Common use of Loans; Interest on the Loans Clause in Contracts

Loans; Interest on the Loans. (a) Subject to the terms and conditions hereof, each of the Lenders, severally and not jointly with the other Lenders, agrees to make Loans to the Trust in a principal amount not exceeding, at any one time outstanding, such Lender's Pro Rata Share of the Unused Commitment (after giving effect to the repayment on the same day as such Loan is made of any other Loans then outstanding and/or the reimbursement on the same day as such Loan is made of any LOC Payments). The Lenders shall not be required to make Loans on or after the Termination Date. The Loans shall be either LIBOR Rate Loans or Base Rate Loans, as the Trust may from time to time elect; provided, however, that if on or before any LIBOR Determination Date the Bank shall determine (which determination shall be conclusive) that, by reason of any circumstances affecting the London interbank market, adequate and reasonable means do not exist for ascertaining the LIBOR Rate and the Bank shall forthwith give notice of such determination by telephone (confirmed in writing promptly thereafter) or facsimile transmission to the Trust, then so long as such circumstance shall exist, the Lenders shall only be required to make Base Rate Loans to the Trust; provided, further, that if on or before any LIBOR Determination Date the Bank shall determine (which determination shall be conclusive) that (i) by reason of a change since the date of this Agreement in any applicable law or governmental regulation or order of any country or jurisdiction or other circumstances beyond the control of the Lenders, the LIBOR Rate no longer represents the effective cost to the Lenders of deposits of U.S. Dollars in the London interbank market (except for changes with respect to which the Lenders are compensated pursuant to Section 4.05), or (ii) for any reason the Lenders are unable to obtain deposits of U.S. Dollars in the London interbank market for the relevant Interest Period in the amount needed to make any LIBOR Rate Loans, then, in any such case, the Bank shall forthwith give notice of such determination by telephone (confirmed in writing promptly thereafter) or facsimile transmission to the Trust, and so long as there shall exist any such events, the Lenders shall only be required to make Base Rate Loans to the Trust. Except as otherwise provided herein, interest on the outstanding principal amount of each Base Rate Loan shall accrue at the Base Rate and shall be payable quarterly on the last Business Day of each calendar quarter and on the day such Base Rate Loan is paid, and interest on the outstanding principal amount of each LIBOR Rate Loan shall accrue at a rate equal to the sum of (i) the LIBOR Rate determined on the LIBOR Determination Date therefor and (ii) the Applicable Margin in effect from time to time, and shall be payable on the Interest Payment Date relating thereto. Any Loan which is not paid when due (whether by acceleration or otherwise) shall bear interest, payable on demand, at a rate per annum equal to 2% above the rate otherwise applicable to such Loan from time to time. In computing interest on any Loan, the date of the making of a Loan shall be included and the date of payment shall be excluded. Interest on each LIBOR Rate Loan and each Base Rate Loan whenever it is based on the Federal Funds Rate shall be calculated on the basis of a 360-day year for the actual number of days elapsed, and interest on each Base Rate Loan whenever it is based on the Prime Rate shall be calculated on the basis of a 365 or, as the case may be, 366-day year for the actual number of days elapsed. (b) Except as provided in Section 2.05, the Trust shall give the Bank not less than one Business Day's prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Borrowing Request) of any requested Base Rate Loans and not less than three Business Days' prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Borrowing Request) of any requested LIBOR Rate Loans (including Loans to refund maturing LIBOR Rate Loans), which notice shall be irrevocable and shall specify the proposed Borrowing Date for such Loans, the total amount thereof, whether such Loans are to be LIBOR Rate Loans or Base Rate Loans and, in the case of a request for LIBOR Rate Loans, the Interest Period of such Loans. If such notice shall fail to specify whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, the Trust shall be deemed to have requested Base Rate Loans. If the Trust shall fail to give said notice by 11:00 a.m. (New York City time) on the third Business Day before the last day of the Interest Period for any LIBOR Rate Loan, it shall be deemed to