Common use of LIBOR Loans Clause in Contracts

LIBOR Loans. Borrower shall pay interest on the unpaid principal amount of Prime Rate Loans outstanding from time to time from the date thereof until paid at the Derived Prime Rate from time to time in effect. Interest on such Prime Rate Loans shall be payable, commencing December 31, 1998, and on the last day of each succeeding March, June, September and December of each year and at the maturity thereof. Borrower shall pay interest on the unpaid principal amount of each LIBOR Loan outstanding from time to time, from the date thereof until paid, at the Derived LIBOR Rate, fixed in advance for each Interest Period as herein provided for each such Interest Period. Interest on such LIBOR Loans shall be payable on each Interest Adjustment Date with respect to an Interest Period (provided that if an Interest Period exceeds three (3) months, the interest must be paid every three (3) months, commencing three (3) months from the beginning of such Interest Period). The obligation of Borrower to repay the Prime Rate Loans and the LIBOR Loans made by each Bank and to pay interest thereon shall be evidenced by a Tranche B Note of Borrower in the form of EXHIBIT B hereto, dated the Closing Date, and payable to the order of such Bank in the principal amount of its Tranche B Commitment, or, if less, the aggregate unpaid principal amount of Tranche B Loans made hereunder by such Bank. Subject to the provisions of this Agreement, Borrower shall be entitled under this Section 2.1B to borrow funds, repay the same in whole or in part and re-borrow hereunder at any time and from time to time during the Commitment Period.

LIBOR Loans. Borrower shall pay interest on the unpaid principal amount of Prime Rate Loans outstanding from time to time from the date thereof until paid at the Derived Prime Rate from time to time in effect. Interest on such Prime Rate Loans shall be payable, commencing December 31, 1998, and on the last day of each succeeding March, June, September and December of each year and at the maturity thereof. Borrower shall pay interest on the unpaid principal amount of each LIBOR Loan outstanding from time to time, from the date thereof until paid, at the Derived LIBOR Rate, fixed in advance for each Interest Period as herein provided for each such Interest Period. Interest on such LIBOR Loans shall be payable on each Interest Adjustment Date with respect to an Interest Period (provided that if an Interest Period exceeds three (3) months, the interest must be paid every three (3) months, commencing three (3) months from the beginning of such Interest Period). The obligation of Borrower to repay the Prime Rate Loans and the LIBOR Loans made by each Bank and to pay interest thereon shall be evidenced by a Tranche B C Note of Borrower in the form of EXHIBIT B C hereto, dated the Closing Date, and payable to the order of such Bank in the principal amount of its Tranche B C Commitment, or, if less, the aggregate unpaid principal amount of Tranche B C Loans made hereunder by such Bank. Subject to the provisions of this Agreement, Borrower shall be entitled under this Section 2.1B 2.1C to borrow funds, repay the same in whole or in part and re-borrow hereunder at any time and from time to time during the Commitment Period.

LIBOR Loans. Borrower shall pay interest on the unpaid principal amount of Prime Base Rate Loans outstanding from time to time from the date thereof until paid at the Derived Prime Base Rate from time to time in effect. Interest on such Prime Base Rate Loans shall be payable, commencing December 31September 30, 19982021, and on the last day of each succeeding March, June, September and December of each year thereafter and at the maturity thereof. Borrower shall pay interest on the unpaid principal amount of each LIBOR Loan outstanding from time to time, from the date thereof until paid, at the Derived LIBOR Rate, fixed in advance for each Interest Period (but subject to changes in the Applicable LIBOR Margin) as herein provided for each such Interest Period. Interest on such LIBOR Loans shall be payable on each Interest Adjustment Date with respect to an Interest Period (provided that if an Interest Period exceeds three (3) months, the interest must be paid every three (3) months, commencing three (3) months from the beginning of such Interest Period). At the request of Borrower to Agent, subject to the notice and other provisions of Section 2.2 hereof, the Banks shall convert Base Rate Loans to LIBOR Loans at any time and shall convert LIBOR Loans to Base Rate Loans on any Interest Adjustment Date. The obligation of Borrower to repay the Prime Base Rate Loans and the LIBOR Loans that are Revolving Loans made by each Bank and to pay interest thereon shall be evidenced by a Tranche B Revolving Credit Note of Borrower in the form of EXHIBIT B Exhibit A hereto, dated the Closing Date, and payable to the order of such Bank in the principal amount of its Tranche B Revolving Credit Commitment, or, if less, the aggregate unpaid principal amount of Tranche B Revolving Loans made hereunder by such Bank. Subject to the provisions of this Agreement, Borrower shall be entitled under this Section 2.1B 2.1A to borrow fundsRevolving Loans, repay the same in whole or in part and re-borrow hereunder at any time and from time to time during the Commitment Period.

