Common use of Tranche C Term Notes Clause in Contracts

Tranche C Term Notes. (a) The Borrower agrees that, upon the request to the Administrative Agent by any Tranche C Term Loan Lender, in order to evidence such Lender's Tranche C Term Loan the Borrower will execute and deliver to such Lender a promissory note substantially in the form of Exhibit A-4 (each, as amended, supplemented, replaced or otherwise modified from time to time, a "Tranche C Term Note"; Tranche A Term Notes, Tranche B Term Notes and Tranche C Term Notes when hereinafter referred to collectively shall be referred to as "Term Notes") (and will execute and deliver a replacement Tranche C Term Note to any Tranche C Term Lender which has an outstanding Original Tranche C Term Loan and which makes an Additional Tranche C Term Loan), with appropriate insertions therein as to payee, date and principal amount, payable to the order of such Tranche C Term Loan Lender and in a principal amount equal to the amount set forth opposite such Tranche C Term Loan Lender's name on Schedule 1.1 under the heading "Tranche C Term Loan Commitment." Each Tranche C Term Loan Lender is hereby authorized to record the date, Type and amount of its Tranche C Term Loan, each continuation thereof, each conversion of all or a portion thereof to another Type, the date and amount of each payment or prepayment of principal of its Tranche C Term Loan and, in the case of Eurodollar Loans, the length of each Interest Period with respect thereto, on the schedules annexed to and constituting a part of its Tranche C Term Note, and any such recordation shall, in the absence of manifest error, constitute prima facie evidence of the accuracy of the information so recorded, provided that the failure by any Tranche C Term Loan Lender to make any such recordation shall not affect any of the obligations of the Borrower under such Tranche C Term Note or this Agreement. Any Tranche C Term Note shall (i) be dated the Amendment Closing Date, (ii) be payable as provided in subsection 2.9(b) and (iii) provide for the payment of interest in accordance with subsection 4.1. (b) The aggregate Tranche C Term Loans of all the Tranche C Term Loan Lenders shall be payable in 27 consecutive quarterly installments on the dates and in a principal amount equal to the amount set forth below (together with all accrued interest thereon) opposite the applicable installment date (or, if less, the aggregate amount of the Tranche C Term Loans then outstanding): Installment Amount ----------- ------ March 31, 1997 $167,989.42 June 30, 1997 $167,989.42 September 30, 1997 $167,989.42 December 31, 1997 $167,989.42 March 31, 1998 $167,989.42 June 30, 1998 $167,989.42 September 30, 1998 $167,989.42 December 31, 1998 $167,989.42 March 31, 1999 $167,989.42 June 30, 1999 $167,989.42 September 30, 1999 $167,989.42 47 42 December 31, 1999 $167,989.42 March 31, 2000 $167,989.42 June 30, 2000 $167,989.42 September 30, 2000 $167,989.42 December 31, 2000 $167,989.42 March 31, 2001 $167,989.42 June 30, 2001 $167,989.42 September 30, 2001 $167,989.42 December 31, 2001 $167,989.42 March 31, 2002 $167,989.42 June 30, 2002 $167,989.42 September 30, 2002 $167,989.42 December 31, 2002 $30,784,060.85 March 31, 2003 $30,784,060.85 June 30, 2003 $30,784,060.85 September 30, 2003 $30,784,060.85"

Tranche C Term Notes. (a) The Borrower agrees that, upon the request to the Administrative Agent by any Tranche C Term Loan LenderLender made on or prior to the Closing Date or in connection with any assignment pursuant to subsection 11.6, in order to evidence such Lender's Tranche C Term Loan the Borrower will execute and deliver to such Lender a promissory note substantially in the form of Exhibit A-4 A-5 (each, as amended, supplemented, replaced or otherwise modified from time to time, a "Tranche C Term Note"; and together with the Tranche A A-1 Term Notes, the Tranche A-2 Term Notes and the Tranche B Term Notes and Tranche C Term Notes when hereinafter referred to collectively shall be referred to as Notes, the "Term Notes") (and will execute and deliver a replacement Tranche C Term Note to any Tranche C Term Lender which has an outstanding Original Tranche C Term Loan and which makes an Additional Tranche C Term Loan), with appropriate insertions therein as to payee, date and principal amount, payable to the order of such Tranche C Term Loan Lender and in a principal amount equal to the amount set forth opposite under such Tranche C Term Loan Lender's name on Schedule 1.1 under A opposite the heading "Tranche C Term Loan CommitmentLoans." Each Tranche C Term Loan Lender is hereby authorized to record the date, Type and amount of its Tranche C Term Loan, each continuation thereof, each conversion of all or a portion thereof to another Type, the date and amount of each payment or prepayment of principal of its Tranche C Term Loan and, in the case of Eurodollar Loans, the length of each Interest Period with respect thereto, on the schedules annexed to and constituting a part of its Tranche C Term Note, and any such recordation shall, in the absence of manifest error, constitute prima facie evidence of the accuracy of the information so recorded, provided that the failure by any Tranche C Term Loan Lender to make any such recordation shall not affect any of the obligations of the Borrower under such Tranche C Term Note or this Agreement. Any Tranche C Term Note shall (i) be dated the Amendment Closing Date, (ii) be payable as provided in subsection 2.9(b2.11(b) and (iii) provide for the payment of interest in accordance with subsection 4.1. (b) The aggregate . Each Lender which on the Closing Date is the holder of a Tranche C Term Loans of all Note issued pursuant to the Prior Credit Agreement shall on such date deliver such Tranche C Term Loan Lenders shall be payable in 27 consecutive quarterly installments on the dates and in a principal amount equal Note to the amount set forth below Administrative Agent marked "superseded", and will accept, in substitution for and replacement of (together with all accrued interest thereonbut not in satisfaction of) opposite the applicable installment date (or, if less, the aggregate amount of the such existing Tranche C Term Loans then outstanding): Installment Amount ----------- ------ March 31Note (to the extent of the Term Loan evidenced thereby), 1997 $167,989.42 June 30, 1997 $167,989.42 September 30, 1997 $167,989.42 December 31, 1997 $167,989.42 March 31, 1998 $167,989.42 June 30, 1998 $167,989.42 September 30, 1998 $167,989.42 December 31, 1998 $167,989.42 March 31, 1999 $167,989.42 June 30, 1999 $167,989.42 September 30, 1999 $167,989.42 47 42 December 31, 1999 $167,989.42 March 31, 2000 $167,989.42 June 30, 2000 $167,989.42 September 30, 2000 $167,989.42 December 31, 2000 $167,989.42 March 31, 2001 $167,989.42 June 30, 2001 $167,989.42 September 30, 2001 $167,989.42 December 31, 2001 $167,989.42 March 31, 2002 $167,989.42 June 30, 2002 $167,989.42 September 30, 2002 $167,989.42 December 31, 2002 $30,784,060.85 March 31, 2003 $30,784,060.85 June 30, 2003 $30,784,060.85 September 30, 2003 $30,784,060.85"a Tranche C Term Note meeting the requirements of this subsection; the Administrative Agent will on the Closing Date deliver to the Borrower all such existing Tranche C Term Notes received by the Administrative Agent on or before such date.