have requested that on the last day of such Interest Period the Lenders make a LIBOR Rate Loan to the Trust having an Interest Period of one month and in a principal amount equal to the principal amount of the LIBOR Rate Loan then maturing. The amount of each borrowing hereunder from the Lenders shall be equal to the lesser of (i) the Unused Commitment or (ii) $100,000 or an integral multiple thereof. The notice of borrowing shall be in the form of the Borrowing Request. Upon receipt of any Borrowing Request (or deemed request pursuant to Section 2.05), the Bank shall promptly give notice to each Lender of the substance of the Borrowing Request. Not later than noon, New York City time, on the Borrowing Date, each Lender shall make available to the Bank such Lender's Pro Rata Share of the requested Loans in funds immediately available at the Bank's office. Subject to the effectiveness of this Agreement, pursuant to Section 6.01, for Loans made on the date of this Agreement, or, for subsequent Loans, subject to satisfaction, or waiver by the Required Lenders, of each of the applicable conditions precedent contained in Section 6.02 or Section 6.03, as the case may be, on the Borrowing Date the Bank shall make available, in like funds, to the Trust the amounts received by the Bank from the Lenders, by transferring the proceeds thereof in immediately available funds to the Commercial Paper Account not later than 1:00 P.M., New York City time, on the Borrowing Date. If the funds on deposit in the Commercial Paper Account (after giving effect to the deposit in the Commercial Paper Account of the proceeds of Commercial Paper Notes issued on such date) shall exceed the amount required to reimburse in full the LOC Payments with respect to Commercial Paper Notes maturing on or before the Borrowing Date (whether or not such Commercial Paper Notes are presented for payment) and to pay principal, interest and cost reimbursement, if any, pursuant to Section 4.03(d) then due and payable with respect to Loans, then to the extent of such excess the proceeds of the Loans made on such date shall be transferred to the Collateral Account as instructed by the Bank to the Depositary. The Trust shall give the Bank not less than three Business Days' prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Conversion/Continuation Notice) of any requested conversion of Base Rate Loans to LIBOR Rate Loans or continuation of LIBOR Rate Loans as LIBOR Rate Loans or not less than one Business Day's prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Conversion/Continuation Notice) of any requested conversion of LIBOR Rate Loans to Base Rate Loans or continuation of Base Rate Loans as Base Rate Loans, which notice shall be irrevocable and shall specify the proposed Borrowing Date for such conversion or continuation, the total amount thereof, whether such Loans are to be converted to or continued as LIBOR Rate Loans or Base Rate Loans and, in the case of a requested conversion to or continuation as LIBOR Rate Loans, the Interest Period of such Loans. The notice of conversion or continuation shall be in the form of the Conversion/Continuation Notice. Until the Termination Date the Trust may borrow, repay and reborrow hereunder in accordance with this Section 4.01 and Section 4.03. (c) The failure of any Lender to make any Loan to be made by it on the Borrowing Date therefor shall not relieve any other Lender of its obligation to make its Loan or Loans on such date, but neither any Lender nor the Bank shall be responsible for the failure of any other Lender to make a Loan to be made by such other Lender. (d) The Bank may, but shall not be required to, advance on behalf of any Lender the amount of such Lender's Loan to be made on a Borrowing Date, unless such Lender shall have notified the Bank prior to such Borrowing Date that it does not intend to make such Loan on such date. If the Bank makes any such advance, the Bank shall be entitled to recover the amount so advanced on demand from the Lender on whose behalf such advance was made and, if such Lender does not pay the Bank the amount of such advance on demand, the Trust agrees promptly to repay such amount to the Bank. Until such amount is repaid to the Bank by such Lender or the Trust, such advance shall be deemed for all purposes to be a Loan made on such Borrowing Date by the Bank. The Bank shall be entitled to recover from the Lender or the Trust, as the case may be, interest on the amount advanced by it for each day from the Borrowing Date therefor until repaid to the Bank, at a rate per annum equal to the Federal Funds Rate until the third Business Day after the date of the advance and, thereafter, at the Base Rate.

