Common use of Computation of and Payment of Interest Clause in Contracts

Computation of and Payment of Interest. (a) From and including the relevant Borrowing Date to the Termination Date, the outstanding principal balance of each Advance hereunder, subject to Section 2.04(d), shall bear interest until paid in full at a rate per annum equal to: (i) with respect to Reference Rate Advances, at the Reference Rate for each day plus the Applicable Margin; and (ii) with respect to Eurodollar Rate Advances, for each day during an Interest Period therefor, at the Eurodollar Rate for such day plus the Applicable Margin; (b) Interest on each Advance shall be paid in arrears on each Interest Payment Date. Interest shall also be payable on the date of any prepayment of Advances pursuant to Section 2.08 or 2.09(b) for the portion of the Advances so prepaid and upon payment (including prepayment) in full thereof and, after the occurrence and during the continuance of any Event of Default, interest shall be payable on demand. (c) Interest on Reference Rate Advances calculated on the basis of the Prime Rate shall be computed on the basis of a year of three hundred sixty-five (365) or three hundred sixty-six (366) days, as the case may be; otherwise, interest and fees payable hereunder shall be computed on the basis of a year of three hundred sixty (360) days, in each case for actual days elapsed, including the first day and excluding the last day. (d) During the period (i) from and including the stated due date for payment of any amount under this Agreement or the date of acceleration of any amount pursuant to Article VIII which Borrower fails to pay on such due date or date of acceleration and (ii) to but excluding the date on which such amount is paid in full, Borrower shall, on demand and to the extent permitted by applicable law, pay interest on such unpaid amount at a rate per annum equal to (A) in the case of overdue principal of Revolving Credit, the sum of the rate of interest otherwise applicable to such unpaid amount plus two percent (2%) or (B) in the case of any other overdue amount, the Reference Rate plus the Applicable Margin plus 2%; PROVIDED, HOWEVER, that upon the occurrence and during the continuation of an Event of Default under Section 8.01(a), the entire principal amount of the Advances outstanding hereunder and under the Notes shall bear interest as provided in this Section 2.04(d). Interest under this Section 2.04(d) shall be computed on the basis of a three hundred sixty (360) day year and actual days elapsed. (e) Each determination of an interest rate by the Agent pursuant to any provision of this Agreement shall be conclusive and binding on the Borrower and the Banks in the absence of manifest error. The Agent shall, at the request of the Borrower, deliver to the Borrower a statement showing the quotations used by the Agent in determining any interest rate pursuant to Section 2.04(a). (f) If prior to the first day of any Interest Period: (i) the Agent shall have determined (which determination shall be conclusive and binding upon the Borrower) that, by reason of circumstances affecting the relevant market, adequate and reasonable means do not exist for ascertaining the Eurodollar Rate for such Interest Period, or (ii) the Agent shall have received notice from the Majority Banks that the Eurodollar Rate determined or to be determined for such Interest Period will not adequately and fairly reflect the cost to such Banks (as conclusively certified by such Banks) of making or maintaining their affected Advances during such Interest Period, then the Agent shall give telecopy or telephonic notice thereof to the Borrower and the Banks as soon as practicable thereafter. If such notice is given (x) any Eurodollar Rate Advances requested to be made on the first day of such Interest Period shall be made as Reference Rate Advances, (y) any Advances that were to have been converted on the first day of such Interest Period to Eurodollar Rate Advances shall be converted to or continued as Reference Rate Advances and (z) any outstanding Eurodollar Rate Advances shall be converted, on the first day of such requested Interest Period, to Reference Rate Advances. Until such notice has been withdrawn by the Agent, no further Eurodollar Rate Advances shall be made or continued as such, nor shall the Borrower have the right to convert Advances to Eurodollar Rate Advances. The Agent shall give telecopy or telephonic notice of such withdrawal to the Borrower and the Banks as soon as practicable thereafter.