LIBOR Loans. Borrower Borrowers shall pay interest on the unpaid principal amount of Prime Base Rate Loans outstanding from time to time from the date thereof until paid at the Derived Prime Base Rate from time to time in effect. Interest on such Prime Base Rate Loans shall be payable, commencing December March 31, 19982006, and on the last day of each succeeding March, June, September September, December and December of each year March thereafter and at the maturity thereof. Borrower Borrowers shall pay interest on the unpaid principal amount of each LIBOR Loan outstanding from time to time, from fixed in advance on the date thereof until paid, first day of the Interest Period applicable thereto through the last day of the Interest Period applicable thereto (but subject to changes in the Applicable Margin) at the Derived LIBOR Rate, fixed in advance for each Interest Period as herein provided for each such Interest Period. Interest on such LIBOR Loans shall be payable on each Interest Adjustment Date with respect to an Interest Period (provided that if an Interest Period exceeds shall exceed three (3) months, the interest must be paid every three (3) months, commencing three (3) months from the beginning of such Interest Period). The At the request of Borrowers to Agent, subject to the notice and other provisions of Section 2.2 hereof, the Banks shall convert Base Rate Loans to LIBOR Loans at any time and shall convert LIBOR Loans to Base Rate Loans on any Interest Adjustment Date. Upon request of any Bank, to evidence the obligation of Borrower Borrowers to repay the Prime Base Rate Loans and the LIBOR Loans made by each Bank and to pay interest thereon thereon, Borrowers shall be evidenced by execute a Tranche B Revolving Credit Note of Borrower Borrowers in the form of EXHIBIT B Exhibit A hereto, dated the Closing Date, and payable to the order of such Bank in the principal amount of its Tranche B Revolving Credit Commitment, or, if less, the aggregate unpaid principal amount of Tranche B Revolving Loans made hereunder by such Bank; provided, however that the failure of any Bank to request a Revolving Credit Note shall in no way detract from Borrowers' obligations to such Bank hereunder. Subject to the provisions of this Agreement, Borrower Borrowers shall be entitled under this Section 2.1B 2.1A to borrow funds, repay the same in whole or in part and re-borrow hereunder at any time and from time to time during the Commitment Period.

LIBOR Loans. Borrower shall pay interest on the unpaid principal amount of Prime Base Rate Loans outstanding from time to time from the date thereof until paid at the Derived Prime Base Rate from time to time in effect. Interest on such Prime Base Rate Loans shall be payable, commencing December 31June 30, 19982001, and on the last day of each succeeding MarchSeptember, JuneDecember, September March and December of each year June thereafter and at the maturity thereof. Borrower shall pay interest on the unpaid principal amount of each LIBOR Loan outstanding from time to time, from fixed in advance on the date thereof until paidfirst day of the Interest Period applicable thereto through the last day of the Interest Period applicable thereto (but subject to changes in the Applicable Margin), at the Derived LIBOR Rate, fixed in advance for each Interest Period as herein provided for each such Interest Period. Interest on such LIBOR Loans shall be payable on each Interest Adjustment Date with respect to an Interest Period (provided that that, if an Interest Period exceeds three (3) months, the interest must be paid every three (3) months, commencing three (3) months from the beginning of such Interest Period). At the request of Borrower to Agent, subject to the notice and other provisions of Section 2.2 hereof, the Banks shall convert Base Rate Loans to LIBOR Loans at any time and shall convert LIBOR Loans to Base Rate Loans on any Interest Adjustment Date. The obligation of Borrower to repay the Prime Base Rate Loans and the LIBOR Loans made by each Bank pursuant to this Section 2.1B and to pay interest thereon shall be evidenced by a Tranche B Note of Borrower in the form of EXHIBIT Exhibit B hereto, dated the Closing Date, and payable to the order of such Bank in the principal amount of its Tranche B Commitment, or, if less, the aggregate unpaid principal amount of Tranche B Loans made hereunder by such Bank. Subject to the provisions of this Agreement, Borrower shall be entitled under this Section 2.1B to borrow funds, repay the same in whole or in part and re-borrow hereunder at any time and from time to time during the applicable Commitment Period.