Loans; Interest on the Loans. (a) Subject to the terms and conditions hereof, each of the Lenders, severally and not jointly with the other Lenders, agrees to make Loans to the Trust Company in a principal amount not exceeding, at any one time outstanding, such Lender's Pro Rata Share of the Unused Commitment (after giving effect to the repayment on the same day as such Loan is made of any other Loans then outstanding and/or the reimbursement on the same day as such Loan is made of any LOC Payments). The Lenders shall not be required to make Loans on or after the Termination Date. The Loans shall be either LIBOR Rate Loans or Base Prime Rate Loans, as the Trust Company may from time to time elect; provided, however, that if on any LIBOR Determination Date the Lessee's Senior Debt is not Investment Grade or if on or before any LIBOR Determination Date the Bank shall determine (which determination shall be conclusive) that, by reason of any circumstances affecting the London interbank market, adequate and reasonable means do not exist for ascertaining the LIBOR Rate and the Bank shall forthwith give notice of such determination by telephone telephone, telex or facsimile transmission (confirmed in writing promptly thereaftereach case in writing) or facsimile transmission to the TrustCompany, then so long as either such circumstance shall exist, the Lenders shall only be required to make Base Prime Rate Loans to the TrustCompany; provided, further, that if on or before any LIBOR Determination Date the Bank shall determine (which determination shall be conclusive) that (i) by reason of a change since the date of this Agreement in any applicable law or governmental regulation or order of any country or jurisdiction or other circumstances beyond the control of the Lenders, the LIBOR Rate no longer represents the effective cost to the Lenders of deposits of U.S. Dollars in the London interbank market (except for changes with respect to which the Lenders are compensated pursuant to Section 4.054.05 hereof), or (ii) for any reason the Lenders are unable to obtain deposits of U.S. Dollars in the London interbank market for the relevant Interest Period in the amount needed to make any LIBOR Rate Loans, then, in any such case, the Bank shall forthwith give notice of such determination by telephone telephone, telegraph or telex (confirmed in writing promptly thereaftereach case in writing) or facsimile transmission to the TrustCompany, and so long as there shall exist any such events, the Lenders shall only be required to make Base Prime Rate Loans to the TrustCompany. Any LIBOR Rate Loan which is not paid when due (whether by acceleration or otherwise) shall bear interest at a rate per annum equal to 2% in excess of the cost to the Lenders of making or maintaining such LIBOR Rate Loan as determined by the Bank, any Prime Rate Loan which is not paid when due (whether by acceleration or otherwise) shall bear interest at a rate per annum equal to 2% above the Base Rate as in effect from time to time, such Rate to change as and when the Base Rate changes. Except as otherwise provided herein, interest on the outstanding principal amount of each Base Prime Rate Loan shall accrue at the Base Rate and shall be payable quarterly on the last Business Day of each calendar quarter and on the day such Base Prime Rate Loan is paid, and interest on the outstanding principal amount of each LIBOR Rate Loan shall accrue at a rate equal to the sum of (i) the LIBOR Rate determined on the LIBOR Determination Date therefor and (ii) the Applicable Margin in effect from time to time, and shall be payable on the Interest Payment Date relating thereto. Any Loan which is not paid when due (whether by acceleration or otherwise) shall bear interest, payable on demand, at a rate per annum equal to 2% above the rate otherwise applicable to such Loan from time to time. In computing interest on any Loan, the date of the making of a Loan shall be included and the date of payment shall be excluded. Interest on each LIBOR Rate Loan and each Base Rate Loan whenever it is based on the Federal Funds Rate shall be calculated on the basis of a 360-day year for the actual number of days elapsed, and interest on each Base Prime Rate Loan whenever it is based on the Prime Rate shall be calculated on the basis of a 365 or, as the case may be, 366-day year for the actual number of days elapsed. (b) Except as provided in Section 2.052.05 hereof, the Trust Company shall give the Bank not less than one two Business Day's Days' prior notice in writing writing, by telex or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Borrowing Requestwriting) of any requested Base Prime Rate Loans and not less than three Business Days' five business days, prior notice in writing writing, by telex or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Borrowing Requestwriting) of any requested LIBOR Rate Loans (including Loans to refund maturing LIBOR Rate Loans), which notice shall be irrevocable and shall specify the proposed Borrowing Date for such Loans, the total amount thereof, whether such Loans are to be a LIBOR Rate Loans or Base Prime Rate Loans and, in the case of a request for LIBOR Rate Loans, the Interest Period of such Loans. If such notice shall fail to