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 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 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. LIBOR Loans may be prepaid upon the terms and conditions set forth herein. For LIBOR Loans in connection with which Borrowers have or may incur obligations under any Hedging Agreement with a Bank Product Provider, additional obligations may be associated with prepayment in accordance with the terms and conditions of the applicable Hedging Agreements. Administrative Borrower shall pay give Agent, no later than 12:00 noon New York City time at least two (2) Business Days notice of any proposed prepayment of any LIBOR Loans, specifying the proposed date of payment of such LIBOR Loans, and the principal amount to be paid. Each partial prepayment of the principal amount of LIBOR Loans shall be in an integral multiple of $1,000,000 and accompanied by the payment of all charges outstanding on such LIBOR Loans and of all accrued interest on the unpaid principal amount of Prime Rate Loans outstanding from time repaid to time from the date thereof until paid at of payment. Borrowers acknowledge that prepayment or acceleration of a LIBOR Loan during an Interest Period shall result in the Derived Prime Rate from time Lenders incurring additional costs, expenses and/or liabilities and that it is extremely difficult and impractical to time in effectascertain the extent of such costs, expenses and/or liabilities. Interest Therefore, all full or partial prepayments of LIBOR Loans on such Prime Rate Loans shall be payable, commencing December 31, 1998, and any date other than 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) monthsshall be accompanied by, 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 Borrowers hereby promise to pay interest thereon shall be evidenced to Agent for the Pro Rata benefit of the Lenders, on each such date or the date all sums payable hereunder become due and payable, by a Tranche B Note of Borrower acceleration or otherwise, in the form of EXHIBIT B heretoaddition to all other sums then owing, dated the Closing Date, and payable an amount (“LIBOR Loan Prepayment Fee”) determined by Agent pursuant 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.following formula:

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 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 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 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.

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 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 2.1B 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 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, 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 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.