LIBOR Loans. Borrower shall pay interest on the unpaid principal amount of Prime Base Rate Loans outstanding from time to time from the date thereof until paid at the Derived Prime Base Rate from time to time in effect. Interest on such Prime Base Rate Loans shall be payable, commencing December 31September 30, 19982000, and on the last day of each succeeding December, March, June, June and September and December of each year thereafter and at the maturity thereof. Borrower shall pay interest on the unpaid principal amount of each LIBOR Loan outstanding from time to time, from the date thereof until paid, at the Derived LIBOR Rate, fixed in advance for each Interest Period (but subject to changes in the Applicable Margin) as herein provided for each such Interest Period. Interest on such LIBOR Loans shall be payable on each Interest Adjustment Date with respect to an Interest Period (provided that if an Interest Period exceeds three (3) months, the interest must be paid every three (3) months, commencing three (3) months from the beginning of such Interest Period). At the request of Borrower to Agent, subject to the notice and other provisions of Section 2.2 hereof, the Banks shall convert Base Rate Loans to LIBOR Loans at any time and shall convert LIBOR Loans to Base Rate Loans on any Interest Adjustment Date. The obligation of Borrower to repay the Prime Base Rate Loans and the LIBOR Loans made by each Bank and to pay interest thereon shall be evidenced by a Tranche B Revolving Credit Note of Borrower in the form of EXHIBIT B Exhibit A hereto, dated the Closing Date, and payable to the order of --------- such Bank in the principal amount of its Tranche B Revolving Credit Commitment, or, if less, the aggregate unpaid principal amount of Tranche B Revolving Loans made hereunder by such Bank. Subject to the provisions of this Agreement, Borrower shall be entitled under this Section 2.1B 2.1A to borrow funds, repay the same in whole or in part and re-borrow hereunder at any time and from time to time during the Commitment Period.

LIBOR Loans. Borrower shall pay interest on the unpaid principal amount of Prime Base Rate Loans outstanding from time to time from the date thereof until paid at the Derived Prime Base Rate from time to time in effect. Interest on such Prime Base Rate Loans shall be payable, commencing December 31June 30, 19982013, and on the last day of each succeeding March, June, September and December of each year thereafter and at the maturity thereof. Borrower shall pay interest on the unpaid principal amount of each LIBOR Loan outstanding from time to time, from the date thereof until paid, at the Derived LIBOR Rate, fixed in advance for each Interest Period (but subject to changes in the Applicable LIBOR Margin) as herein provided for each such Interest Period. Interest on such LIBOR Loans shall be payable on each Interest Adjustment Date with respect to an Interest Period (provided that if an Interest Period exceeds three (3) months, the interest must be paid every three (3) months, commencing three (3) months from the beginning of such Interest Period). At the request of Borrower to Agent, subject to the notice and other provisions of Section 2.2 hereof, the Banks shall convert Base Rate Loans to LIBOR Loans at any time and shall convert LIBOR Loans to Base Rate Loans on any Interest Adjustment Date. The obligation of Borrower to repay the Prime Base Rate Loans and the LIBOR Loans that are Revolving Loans made by each Bank and to pay interest thereon shall be evidenced by a Tranche B Revolving Credit Note of Borrower in the form of EXHIBIT B Exhibit A hereto, dated the Closing Date, and payable to the order of such Bank in the principal amount of its Tranche B Revolving Credit Commitment, or, if less, the aggregate unpaid principal amount of Tranche B Revolving Loans made hereunder by such Bank. Subject to the provisions of this Agreement, Borrower shall be entitled under this Section 2.1B 2.1A to borrow fundsRevolving Loans, repay the same in whole or in part and re-borrow hereunder at any time and from time to time during the Commitment Period.