specify whether the Loans are to be a LIBOR Rate Loans or Base Prime Rate Loans, the Trust Company shall be deemed to have requested Base Prime Rate Loans. If the Trust Company shall fail to give said notice by 11:00 a.m. (New York City time) on the third Business Day before the last day of prior to the Interest Period Payment Date for any LIBOR Rate LoanLoans, it shall be deemed to have requested that on said Interest Payment Date the last day of such Interest Period the Lenders Lender make a LIBOR Rate Loan Loans to the Trust Company having an Interest Period of one month and in a principal amount equal to the principal amount of the LIBOR Rate Loan then maturingmaturing on such Interest Payment Date. The amount of each borrowing hereunder from the Lenders shall be equal to the lesser of (i) the Unused Commitment or (ii) $100,000 or an integral multiple thereof. The notice of borrowing shall be in the form of the Borrowing Request. Upon receipt of any Borrowing Request borrowing request (or deemed request pursuant to Section 2.05), the Bank shall promptly give notice to each Lender of the substance of the Borrowing Requestborrowing request. Not later than noon, New York City time, on the Borrowing Date, each Lender shall make available to the Bank such Lender's Pro Rata Share of the requested Loans in funds immediately available at the Bank's office. Subject to the effectiveness of this Agreement, pursuant to Section 6.01, for Loans made on the date of this Agreement, or, for subsequent Loans, subject to satisfaction, or waiver by all of the Required Lenders, of each of the applicable conditions precedent contained in Section 6.02 or Section 6.03, as the case may beArticle VI, on the Borrowing Date the Bank shall make available, in like funds, to the Trust Company the amounts received by the Bank from the Lenders, by transferring the proceeds thereof in immediately available funds to the Commercial Paper Account not later than 1:00 P.M., New York City time, on the Borrowing Date. If the funds on deposit in the Commercial Paper Account (after giving effect to the deposit in the Commercial Paper Account of the proceeds of Commercial Paper Notes issued on such date) shall exceed the amount required to reimburse in full the LOC Payments with respect to Commercial Paper Notes maturing on or before the Borrowing Date (whether or not such Commercial Paper Notes are presented for payment) and to pay principal, interest and cost reimbursement, if any, pursuant to Section 4.03(d) then due and payable with respect to Loans, then to the extent of such excess the proceeds of the Loans made on such date shall be transferred to the Collateral Account as instructed by the Bank to the Depositary. The Trust shall give the Bank not less than three Business Days' prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Conversion/Continuation Notice) of any requested conversion of Base Rate Loans to LIBOR Rate Loans or continuation of LIBOR Rate Loans as LIBOR Rate Loans or not less than one Business Day's prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Conversion/Continuation Notice) of any requested conversion of LIBOR Rate Loans to Base Rate Loans or continuation of Base Rate Loans as Base Rate Loans, which notice shall be irrevocable and shall specify the proposed Borrowing Date for such conversion or continuation, the total amount thereof, whether such Loans are to be converted to or continued as LIBOR Rate Loans or Base Rate Loans and, in the case of a requested conversion to or continuation as LIBOR Rate Loans, the Interest Period of such Loans. The notice of conversion or continuation shall be in the form of the Conversion/Continuation Notice. Until the Termination Date the Trust Company may borrow, repay and reborrow hereunder in accordance with this Section 4.01 and Section 4.034.03 hereof. (c) The failure of any Lender to make any Loan to be made by it on the Borrowing Date therefor shall not relieve any other Lender of its obligation to make its Loan or Loans on such date, but neither any Lender nor the Bank shall be responsible for the failure of any other Lender to make a Loan to be made by such other Lender. (d) The Bank may, but shall not be required to, advance on behalf of any Lender the amount of such Lender's Loan to be made on a Borrowing Date, unless such Lender shall have notified the Bank prior to such Borrowing Date that it does not intend to make such Loan on such date. If the Bank makes any such advance, the Bank shall be entitled to recover the amount so advanced on demand from the Lender on whose behalf such advance was made and, if such Lender does not pay the Bank the amount of such advance on demand, the Trust Company agrees promptly to repay such amount to the Bank. Until such amount is repaid to the Bank by such Lender or the TrustCompany, such advance shall be deemed for all purposes to be a Loan made on such Borrowing Date by the Bank. The Bank shall be entitled to recover from the Lender or the TrustCompany, as the case may be, interest on the amount advanced by it for each day from the Borrowing Date therefor until repaid to the Bank, at a rate per annum equal to the Federal Funds Rate until the third Business Day after the date of the advance and, thereafter, at the Base Rate.

