ASSIGNS, (C) THE WORDS "HEREIN", "HEREOF"
AND "HEREUNDER", AND WORDS OF SIMILAR IMPORT, SHALL BE CONSTRUED TO REFER TO
THIS AGREEMENT IN ITS ENTIRETY AND NOT TO ANY PARTICULAR PROVISION HEREOF,
(D) ALL REFERENCES HEREIN TO ARTICLES, SECTIONS, EXHIBITS AND SCHEDULES SHALL BE
CONSTRUED TO REFER TO ARTICLES AND SECTIONS OF, AND EXHIBITS AND SCHEDULES TO,
THIS AGREEMENT AND (E) 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.
SECTION 1.04.
ACCOUNTING TERMS; GAAP.
EXCEPT AS OTHERWISE EXPRESSLY PROVIDED
HEREIN, ALL TERMS OF AN ACCOUNTING OR FINANCIAL NATURE SHALL BE CONSTRUED IN
ACCORDANCE WITH GAAP, AS IN EFFECT FROM TIME TO TIME; PROVIDED THAT, IF THE
COMPANY NOTIFIES THE ADMINISTRATIVE AGENT THAT THE COMPANY REQUESTS AN AMENDMENT
TO ANY PROVISION HEREOF TO ELIMINATE THE EFFECT OF ANY CHANGE OCCURRING AFTER
THE DATE HEREOF IN GAAP OR IN THE APPLICATION THEREOF ON THE OPERATION OF SUCH
PROVISION (OR IF THE ADMINISTRATIVE AGENT NOTIFIES THE COMPANY THAT THE REQUIRED
LENDERS REQUEST AN AMENDMENT TO ANY PROVISION HEREOF FOR SUCH PURPOSE),
REGARDLESS OF WHETHER ANY SUCH NOTICE IS GIVEN BEFORE OR AFTER SUCH CHANGE IN
GAAP OR IN THE APPLICATION THEREOF, THEN SUCH PROVISION SHALL BE INTERPRETED ON
THE BASIS OF GAAP AS IN EFFECT AND APPLIED IMMEDIATELY BEFORE SUCH CHANGE SHALL
HAVE BECOME EFFECTIVE UNTIL SUCH NOTICE SHALL HAVE BEEN WITHDRAWN OR SUCH
PROVISION
AMENDED IN ACCORDANCE HEREWITH.
ARTICLE II
THE CREDITS
SECTION 2.01.
COMMITMENTS.
SUBJECT TO THE TERMS AND CONDITIONS SET FORTH
HEREIN, EACH LENDER AGREES TO MAKE REVOLVING LOANS TO THE BORROWERS IN AGREED
CURRENCIES FROM TIME TO TIME DURING THE AVAILABILITY PERIOD IN AN AGGREGATE
PRINCIPAL AMOUNT THAT WILL NOT RESULT IN (A) THE DOLLAR AMOUNT OF SUCH LENDER'S
REVOLVING CREDIT EXPOSURE EXCEEDING SUCH LENDER'S COMMITMENT, (B) SUBJECT TO
SECTION 2.04, THE SUM OF THE DOLLAR AMOUNT OF THE TOTAL REVOLVING CREDIT
EXPOSURES EXCEEDING THE AGGREGATE COMMITMENT, (C) SUBJECT TO SECTION 2.04, THE
DOLLAR AMOUNT OF THE TOTAL OUTSTANDING REVOLVING LOANS AND LC EXPOSURE, IN EACH
CASE DENOMINATED IN FOREIGN CURRENCIES, EXCEEDING THE FOREIGN CURRENCY SUBLIMIT
OR (D) SUBJECT TO SECTION 2.04, THE DOLLAR AMOUNT OF THE TOTAL OUTSTANDING
REVOLVING LOANS MADE TO THE SWISS BORROWER EXCEEDING THE SWISS BORROWER
SUBLIMIT.
WITHIN THE FOREGOING LIMITS AND SUBJECT TO THE TERMS AND CONDITIONS
SET FORTH HEREIN, THE BORROWERS MAY BORROW, PREPAY AND REBORROW REVOLVING LOANS.
SECTION 2.02.
LOANS AND BORROWINGS.
(A)
EACH REVOLVING LOAN (OTHER THAN A
SWINGLINE LOAN) SHALL BE MADE AS PART OF A BORROWING CONSISTING OF REVOLVING
LOANS MADE BY THE LENDERS RATABLY IN ACCORDANCE WITH THEIR RESPECTIVE
COMMITMENTS.
THE FAILURE OF ANY LENDER TO MAKE ANY LOAN REQUIRED TO BE MADE BY
IT SHALL NOT RELIEVE ANY OTHER LENDER OF ITS OBLIGATIONS HEREUNDER; PROVIDED
THAT THE COMMITMENTS OF THE LENDERS ARE SEVERAL AND NO LENDER SHALL BE
RESPONSIBLE FOR ANY OTHER LENDER'S FAILURE TO MAKE LOANS AS REQUIRED.
ANY
SWINGLINE