LIBOR Loans. Borrower shall pay interest on the unpaid principal amount of Prime Rate Loans outstanding from time to time from the date thereof until paid at the Derived Adjusted Prime Rate from time to time in effect. Interest on such Prime Rate Loans shall be payable, commencing December March 31, 19981999, and on the last day of each succeeding March, June, September September, December and December of each year March thereafter and at the maturity thereof. Borrower shall pay interest on the unpaid principal amount of each LIBOR Loan outstanding from time to time, from the date thereof until paid, at the Derived LIBOR Tranche B Rate, fixed in advance for each Interest Period (but subject to changes in the Applicable Tranche B Margin) as herein provided for each such Interest Period. Interest on such LIBOR Loans shall be payable on each Interest Adjustment Date with respect to an Interest Period (provided that if an Interest Period exceeds three (3) months, the interest must be paid every three (3) months, commencing three (3) months from the beginning of such Interest Period). At the request of Borrower, subject to the notice and other provisions of Section 2.2 hereof, Bank shall convert Prime Rate Loans to LIBOR Loans at any time and shall convert LIBOR Loans to Prime Rate Loans on any Interest Adjustment Date. The obligation of Borrower to repay the Prime Rate Loans and the LIBOR Loans made by each Bank and to pay interest thereon shall be evidenced by a Tranche B Note of Borrower in the form of EXHIBIT B C hereto, dated the Closing Date, and payable to the order of such Bank in the principal amount of its Tranche B Commitment, or, if less, the aggregate unpaid principal amount of Tranche B Loans made hereunder by such Bank. Subject to the provisions of this Agreement, Borrower shall be entitled under this Section 2.1B to borrow funds, repay the same in whole or in part and re-borrow hereunder at any time and from time to time during the applicable Commitment Period.

LIBOR Loans. Borrower shall pay interest on the unpaid principal amount of Prime Base Rate Loans outstanding from time to time from the date thereof until paid at the Derived Prime Base Rate from time to time in effect. Interest on such Prime Base Rate Loans shall be payable, commencing December 31, 1998, and on the last day of each succeeding March, June, September and December of each year thereafter and at the maturity thereof. Borrower shall pay interest on the unpaid principal amount of each LIBOR Loan outstanding from time to time, from the date thereof until paid, at the Derived LIBOR Rate, fixed in advance for each Interest Period (but subject to changes in the Applicable Margin) as herein provided for each such Interest Period. Interest on such LIBOR Loans shall be payable on each Interest Adjustment Date with respect to an Interest Period (provided that if an Interest Period exceeds three (3) months, the interest must be paid every three (3) months, commencing three (3) months from the beginning of such Interest Period). At the request of Borrower, subject to the notice and other provisions of Section 2.2 hereof, Agent shall convert Base Rate Loans to LIBOR Loans at any time and shall convert any LIBOR Loan to a Base Rate Loan on any Interest Adjustment Date applicable thereto. The obligation of Borrower to repay the Prime Base Rate Loans and the LIBOR Loans made by each Bank and to pay interest thereon shall be evidenced by a Tranche B Revolving Credit Note of Borrower in the form of EXHIBIT B A hereto, dated the Closing Date, and payable to the order of such Bank in the principal amount of its Tranche B Revolving Credit Commitment, or, if less, the aggregate unpaid principal amount of Tranche B Revolving Loans made hereunder by such Bank. Subject to the provisions of this Agreement, Borrower shall be entitled under this Section 2.1B 2.1A to borrow funds, repay the same in whole or in part and re-borrow hereunder at any time and from time to time during the Commitment Period.