Loans; Interest on the Loans. (a) Subject to the terms and conditions hereof, each of the Lenders, severally and not jointly with the other Lenders, agrees to make Loans to the Trust in a principal amount not exceeding, at any one time outstanding, such Lender's Pro Rata Share of the Unused Commitment (after giving effect to the repayment on the same day as such Loan is made of any other Loans then outstanding and/or the reimbursement on the same day as such Loan is made of any LOC Payments). The Lenders shall not be required to make Loans on or after the Termination Date. The Loans shall be either LIBOR Rate Loans or Base Prime Rate Loans, as the Trust may from time to time elect; provided, however, that if on or before any LIBOR Determination Date the Bank shall determine (which determination shall be conclusive) that, by reason of any circumstances affecting the London interbank market, adequate and reasonable means do not exist for ascertaining the LIBOR Rate and the Bank shall forthwith give notice of such determination by telephone telephone, telex or facsimile transmission (confirmed in writing promptly thereaftereach case in writing) or facsimile transmission to the Trust, then so long as such circumstance shall exist, the Lenders shall only be required to make Base Prime Rate Loans to the Trust; provided, further, that if on or before any LIBOR Determination Date the Bank shall determine (which determination shall be conclusive) that (i) by reason of a change since the date of this Agreement in any applicable law or governmental regulation or order of any country or jurisdiction or other circumstances beyond the control of the Lenders, the LIBOR Rate no longer represents the effective cost to the Lenders of deposits of U.S. Dollars in the London interbank market (except for changes with respect to which the Lenders are compensated pursuant to Section 4.054.05 hereof), or (ii) for any reason the Lenders are unable to obtain deposits of U.S. Dollars in the London interbank market for the relevant Interest Period in the amount needed to make any LIBOR Rate Loans, then, in any such case, the Bank shall forthwith give notice of such determination by telephone telephone, telegraph or telex (confirmed in writing promptly thereaftereach case in writing) or facsimile transmission to the Trust, and so long as there shall exist any such events, the Lenders shall only be required to make Base Prime Rate Loans to the Trust. Except as otherwise provided herein, interest on the outstanding principal amount of each Base Prime Rate Loan shall accrue at the Base Rate and shall be payable quarterly on the last Business Day of each calendar quarter and on the day such Base Prime Rate Loan is paid, and interest on the outstanding principal amount of each LIBOR Rate Loan shall accrue at a rate equal to the sum of (i) the LIBOR Rate determined on the LIBOR Determination Date therefor and (ii) the Applicable Margin in effect from time to time, and shall be payable on the Interest Payment Date relating thereto. Any Loan which is not paid when due (whether by acceleration or otherwise) shall bear interest, payable on demand, at a rate per annum equal to 2% above the rate otherwise applicable to such Loan from time to time. In computing interest on any Loan, the date of the making of a Loan shall be included and the date of payment shall be excluded. Interest on each LIBOR Rate Loan and each Base Rate Loan whenever it is based on the Federal Funds Rate shall be calculated on the basis of a 360-day year for the actual number of days elapsed, and interest on each Base Prime Rate Loan whenever it is based on the Prime Rate shall be calculated on the basis of a 365 or, as the case may be, 366-day year for the actual number of days elapsed. (b) Except as provided in Section 2.052.05 hereof, the Trust shall give the Bank not less than one Business Day's prior notice in writing writing, by telex or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Borrowing Requestwriting) of any requested Base Prime Rate Loans and not less than three Business Days' prior notice in writing writing, by telex or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Borrowing Requestwriting) of any requested LIBOR Rate Loans (including Loans to refund maturing LIBOR Rate Loans), which notice shall be irrevocable and shall specify the proposed Borrowing Date for such Loans, the total amount thereof, whether such Loans are to be LIBOR Rate Loans or Base Prime Rate Loans and, in the case of a request for LIBOR Rate Loans, the Interest Period of such Loans. If such notice shall fail to specify whether the Loans are to be LIBOR Rate Loans or Base Prime Rate Loans, the Trust shall be deemed to have requested Base Prime Rate Loans. If the Trust shall fail to give said notice by 11:00 a.m. (New York City time) on the third Business Day before the last day of prior to the Interest Period Payment Date for any LIBOR Rate Loan, it shall be deemed to have requested that on the last day of such said Interest Period Payment Date the Lenders make a LIBOR Rate Loan to the Trust having an Interest Period of one month and in a principal amount equal to the principal amount of the LIBOR Rate Loan then maturingmaturing on such Interest Payment Date. The amount of each borrowing hereunder from the Lenders shall be equal to the lesser of (i) the Unused Commitment or (ii) $100,000 or an integral multiple thereof. The notice of borrowing shall be in the form of the Borrowing Request. Upon receipt of any Borrowing Request borrowing request (or deemed request pursuant to Section 2.05), the Bank shall promptly give notice to each Lender of the substance