PERIOD IN EFFECT FOR SUCH LOAN;
(E)
NO LIBOR LOAN DENOMINATED IN AN OPTIONAL
CURRENCY MAY BE CONVERTED INTO A BASE RATE LOAN OR CONVERTED INTO A LIBOR LOAN
DENOMINATED IN ANOTHER OPTIONAL CURRENCY;
(F)
THE PROVISIONS OF SUBSECTION
2.6(C) LIMITING UNDER CERTAIN CIRCUMSTANCES THE CONTINUATION OF LIBOR LOANS
DENOMINATED IN AN OPTIONAL CURRENCY; AND
(G)
NO SWING LINE LOAN MAY BE A LIBOR LOAN.
Each request by the Borrowers to convert or continue a Loan shall constitute a
representation and warranty that no Default or Event of Default shall have
occurred and be continuing.
Accrued interest on a Loan (or portion thereof)
being converted shall be paid by the applicable Borrower(s) at the time of
conversion.
In connection with each such conversion or continuation requested
by the Borrowers, the Borrowers shall deliver to the Administrative
34
Agent a Notice of Borrowing or shall make such request by telephone immediately
confirmed in writing, it being understood that the Administrative Agent may rely
on the authority of any individual making such telephonic request without the
necessity of receipt of such written confirmation.
2.6
Utilization of Commitments in Optional
Currencies.
(A)
THE ADMINISTRATIVE AGENT WILL DETERMINE THE
DOLLAR EQUIVALENT AMOUNT OF (I) PROPOSED LOANS DENOMINATED IN AN OPTIONAL
CURRENCY AS OF EACH REQUESTED BORROWING DATE, AND (II) OUTSTANDING LOANS
DENOMINATED IN AN OPTIONAL CURRENCY AS OF THE END OF EACH INTEREST PERIOD FOR
ANY SUCH LOANS (EACH SUCH DATE UNDER CLAUSES (I) AND (II), A "COMPUTATION
DATE").
(B)
THE LENDERS SHALL BE UNDER NO OBLIGATION TO
MAKE THE LOANS REQUESTED BY THE BORROWERS WHICH ARE DENOMINATED IN AN OPTIONAL
CURRENCY IF ANY LENDER NOTIFIES THE ADMINISTRATIVE AGENT BY 5:00 P.M.,
PHILADELPHIA TIME, THREE (3) BUSINESS DAYS PRIOR TO THE BORROWING DATE FOR SUCH
LOANS THAT SUCH LENDER CANNOT PROVIDE ITS SHARE OF SUCH LOANS IN SUCH OPTIONAL
CURRENCY BECAUSE (I) THE MAKING, MAINTENANCE OR FUNDING OF SUCH OPTIONAL
CURRENCY LOAN HAS BEEN MADE IMPRACTICABLE OR UNLAWFUL BY COMPLIANCE BY SUCH
LENDER IN GOOD FAITH WITH ANY LAW OR ANY INTERPRETATION OR APPLICATION THEREOF
BY AN GOVERNMENTAL AUTHORITY OR WITH ANY REQUEST OR DIRECTIVE OF ANY SUCH
GOVERNMENTAL AUTHORITY (WHETHER OR NOT HAVING THE FORCE OF LAW) OR (II) AFTER
MAKING ALL REASONABLE EFFORTS, DEPOSITS OF THE RELEVANT AMOUNT IN THE RELEVANT
OPTIONAL CURRENCY FOR THE RELEVANT INTEREST PERIOD ARE NOT AVAILABLE TO SUCH
LENDER WITH RESPECT TO SUCH LOAN IN THE LONDON INTERBANK MARKET.
IN THE EVENT
THE ADMINISTRATIVE AGENT TIMELY RECEIVES A NOTICE FROM A LENDER PURSUANT TO THE
PRECEDING SENTENCE, THE ADMINISTRATIVE AGENT WILL NOTIFY THE BORROWERS NO LATER
THAN 12:00 NOON, PHILADELPHIA TIME, TWO (2) BUSINESS DAYS PRIOR TO THE BORROWING
DATE FOR SUCH LOANS THAT THE OPTIONAL CURRENCY IS NOT THEN AVAILABLE FOR SUCH
LOANS, AND THE ADMINISTRATIVE AGENT SHALL PROMPTLY THEREAFTER NOTIFY THE LENDERS
OF THE SAME.
IF THE BORROWERS RECEIVE A NOTICE DESCRIBED IN THE PRECEDING
SENTENCE, THE BORROWERS MAY, BY NOTICE TO THE ADMINISTRATIVE AGENT NOT LATER
THAN 5:00 P.M., PHILADELPHIA TIME, TWO (2)