THE
ADMINISTRATIVE AGENT AMONG THE LENDERS.
EACH PAYMENT DELIVERED TO THE
ADMINISTRATIVE AGENT FOR THE ACCOUNT OF ANY LENDER SHALL BE DELIVERED PROMPTLY
BY THE ADMINISTRATIVE AGENT TO SUCH LENDER IN THE SAME TYPE OF FUNDS THAT THE
ADMINISTRATIVE AGENT RECEIVED AT ITS ADDRESS SPECIFIED PURSUANT TO ARTICLE 13 OR
AT ANY LENDING INSTALLATION SPECIFIED IN A NOTICE RECEIVED BY THE ADMINISTRATIVE
AGENT FROM SUCH LENDER.
THE ADMINISTRATIVE AGENT IS HEREBY AUTHORIZED TO CHARGE
ANY ACCOUNT OF THE BORROWER MAINTAINED WITH WACHOVIA FOR EACH PAYMENT OF
PRINCIPAL, INTEREST, REIMBURSEMENT OBLIGATIONS AND FEES AS IT BECOMES DUE
HEREUNDER.
EACH REFERENCE TO THE ADMINISTRATIVE AGENT IN THIS SECTION 2.11
SHALL ALSO BE DEEMED TO REFER, AND SHALL APPLY EQUALLY, (I) TO THE SWINGLINE
LENDER, IN THE CASE OF PAYMENTS REQUIRED TO BE MADE BY THE BORROWER TO THE
SWINGLINE LENDER AND (II) TO THE APPLICABLE LC ISSUER, IN THE CASE OF PAYMENTS
REQUIRED TO BE MADE BY THE BORROWER TO SUCH LC ISSUER.
2.12
NOTELESS AGREEMENT; EVIDENCE OF INDEBTEDNESS.
(A)
EACH LENDER SHALL MAINTAIN IN ACCORDANCE WITH ITS USUAL
PRACTICE AN ACCOUNT OR ACCOUNTS EVIDENCING THE INDEBTEDNESS OF THE BORROWER TO
SUCH LENDER RESULTING FROM EACH LOAN MADE BY SUCH LENDER FROM TIME TO TIME,
INCLUDING THE AMOUNTS OF PRINCIPAL AND INTEREST PAYABLE AND PAID TO SUCH LENDER
FROM TIME TO TIME HEREUNDER.
(B)
THE ADMINISTRATIVE AGENT SHALL ALSO MAINTAIN THE REGISTER
PURSUANT TO SECTION 12.3(C) AND SUBACCOUNTS FOR EACH LENDER IN WHICH (TAKEN
TOGETHER) IT WILL RECORD (A) THE AMOUNT OF EACH LOAN MADE HEREUNDER, THE TYPE
THEREOF AND THE INTEREST PERIOD (IF ANY) WITH RESPECT THERETO, (B) THE AMOUNT OF
ANY PRINCIPAL OR INTEREST DUE AND PAYABLE OR TO BECOME DUE AND PAYABLE FROM THE
BORROWER TO EACH LENDER HEREUNDER, (C) THE ORIGINAL STATED AMOUNT OF EACH
FACILITY LC AND THE AMOUNT OF LC OBLIGATIONS OUTSTANDING AT ANY TIME, AND (D)
THE AMOUNT OF ANY SUM RECEIVED BY THE ADMINISTRATIVE AGENT HEREUNDER FROM THE
BORROWER AND EACH LENDER'S SHARE THEREOF.
(c)
The entries maintained in the accounts, Register and
subaccounts maintained pursuant to Sections 2.12(a) and (b) above shall be prima
facie evidence of the existence and amounts of the Obligations therein recorded;
provided that the failure of the Administrative
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Agent or any Lender to maintain such accounts, such Register or such subaccount,
as applicable, or any error therein shall not in any manner affect the
obligation of the Borrower to repay the Obligations in accordance with their
terms.
(D)
THE LOANS MADE BY EACH LENDER SHALL, IF REQUESTED BY THE
APPLICABLE LENDER (WHICH REQUEST SHALL BE MADE TO THE ADMINISTRATIVE AGENT), BE
EVIDENCED (I) IN THE CASE OF REVOLVING LOANS, BY A REVOLVING NOTE, AND (II) IN
THE CASE OF THE SWINGLINE LOANS, BY A SWINGLINE NOTE, IN EACH CASE APPROPRIATELY
COMPLETED AND EXECUTED BY THE BORROWER AND PAYABLE TO THE ORDER OF SUCH LENDER.
EACH NOTE SHALL BE ENTITLED TO ALL OF THE BENEFITS OF THIS AGREEMENT AND THE
OTHER LOAN DOCUMENTS AND SHALL BE SUBJECT