS A LIBOR LOAN UPON THE
EXPIRATION OF THE APPLICABLE LIBOR PERIOD AND THE SUCCEEDING LIBOR PERIOD OF
THAT CONTINUED LOAN SHALL COMMENCE ON THE FIRST DAY AFTER THE LAST DAY OF THE
LIBOR PERIOD OF THE LOAN TO BE CONTINUED.
ANY LOAN OR GROUP OF LOANS HAVING THE
SAME PROPOSED LIBOR PERIOD TO BE MADE OR CONTINUED AS, OR CONVERTED INTO, A
LIBOR LOAN MUST BE IN A MINIMUM AMOUNT OF $100,000 AND INTEGRAL MULTIPLES OF
$100,000 IN EXCESS OF SUCH AMOUNT.
ANY SUCH ELECTION MUST BE MADE BY NOON
(CHICAGO TIME) ON THE 3RD BUSINESS DAY PRIOR TO (1) THE DATE OF ANY PROPOSED
REVOLVING CREDIT ADVANCE WHICH IS TO BEAR INTEREST AT THE LIBOR RATE, (2) THE
END OF EACH LIBOR PERIOD WITH RESPECT TO ANY LIBOR LOANS TO BE CONTINUED AS
SUCH, OR (3) THE DATE ON WHICH BORROWER WISHES TO CONVERT ANY INDEX RATE LOAN TO
A LIBOR LOAN FOR A LIBOR PERIOD DESIGNATED BY BORROWER IN SUCH ELECTION.
IF NO
ELECTION IS RECEIVED WITH RESPECT TO A LIBOR LOAN BY NOON (CHICAGO TIME) ON THE
3RD BUSINESS DAY PRIOR TO THE END OF THE LIBOR PERIOD WITH RESPECT THERETO, THAT
LIBOR LOAN SHALL BE CONVERTED TO AN INDEX RATE LOAN AT THE END OF ITS LIBOR
PERIOD.
BORROWER MUST MAKE SUCH ELECTION BY NOTICE TO AGENT IN WRITING, BY FAX
OR OVERNIGHT COURIER.
IN THE CASE OF ANY CONVERSION OR CONTINUATION, SUCH
ELECTION MUST BE MADE PURSUANT TO A WRITTEN NOTICE (A "NOTICE OF
CONVERSION/CONTINUATION") IN THE FORM OF EXHIBIT 1.2(E).
NO LOAN SHALL BE MADE,
CONVERTED INTO OR CONTINUED AS A LIBOR LOAN, IF AN EVENT OF DEFAULT HAS OCCURRED
AND IS CONTINUING AND AGENT OR REQUISITE LENDERS HAVE DETERMINED NOT TO MAKE OR
CONTINUE ANY LOAN AS A LIBOR LOAN