Computation of and Payment of Interest. (a) From and including the relevant Borrowing Date to the Termination Datepayment in full of all Obligations (other than contingent indemnification obligations for which no claim has been made), the outstanding principal balance of each Advance Loan hereunder, subject to Section 2.04(d)2.08(d) hereof, shall bear interest until paid in full at a rate per annum equal to: (i) with respect to Reference Rate AdvancesLoans, at the Reference Rate for each day plus the Applicable Margin; and (ii) with respect to Eurodollar Rate AdvancesLoans, for each day during an Interest Period therefor, at the Eurodollar Rate for such day plus the Applicable Margin;. (b) Interest on each Advance Loan shall be paid in arrears on each Interest Payment Date. Interest shall also be payable on the date of any prepayment of Advances Loans pursuant to Section 2.08 2.12 or 2.09(b2.13 (except for any prepayment pursuant to Section 2.12 of any Loan that is a Reference Rate Loan) for the portion of the Advances Loans so prepaid and upon payment (including prepayment, except for any prepayment pursuant to Section 2.12 of any Loan that is a Reference Rate Loan) in full thereof and, after the occurrence and during the continuance of any Event of Default, interest shall be payable on written demand. (c) Interest on Reference Rate Advances Loans calculated on the basis of the Prime Rate shall be computed on the basis of a year of three hundred sixty-five (365) or three hundred sixty-six (366) days, as the case may be; otherwise, interest and fees payable hereunder shall be computed on the basis of a year of three hundred sixty (360) days, in each case for actual days elapsed, including the first day and excluding the last day. (d) During the period (i) from and including the stated due date for payment of any amount under this Agreement or the date of acceleration of any amount pursuant to Article VIII which Borrower fails to pay on such due date or date of acceleration and (ii) to but excluding the date on which such amount is paid in full, Borrower shall, on upon written demand from either the Administrative Agent or the Majority Lenders and to the extent permitted by applicable law, pay interest on such unpaid amount at a rate per annum equal to (A) in the case of overdue principal of Revolving Creditany Loan, the sum of the rate of interest otherwise applicable to such unpaid amount plus two percent (2%) % or (B) in the case of any other overdue amountinterest or fees due hereunder, the Reference Rate plus the Applicable Margin plus 2%; PROVIDEDprovided, HOWEVERhowever, that upon the occurrence and during the continuation of an Event of Default under Section 8.01(a)8.01, the entire principal amount of the Advances Loans outstanding hereunder and under the Notes shall bear interest as provided in this Section 2.04(d2.08(d). Interest under this Section 2.04(d2.08(d) shall be computed on the basis of a three hundred sixty (360) day year and actual days elapsed. (e) Each determination of an interest rate by the applicable Loan Agent pursuant to any provision of this Agreement shall be conclusive and binding on the Borrower and the Banks Lenders in the absence of manifest error. The applicable Loan Agent shall, at the request of the Borrower, deliver to the Borrower a statement showing the quotations used by the applicable Loan Agent in determining any interest rate pursuant to Section 2.04(a2.08(a). (f) If If, after the Closing Date, but prior to the first day of any Interest Period: (i) the Administrative Agent shall have reasonably determined (which determination shall be conclusive and binding upon the Borrower) that, by reason of circumstances affecting the relevant market, adequate and reasonable means do not exist for ascertaining the Eurodollar Rate for such Interest Period, or (ii) the Administrative Agent shall have received notice from the Majority Banks Lenders that the Eurodollar Rate determined or to be determined for such Interest Period will not adequately and fairly reflect the cost to such Banks Lenders (as conclusively certified by such BanksLenders) of making or maintaining their affected Advances Loans during such Interest Period, then the Administrative Agent shall give telecopy or telephonic notice thereof to the Borrower and the Banks Lenders as soon as practicable thereafter. If such notice is given (x) any Eurodollar Rate Advances Loans requested to be made on the first day of such Interest Period may be withdrawn by Borrower or shall be made as Reference Rate AdvancesLoans, (y) any Advances Loans that were to have been converted on the first day of such Interest Period to Eurodollar Rate Advances Loans shall be converted to or continued as Reference Rate Advances Loans and (z) any outstanding Eurodollar Rate Advances Loans shall be converted, on the first day of such requested Interest Period, to Reference Rate AdvancesLoans. Until such notice has been withdrawn by the Administrative Agent, no further Eurodollar Rate Advances Loans shall be made or continued as such, nor shall the Borrower have the right to convert Advances Loans to Eurodollar Rate AdvancesLoans. The Administrative Agent shall give telecopy or telephonic notice of such withdrawal to the Borrower and the Banks Lenders as soon as practicable thereafter.