of the Borrowing Requestborrowing request. Not later than noon, New York City time, on the Borrowing Date, each Lender shall make available to the Bank such Lender's Pro Rata Share of the requested Loans in funds immediately available at the Bank's office. Subject to the effectiveness of this Agreement, pursuant to Section 6.01, for Loans made on the date of this Agreement, or, for subsequent Loans, subject to satisfaction, or waiver by all of the Required Lenders, of each of the applicable conditions precedent contained in Section 6.02 or Section 6.03, as the case may beArticle VI, on the Borrowing Date the Bank shall make available, in like funds, to the Trust the amounts received by the Bank from the Lenders, by transferring the proceeds thereof in immediately available funds to the Commercial Paper Account not later than 1:00 P.M., New York City time, on the Borrowing Date. If the funds on deposit in the Commercial Paper Account (after giving effect to the deposit in the Commercial Paper Account of the proceeds of Commercial Paper Notes issued on such date) shall exceed the amount required to reimburse in full the LOC Payments with respect to Commercial Paper Notes maturing on or before the Borrowing Date (whether or not such Commercial Paper Notes are presented for payment) and to pay principal, interest and cost reimbursement, if any, pursuant to Section 4.03(d) then due and payable with respect to Loans, then to the extent of such excess the proceeds of the Loans made on such date shall be transferred to the Collateral Account as instructed by the Bank to the Depositary. The Trust shall give the Bank not less than three Business Days' prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Conversion/Continuation Notice) of any requested conversion of Base Rate Loans to LIBOR Rate Loans or continuation of LIBOR Rate Loans as LIBOR Rate Loans or not less than one Business Day's prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Conversion/Continuation Notice) of any requested conversion of LIBOR Rate Loans to Base Rate Loans or continuation of Base Rate Loans as Base Rate Loans, which notice shall be irrevocable and shall specify the proposed Borrowing Date for such conversion or continuation, the total amount thereof, whether such Loans are to be converted to or continued as LIBOR Rate Loans or Base Rate Loans and, in the case of a requested conversion to or continuation as LIBOR Rate Loans, the Interest Period of such Loans. The notice of conversion or continuation shall be in the form of the Conversion/Continuation Notice. Until the Termination Date the Trust may borrow, repay and reborrow hereunder in accordance with this Section 4.01 and Section 4.034.03 hereof. (c) The failure of any Lender to make any Loan to be made by it on the Borrowing Date therefor shall not relieve any other Lender of its obligation to make its Loan or Loans on such date, but neither any Lender nor the Bank shall be responsible for the failure of any other Lender to make a Loan to be made by such other Lender. (d) The Bank may, but shall not be required to, advance on behalf of any Lender the amount of such Lender's Loan to be made on a Borrowing Date, unless such Lender shall have notified the Bank prior to such Borrowing Date that it does not intend to make such Loan on such date. If the Bank makes any such advance, the Bank shall be entitled to recover the amount so advanced on demand from the Lender on whose behalf such advance was made and, if such Lender does not pay the Bank the amount of such advance on demand, the Trust agrees promptly to repay such amount to the Bank. Until such amount is repaid to the Bank by such Lender or the Trust, such advance shall be deemed for all purposes to be a Loan made on such Borrowing Date by the Bank. The Bank shall be entitled to recover from the Lender or the Trust, as the case may be, interest on the amount advanced by it for each day from the Borrowing Date therefor until repaid to the Bank, at a rate per annum equal to the Federal Funds Rate until the third Business Day after the date of the advance and, thereafter, at the Base Rate.

Loans; Interest on the Loans. (a) Subject to the terms and conditions hereof, each of the Lenders, severally and not jointly with the other Lenders, agrees to make Loans to the Trust in a principal amount not exceeding, at any one time outstanding, such Lender's Pro Rata Share of the Unused Commitment (after giving effect to the repayment on the same day as such Loan is made of any other Loans then outstanding and/or the reimbursement on the same day as such Loan is made of any LOC Payments). The Lenders shall not be required to make Loans on or after the Termination Date. The Loans shall be either LIBOR Rate Loans or Base Rate Loans, as the Trust may from time to time elect; provided, however, that if on or before any LIBOR Determination Date the Bank shall determine (which determination shall be conclusive) that, by reason of any circumstances affecting the London interbank market, adequate and reasonable means do not exist for ascertaining the LIBOR Rate and the Bank shall forthwith give notice of such determination by telephone (confirmed in writing promptly thereafter) or facsimile transmission to the Trust, then so long as such circumstance shall exist, the Lenders shall only be required to make Base Rate Loans to the Trust; provided, further, that if on or before any LIBOR Determination Date the Bank shall determine (which determination shall be conclusive) that (i) by reason of a change since the date of this Agreement in any applicable law or governmental regulation or order of any country or jurisdiction or