LIBOR Loans. Borrower shall pay interest on the unpaid principal amount of Prime Rate Loans outstanding from time to time from the date thereof until paid at the Derived Adjusted Prime Rate from time to time in effect. Interest on such Prime Rate Loans shall be payable, commencing December March 31, 19981999, and on the last day of each succeeding March, June, September September, December and December of each year March thereafter and at the maturity thereof. Borrower shall pay interest on the unpaid principal amount of each LIBOR Loan outstanding from time to time, from the date thereof until paid, at the Derived LIBOR Tranche A Rate, fixed in advance for each Interest Period (but subject to changes in the Applicable Tranche A Margin) as herein provided for each such Interest Period. Interest on such LIBOR Loans shall be payable on each Interest Adjustment Date with respect to an Interest Period (provided that if an Interest Period exceeds three (3) months, the interest must be paid every three (3) months, commencing three (3) months from the beginning of such Interest Period). At the request of Borrower, subject to the notice and other provisions of Section 2.2 hereof, Bank shall convert Prime Rate Loans to LIBOR Loans at any time and shall convert LIBOR Loans to Prime Rate Loans on any Interest Adjustment Date. The obligation of Borrower to repay the Prime Rate Loans and the LIBOR Loans made by each Bank and to pay interest thereon shall be evidenced by a Tranche B A Note of Borrower in the form of EXHIBIT B A hereto, dated the Closing Date, and payable to the order of such Bank in the principal amount of its Tranche B A Commitment, or, if less, the aggregate unpaid principal amount of Tranche B A Loans made hereunder by such Bank. Subject to the provisions of this Agreement, Borrower shall be entitled under this subpart 1 of Section 2.1B 2.1A to borrow funds, repay the same in whole or in part and re-borrow hereunder at any time and from time to time during the applicable Commitment Period.

LIBOR Loans. Borrower shall pay interest interest, for the benefit of the Tranche D Banks, on the unpaid principal amount of Prime Rate Loans outstanding from time to time from the date thereof until paid at the Derived Prime Rate from time to time in effect. Interest on such Prime Rate 6 Loans shall be payable, commencing December 31, 19981999, and on the last day of each succeeding March, June, September and December of each year and at the maturity thereof. Borrower shall pay interest interest, for the benefit of the Tranche D Banks, on the unpaid principal amount of each LIBOR Loan outstanding from time to time, from the date thereof until paid, at the Derived LIBOR Rate, fixed in advance for each Interest Period as herein provided for each such Interest Period. Interest on such LIBOR Loans shall be payable on each Interest Adjustment Date with respect to an Interest Period (provided that if an Interest Period exceeds three (3) months, the interest must be paid every three (3) months, commencing three (3) months from the beginning of such Interest Period). The obligation of Borrower to repay the Prime Rate Loans and the LIBOR Loans made by each Tranche D Bank and to pay interest thereon shall be evidenced by a Tranche B D Note of Borrower in the form of EXHIBIT B F hereto, dated as of the Tranche D Closing Date, and payable to the order of such Tranche D Bank in the principal amount of its Tranche B D Commitment, or, if less, the aggregate unpaid principal amount of Tranche B D Loans made hereunder by such Bank. Subject to the provisions of this Agreement, Borrower shall be entitled under this Section 2.1B 2.1D to borrow funds, repay the same in whole or in part and re-re- borrow hereunder at any time and from time to time during the applicable Commitment Period.

LIBOR Loans. Borrower shall pay interest on the unpaid principal amount of Prime Rate Loans outstanding from time to time from the date thereof until paid at the Derived Prime Rate from time to time in effect. Interest on such Prime Rate Loans shall be payable, commencing December 31June 30, 19982000, and on the last day of each succeeding MarchSeptember, JuneDecember, September March and December of each year June thereafter and at the maturity thereof. Borrower shall pay interest on the unpaid principal amount of each LIBOR Loan outstanding from time to time, from the date thereof until paid, at the Derived LIBOR Rate, fixed in advance for each Interest Period (but subject to changes in the Applicable Margin) as herein provided for each such Interest Period. Interest on such LIBOR Loans shall be payable on each Interest Adjustment Date with respect to an Interest Period (provided that if an Interest Period exceeds three (3) months, the interest must be paid every three (3) months, commencing three (3) months from the beginning of such Interest Period). At the request of Borrower to Agent, subject to the notice and other provisions of Section 2.2 hereof, the Banks shall convert Prime Rate Loans to LIBOR Loans at any time and shall convert LIBOR Loans to Prime Rate Loans on any Interest Adjustment Date. The obligation of Borrower to repay the Prime Rate Loans and the LIBOR Loans made by each Bank and to pay interest thereon shall be evidenced by a Tranche B Revolving Credit Note of Borrower in the form of EXHIBIT B Exhibit A hereto, dated the Closing Date, and payable to the order of --------- such Bank in the principal amount of its Tranche B Revolving Credit Commitment, or, if less, the aggregate unpaid principal amount of Tranche B Revolving Loans made hereunder by such Bank. Subject to the provisions of this Agreement, Borrower shall be entitled under this Section 2.1B 2.1A to borrow funds, repay the same in whole or in part and re-borrow hereunder at any time and from time to time during the Commitment Period.