Computation of and Payment of Interest. (a) From and including the relevant Borrowing Date to the Termination Datepayment in full of all Obligations, the outstanding principal balance of each Advance hereunder, subject to Section 2.04(d)2.08(d) hereof, shall bear interest until paid in full at a rate per annum equal to: (i) with respect to Reference Rate Advances, at the Reference Rate for each day plus the Applicable Margin; and (ii) with respect to Eurodollar Rate Advances, for each day during an Interest Period therefor, at the Eurodollar Rate for such day plus the Applicable Margin;. (b) Interest on each Advance shall be paid in arrears on each Interest Payment Date. Interest shall also be payable on the date of any prepayment of Advances pursuant to Section 2.08 2.12 or 2.09(b2.13 (except for any prepayment pursuant to Section 2.12 of any Advance that is a Reference Rate Advance) for the portion of the Advances so prepaid and upon payment (including prepayment, except for any prepayment pursuant to Section 2.12 of any Advance that is a Reference Rate Advance) in full thereof and, after the occurrence and during the continuance of any Event of Default, interest shall be payable on demand. (c) Interest on Reference Rate Advances calculated on the basis of the Prime Rate shall be computed on the basis of a year of three hundred sixty-five (365) or three hundred sixty-six (366) days, as the case may be; otherwise, interest and fees payable hereunder shall be computed on the basis of a year of three hundred sixty (360) days, in each case for actual days elapsed, including the first day and excluding the last day. (d) During the period (i) from and including the stated due date for payment of any amount under this Agreement or the date of acceleration of any amount pursuant to Article VIII which Borrower fails to pay on such due date or date of acceleration and (ii) to but excluding the date on which such amount is paid in full, Borrower shall, on demand and to the extent permitted by applicable law, pay interest on such unpaid amount at a rate per annum equal to (A) in the case of overdue principal of Revolving Creditany Advance, the sum of the rate of interest otherwise applicable to such unpaid amount plus two percent (2%) or (B) in the case of any other overdue amount, the Reference Rate plus the Applicable Margin plus 2%; PROVIDEDprovided, HOWEVERhowever, that upon the occurrence and during the continuation of an Event of Default under Section 8.01(a), the entire principal amount of the Advances outstanding hereunder and under the Notes shall bear interest as provided in this Section 2.04(d2.08(d). Interest under this Section 2.04(d2.08(d) shall be computed on the basis of a three hundred sixty (360) day year and actual days elapsed. (e) Each determination of an interest rate by the Agent pursuant to any provision of this Agreement shall be conclusive and binding on the Borrower and the Banks Lenders in the absence of manifest error. The Agent shall, at the request of the Borrower, deliver to the Borrower a statement showing the quotations used by the Agent in determining any interest rate pursuant to Section 2.04(a2.08(a). (f) If prior to the first day of any Interest Period: (i) the Agent shall have determined (which determination shall be conclusive and binding upon the Borrower) that, by reason of circumstances affecting the relevant market, adequate and reasonable means do not exist for ascertaining the Eurodollar Rate for such Interest Period, or (ii) the Agent shall have received notice from the Majority Banks Lenders that the Eurodollar Rate determined or to be determined for such Interest Period will not adequately and fairly reflect the cost to such Banks Lenders (as conclusively certified by such BanksLenders) of making or maintaining their affected Advances during such Interest Period, then the Agent shall give telecopy or telephonic notice thereof to the Borrower and the Banks Lenders as soon as practicable thereafter. If such notice is given (x) any Eurodollar Rate Advances requested to be made on the first day of such Interest Period shall be made as Reference Rate Advances, (y) any Advances that were to have been converted on the first day of such Interest Period to Eurodollar Rate Advances shall be converted to or continued as Reference Rate Advances and (z) any outstanding Eurodollar Rate Advances shall be converted, on the first day of such requested Interest Period, to Reference Rate Advances. Until such notice has been withdrawn by the Agent, no further Eurodollar Rate Advances shall be made or continued as such, nor shall the Borrower have the right to convert Advances to Eurodollar Rate Advances. The Agent shall give telecopy or telephonic notice of such withdrawal to the Borrower and the Banks Lenders as soon as practicable thereafter.