other circumstances beyond the control of the Lenders, the LIBOR Rate no longer represents the effective cost to the Lenders of deposits of U.S. Dollars in the London interbank market (except for changes with respect to which the Lenders are compensated pursuant to Section 4.054.05 hereof), or (ii) for any reason the Lenders are unable to obtain deposits of U.S. Dollars in the London interbank market for the relevant Interest Period in the amount needed to make any LIBOR Rate Loans, then, in any such case, the Bank shall forthwith give notice of such determination by telephone (confirmed in writing promptly thereafter) or facsimile transmission to the Trust, and so long as there shall exist any such events, the Lenders shall only be required to make Base Rate Loans to the Trust. Except as otherwise provided herein, interest on the outstanding principal amount of each Base Rate Loan shall accrue at the Base Rate and shall be payable quarterly on the last Business Day of each calendar quarter and on the day such Base Rate Loan is paid, and interest on the outstanding principal amount of each LIBOR Rate Loan shall accrue at a rate equal to the sum of (i) the LIBOR Rate determined on the LIBOR Determination Date therefor and (ii) the Applicable Margin in effect from time to time, and shall be payable on the Interest Payment Date relating thereto. Any Loan which is not paid when due (whether by acceleration or otherwise) shall bear interest, payable on demand, at a rate per annum equal to 2% above the rate otherwise applicable to such Loan from time to time. In computing interest on any Loan, the date of the making of a Loan shall be included and the date of payment shall be excluded. Interest on each LIBOR Rate Loan and each Base Rate Loan whenever it is based on the Federal Funds Rate shall be calculated on the basis of a 360-day year for the actual number of days elapsed, and interest on each Base Rate Loan whenever it is based on the Prime Rate shall be calculated on the basis of a 365 or, as the case may be, 366-day year for the actual number of days elapsed. (b) Except as provided in Section 2.05, the Trust shall give the Bank not less than one Business Day's prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Borrowing Request) of any requested Base Rate Loans and not less than three Business Days' prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Borrowing Request) of any requested LIBOR Rate Loans (including Loans to refund maturing LIBOR Rate Loans), which notice shall be irrevocable and shall specify the proposed Borrowing Date for such Loans, the total amount thereof, whether such Loans are to be LIBOR Rate Loans or Base Rate Loans and, in the case of a request for LIBOR Rate Loans, the Interest Period of such Loans. If such notice shall fail to specify whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, the Trust shall be deemed to have requested Base Rate Loans. If the Trust shall fail to give said notice by 11:00 a.m. (New York City time) on the third Business Day before the last day of the Interest Period for any LIBOR Rate Loan, it shall be deemed to have requested that on the last day of such Interest Period the Lenders make a LIBOR Rate Loan to the Trust having an Interest Period of one month and in a principal amount equal to the principal amount of the LIBOR Rate Loan then maturing. The amount of each borrowing hereunder from the Lenders shall be equal to the lesser of (i) the Unused Commitment or (ii) $100,000 or an integral multiple thereof. The notice of borrowing shall be in the form of the Borrowing Request. Upon receipt of any Borrowing Request (or deemed request pursuant to Section 2.05), the Bank shall promptly give notice to each Lender of the substance of the Borrowing Request. Not later than noon, New York City time, on the Borrowing Date, each Lender shall make available to the Bank such Lender's Pro Rata Share of the requested Loans in funds immediately available at the Bank's office. Subject to the effectiveness of this Agreement, pursuant to Section 6.01, for Loans made on the date of this Agreement, or, for subsequent Loans, subject to satisfaction, or waiver by the Required Lenders, of each of the applicable conditions precedent contained in Section 6.02 or Section 6.03, as the case may be, on the Borrowing Date the Bank shall make available, in like funds, to the Trust the amounts received by the Bank from the Lenders, by transferring the proceeds thereof in immediately available funds to the Commercial Paper Account not later than 1:00 P.M., New York City time, on the Borrowing Date. If the funds on deposit in the Commercial Paper Account (after giving effect to the deposit in the Commercial Paper Account of the proceeds of Commercial Paper Notes issued on such date) shall exceed the amount required to reimburse in full the LOC Payments with respect to Commercial Paper Notes maturing on or before the Borrowing Date (whether or not such Commercial Paper Notes are presented for payment) and to pay principal, interest and cost reimbursement, if any, pursuant to Section 4.03(d) then due and payable with respect to Loans, then to the extent of such excess the proceeds of the Loans made on such date shall be transferred to the Collateral Account as instructed by the Bank to the Depositary. The Trust shall give the Bank not less than three Business Days' prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Conversion/Continuation Notice) of any requested conversion of Base Rate Loans to LIBOR Rate Loans or continuation of LIBOR Rate Loans as LIBOR Rate Loans or not less than one Business Day's prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Conversion/Continuation