LIBOR Loans. Borrower shall pay interest on the unpaid principal amount of Prime Base Rate Loans outstanding from time to time from the date thereof until paid at the Derived Prime Base Rate from time to time in effect. Interest on such Prime Base Rate Loans shall be payable, commencing December 31, 19982006, and on the last day of each succeeding March, June, September and December of each year thereafter and at the maturity thereof. Borrower shall pay interest on the unpaid principal amount of each LIBOR Loan outstanding from time to time, from the date thereof until paid, at the Derived LIBOR Rate, fixed in advance for each Interest Period (but subject to changes in the Applicable LIBOR Margin) as herein provided for each such Interest Period. Interest on such LIBOR Loans shall be payable on each Interest Adjustment Date with respect to an Interest Period (provided that if an Interest Period exceeds three (3) months, the interest must be paid every three (3) months, commencing three (3) months from the beginning of such Interest Period). At the request of Borrower to Agent, subject to the notice and other provisions of Section 2.2 hereof, the Banks shall convert Base Rate Loans to LIBOR Loans at any time and shall convert LIBOR Loans to Base Rate Loans on any Interest Adjustment Date. The obligation of Borrower to repay the Prime Base Rate Loans and the LIBOR Loans that are Revolving Loans made by each Bank and to pay interest thereon shall be evidenced by a Tranche B Revolving Credit Note of Borrower in the form of EXHIBIT B Exhibit A hereto, dated the Closing Date, and payable to the order of such Bank in the principal amount of its Tranche B Revolving Credit Commitment, or, if less, the aggregate unpaid principal amount of Tranche B Revolving Loans made hereunder by such Bank. Subject to the provisions of this Agreement, Borrower shall be entitled under this Section 2.1B 2.1A to borrow fundsRevolving Loans, repay the same in whole or in part and re-borrow hereunder at any time and from time to time during the Commitment Period.

LIBOR Loans. Borrower shall pay interest on the unpaid principal amount of Prime Any Revolving Loan made under this Article II will, except as provided in this Section 2.05, be a Floating Rate Loans outstanding from time to time from the date thereof until paid at the Derived Prime Rate from time to time in effect. Interest on such Prime Rate Loans shall be payable, commencing December 31, 1998, and on the last day of each succeeding March, June, September and December of each year and at the maturity thereof. Borrower shall pay interest on the unpaid principal amount of each LIBOR Loan outstanding from time to time, from the date thereof until paid, at the Derived LIBOR Rate, fixed in advance for each Interest Period as herein provided for each such Interest Period. Interest on such LIBOR Loans shall be payable on each Interest Adjustment Date with respect to an Interest Period (provided that if an Interest Period exceeds three (3) months, the interest must be paid every three (3) months, commencing three (3) months from the beginning of such Interest Period). The obligation of Borrower to repay the Prime Rate Loans and the LIBOR Loans made by each Bank and to pay interest thereon shall be evidenced by a Tranche B Note of Borrower in the form of EXHIBIT B hereto, dated the Closing Date, and payable to the order of such Bank in the principal amount of its Tranche B Commitment, or, if less, the aggregate unpaid principal amount of Tranche B Loans made hereunder by such BankRevolving Loan. Subject to the provisions of conditions set forth in this Agreement, Borrower the Borrowers may elect that the Revolving Loans to be made on any date under Section 2.01 will be made as LIBOR Loans. Such election shall be entitled under this Section 2.1B made by the Borrowers giving to the Agent a written or facsimile notice (a "Fixed Rate Borrowing Notice") containing the information described below, which Fixed Rate Borrowing Notice must be received by the Agent not later than 12:00 noon (Boston time) three Business Days prior to the date of the proposed borrowing. Each Fixed Rate Borrowing Notice must state that LIBOR Loans are being requested, specify the aggregate principal amount of the proposed LIBOR Loans requested and specify the date on which such LIBOR Loans are to be made and the duration (one month, two months or three months) of the Interest Period selected for such LIBOR Loans. Any Fixed Rate Borrowing Notice shall, upon receipt by the Agent, become irrevocable and binding on the Borrowers. The Agent shall promptly transmit to each Bank a copy of each Fixed Rate Borrowing Notice which it receives. If the Borrowers submit a Fixed Rate Borrowing Notice and then fail for any reason to borrow fundsthe LIBOR Loans described therein, repay the same in whole Borrowers shall, upon submission by any Bank of a Bank Certificate with respect thereto, forthwith indemnify such Bank (with payment to be made to the Agent for the account of such Bank) against any loss or in part and re-borrow hereunder at expense incurred by such Bank as a result of any time and from time such failure by the Borrowers, including, without limitation, any loss or expense incurred by reason of the liquidation or redeployment of deposits or other funds acquired by such Bank to time during fund or maintain the Commitment Period.requested LIBOR