Computation of and Payment of Interest. (a) From and including the relevant Borrowing Date to the Termination Datepayment in full of all Obligations, the outstanding principal balance of each Advance hereunder, subject to Section 2.04(d)2.08(d) hereof, shall bear interest until paid in full at a rate per annum equal to:: 32 (i) with respect to Reference Rate Advances, at the Reference Rate for each day plus the Applicable Margin; and (ii) with respect to Eurodollar Rate Advances, for each day during an Interest Period therefor, at the Eurodollar Rate for such day plus the Applicable Margin; (b) Interest on each Advance shall be paid in arrears on each Interest Payment Date. Interest shall also be payable on the date of any prepayment of Advances pursuant to Section 2.08 2.12 or 2.09(b2.13 (except for any prepayment pursuant to Section 2.12 of any Advance that is a Reference Rate Advance) for the portion of the Advances so prepaid and upon payment (including prepayment) in full thereof and, after the occurrence and during the continuance of any Event of Default, interest shall be payable on demand. (c) Interest on Reference Rate Advances calculated on the basis of the Prime Rate shall be computed on the basis of a year of three hundred sixty-five (365) or three hundred sixty-six (366) days, as the case may be; otherwise, interest and fees payable hereunder shall be computed on the basis of a year of three hundred sixty (360) days, in each case for actual days elapsed, including the first day and excluding the last day. (d) During the period (i) from and including the stated due date for payment of any amount under this Agreement or the date of acceleration of any amount pursuant to Article VIII which Borrower fails to pay on such due date or date of acceleration and (ii) to but excluding the date on which such amount is paid in full, Borrower shall, on demand and to the extent permitted by applicable law, pay interest on such unpaid amount at a rate per annum equal to (A) in the case of overdue principal of Revolving Creditany Advance, the sum of the rate of interest otherwise applicable to such unpaid amount plus two percent (2%) or (B) in the case of any other overdue amount, the Reference Rate plus the Applicable Margin plus 2%; PROVIDEDprovided, HOWEVERhowever, that upon the occurrence and during the continuation of an Event of Default under Section 8.01(a), the entire principal amount of the Advances outstanding hereunder and under the Notes shall bear interest as provided in this Section 2.04(d2.08(d). Interest under this Section 2.04(d2.08(d) shall be computed on the basis of a three hundred sixty (360) day year and actual days elapsed. (e) Each determination of an interest rate by the Agent pursuant to any provision of this Agreement shall be conclusive and binding on the Borrower and the Banks Lenders in the absence of manifest error. The Agent shall, at the request of the Borrower, deliver to the Borrower a statement showing the quotations used by the Agent in determining any interest rate pursuant to Section 2.04(a2.08(a). (f) If prior to the first day of any Interest Period: (i) the Agent shall have determined (which determination shall be conclusive and binding upon the Borrower) that, by reason of circumstances affecting the relevant market, adequate and reasonable means do not exist for ascertaining the Eurodollar Rate for such Interest Period, or (ii) the Agent shall have received notice from the Majority Banks Lenders that the Eurodollar Rate determined or to be determined for such Interest Period will 33 not adequately and fairly reflect the cost to such Banks Lenders (as conclusively certified by such BanksLenders) of making or maintaining their affected Advances during such Interest Period, then the Agent shall give telecopy or telephonic notice thereof to the Borrower and the Banks Lenders as soon as practicable thereafter. If such notice is given (x) any Eurodollar Rate Advances requested to be made on the first day of such Interest Period shall be made as Reference Rate Advances, (y) any Advances that were to have been converted on the first day of such Interest Period to Eurodollar Rate Advances shall be converted to or continued as Reference Rate Advances and (z) any outstanding Eurodollar Rate Advances shall be converted, on the first day of such requested Interest Period, to Reference Rate Advances. Until such notice has been withdrawn by the Agent, no further Eurodollar Rate Advances shall be made or continued as such, nor shall the Borrower have the right to convert Advances to Eurodollar Rate Advances. The Agent shall give telecopy or telephonic notice of such withdrawal to the Borrower and the Banks Lenders as soon as practicable thereafter.