LIBOR Loans. Borrower shall pay interest on the unpaid principal amount of Prime Base Rate Loans outstanding from time to time from the date thereof until paid at the Derived Prime Base Rate from time to time in effect. Interest on such Prime Base Rate Loans shall be payable, commencing December 31, 19982002, and on the last day of each succeeding March, June, September and December of each year thereafter and at the maturity thereof. Borrower shall pay interest on the unpaid principal amount of each LIBOR Loan outstanding from time to time, from the date thereof until paid, at the Derived LIBOR Rate, fixed in advance for each Interest Period (but subject to changes in the Applicable LIBOR Margin) as herein provided for each such Interest Period. Interest on such LIBOR Loans shall be payable on each Interest Adjustment Date with respect to an Interest Period (provided that if an Interest Period exceeds three (3) months, the interest must be paid every three (3) months, commencing three (3) months from the beginning of such Interest Period). At the request of Borrower to Agent, subject to the notice and other provisions of Section 2.2 hereof, the Banks shall convert Base Rate Loans to LIBOR Loans at any time and shall convert LIBOR Loans to Base Rate Loans on any Interest Adjustment Date. The obligation of Borrower to repay the Prime Base Rate Loans and the LIBOR Loans made by each Bank and to pay interest thereon shall be evidenced by a Tranche B Revolving Credit Note of Borrower in the form of EXHIBIT B Exhibit A hereto, dated the Closing Date, and payable to the order of such Bank in the principal amount of its Tranche B Revolving Credit Commitment, or, if less, the aggregate unpaid principal amount of Tranche B Revolving Loans made hereunder by such Bank. Subject to the provisions of this Agreement, Borrower shall be entitled under this Section 2.1B 2.1A to borrow funds, repay the same in whole or in part and re-borrow hereunder at any time and from time to time during the Commitment Period.

LIBOR Loans. Borrower Borrowers shall pay interest on the unpaid principal amount of Prime Base Rate Loans outstanding from time to time from the date thereof until paid at the Derived Prime Base Rate from time to time in effect. Interest on such Prime Base Rate Loans shall be payable, commencing December 31January 1, 19982002, and on the last first day of each succeeding MarchApril, JuneJuly, September October and December of each year January thereafter and at the maturity thereof. Borrower Borrowers shall pay interest on the unpaid principal amount of each LIBOR Loan outstanding under this Section 2.1A from time to time, from the date thereof until paid, at the Derived LIBOR Rate, fixed in advance for each Interest Period (but subject to changes in the Applicable Margin) as herein provided for each such Interest Period. Interest on such LIBOR Loans shall be payable on each Interest Adjustment Date with respect to an Interest Period (provided that if an Interest Period exceeds three (3) months, the interest must be paid every three (3) months, commencing three (3) months from the beginning of such Interest Period). At the request of Borrowers to Agent, subject to the notice and other provisions of Section 2.2 hereof, the Banks shall convert Base Rate Loans to LIBOR Loans at any time and shall convert LIBOR Loans to Base Rate Loans on any Interest Adjustment Date. The obligation of Borrower Borrowers to repay the Prime Base Rate Loans and the LIBOR Loans made by each Bank and to pay interest thereon shall be evidenced by a Tranche B Revolving Credit Note of Borrower Borrowers in the form of EXHIBIT B A hereto, dated the Closing Date, and payable to the order of such Bank in the principal amount of its Tranche B Revolving Credit Commitment, or, if less, the aggregate unpaid principal amount of Tranche B Revolving Loans made hereunder by such Bank. Subject to the provisions of this Agreement, Borrower Borrowers shall be entitled under this Section 2.1B 2.1A to borrow funds, repay the same in whole or in part and re-borrow hereunder at any time and from time to time during the Commitment Period.

LIBOR Loans. Borrower shall pay interest interest, for the benefit of the Tranche D Banks, on the unpaid principal amount of Prime Rate Loans outstanding from time to time from the date thereof until paid at the Derived Prime Rate from time to time in effect. Interest on such Prime Rate Loans shall be payable, commencing December 31, 19981999, and on the last day of each succeeding March, June, September and December of each year and at the maturity thereof. Borrower shall pay interest interest, for the benefit of the Tranche D Banks, on the unpaid principal amount of each LIBOR Loan outstanding from time to time, from the date thereof until paid, at the Derived LIBOR Rate, fixed in advance for each Interest Period as herein provided for each such Interest Period. Interest on such LIBOR Loans shall be payable on each Interest Adjustment Date with respect to an Interest Period (provided that if an Interest Period exceeds three (3) months, the interest must be paid every three (3) months, commencing three (3) months from the beginning of such Interest Period). The obligation of Borrower to repay the Prime Rate Loans and the LIBOR Loans made by each Tranche D Bank and to pay interest thereon shall be evidenced by a Tranche B D Note of Borrower in the form of EXHIBIT B F hereto, dated as of the Tranche D Closing Date, and payable to the order of such Tranche D Bank in the principal amount of its Tranche B D Commitment, or, if less, the aggregate unpaid principal amount of Tranche B D Loans made hereunder by such Bank. Subject to the provisions of this Agreement, Borrower shall be entitled under this Section 2.1B 2.1D to borrow funds, repay the same in whole or in part and re-re- borrow hereunder at any time and from time to time during the applicable Commitment Period.

LIBOR Loans. Borrower shall pay interest on the unpaid principal amount of Prime Base Rate Loans outstanding from time to time from the date thereof until paid at the Derived Prime Base Rate from time to time in effect. Interest on such Prime Base Rate Loans shall be payable, commencing December 31June 30, 19982001, and on the last day of each succeeding MarchSeptember, JuneDecember, September March and December of each year June thereafter and at the maturity thereof. Borrower shall pay interest on the unpaid principal amount of each LIBOR Loan outstanding from time to time, from fixed in advance on the date thereof until paidfirst day of the Interest Period applicable thereto through the last day of the Interest Period applicable thereto (but subject to changes in the Applicable Margin), at the Derived LIBOR Rate, fixed in advance for each Interest Period as herein provided for each such Interest Period. Interest on such LIBOR Loans shall be payable on each Interest Adjustment Date with respect to an Interest Period (provided that that, if an Interest Period exceeds three (3) months, the interest must be paid every three (3) months, commencing three (3) months from the beginning of such Interest Period). At the request of Borrower to Agent, subject to the notice and other provisions of Section 2.2 hereof, the Banks shall convert Base Rate Loans to LIBOR Loans at any time and shall convert LIBOR Loans to Base Rate Loans on any Interest Adjustment Date. The obligation of Borrower to repay the Prime Base Rate Loans and the LIBOR Loans made by each Bank pursuant to this Section 2.1A and to pay interest thereon shall be evidenced by a Tranche B A Note of Borrower in the form of EXHIBIT B Exhibit A hereto, dated the Closing Date, and payable to the order of such Bank in the principal amount of its Tranche B A Commitment, or, if less, the aggregate unpaid principal amount of Tranche B A Loans made hereunder by such Bank. Subject to the provisions of this Agreement, Borrower shall be entitled under this subpart 1 of Section 2.1B 2.1A to borrow funds, repay the same in whole or in part and re-borrow hereunder at any time and from time to time during the applicable Commitment Period.