Notice) of any requested conversion of LIBOR Rate Loans to Base Rate Loans or continuation of Base Rate Loans as Base Rate Loans, which notice shall be irrevocable and shall specify the proposed Borrowing Date for such conversion or continuation, the total amount thereof, whether such Loans are to be converted to or continued as LIBOR Rate Loans or Base Rate Loans and, in the case of a requested conversion to or continuation as LIBOR Rate Loans, the Interest Period of such Loans. The notice of conversion or continuation shall be in the form of the Conversion/Continuation Notice. Until the Termination Date the Trust may borrow, repay and reborrow hereunder in accordance with this Section 4.01 and Section 4.03. (c) The failure of any Lender to make any Loan to be made by it on the Borrowing Date therefor shall not relieve any other Lender of its obligation to make its Loan or Loans on such date, but neither any Lender nor the Bank shall be responsible for the failure of any other Lender to make a Loan to be made by such other Lender. (d) The Bank may, but shall not be required to, advance on behalf of any Lender the amount of such Lender's Loan to be made on a Borrowing Date, unless such Lender shall have notified the Bank prior to such Borrowing Date that it does not intend to make such Loan on such date. If the Bank makes any such advance, the Bank shall be entitled to recover the amount so advanced on demand from the Lender on whose behalf such advance was made and, if such Lender does not pay the Bank the amount of such advance on demand, the Trust agrees promptly to repay such amount to the Bank. Until such amount is repaid to the Bank by such Lender or the Trust, such advance shall be deemed for all purposes to be a Loan made on such Borrowing Date by the Bank. The Bank shall be entitled to recover from the Lender or the Trust, as the case may be, interest on the amount advanced by it for each day from the Borrowing Date therefor until repaid to the Bank, at a rate per annum equal to the Federal Funds Rate until the third Business Day after the date of the advance and, thereafter, at the Base Rate.

Loans; Interest on the Loans. (a) Subject to the terms and conditions hereof, each of the Lenders, severally and not jointly with the other Lenders, agrees to make Loans to the Trust Company in a principal amount not exceeding, at any one time outstanding, such Lender's Pro Rata Share of the Unused Commitment (after giving effect to the repayment on the same day as such Loan is made of any other Loans then outstanding and/or the reimbursement on the same day as such Loan is made of any LOC Payments). The Lenders shall not be required to make Loans on or after the Termination Date. The Loans shall be either LIBOR Rate Loans or Base Rate Loans, as the Trust Company may from time to time elect; provided, however, that if on or before any LIBOR Determination Date the Bank shall determine (which determination shall be conclusive) that, by reason of any circumstances affecting the London interbank market, adequate and reasonable means do not exist for ascertaining the LIBOR Rate and the Bank shall forthwith give notice of such determination by telephone (confirmed in writing promptly thereafter) or facsimile transmission to the TrustCompany, then so long as such circumstance shall exist, the Lenders shall only be required to make Base Rate Loans to the TrustCompany; provided, further, that if on or before any LIBOR Determination Date the Bank shall determine (which determination shall be conclusive) that (i) by reason of a change since the date of this Agreement in any applicable law or governmental regulation or order of any country or jurisdiction or other circumstances beyond the control of the Lenders, the LIBOR Rate no longer represents the effective cost to the Lenders of deposits of U.S. Dollars in the London interbank market (except for changes with respect to which the Lenders are compensated pursuant to Section 4.05), or (ii) for any reason the Lenders are unable to obtain deposits of U.S. Dollars in the London interbank market for the relevant Interest Period in the amount needed to make any LIBOR Rate Loans, then, in any such case, the Bank shall forthwith give notice of such determination by telephone (confirmed in writing promptly thereafter) or facsimile transmission to the TrustCompany, and so long as there shall exist any such events, the Lenders shall only be required to make Base Rate Loans to the TrustCompany. Except as otherwise provided herein, interest on the outstanding principal amount of each Base Rate Loan shall accrue at the Base Rate and shall be payable quarterly on the last Business Day of each calendar quarter and on the day such Base Rate Loan is paid, and interest on the outstanding principal amount of each LIBOR Rate Loan shall accrue at a rate equal to the sum of (i) the LIBOR Rate determined on the LIBOR Determination Date therefor and (ii) the Applicable Margin in effect from time to time, and shall be payable on the Interest Payment Date relating thereto. Any Loan which is not paid when due (whether by acceleration or otherwise) shall bear interest, payable on demand, at a rate per annum equal to 2% above the rate otherwise applicable to such Loan from time to time. In computing interest on any Loan, the date of the making of a Loan shall be included and the date of payment shall be excluded. Interest on each LIBOR Rate Loan and each Base Rate Loan whenever it is based on the Federal Funds Rate shall be calculated on the basis of a 360-day year for the actual number of days elapsed, and interest on each Base Rate Loan whenever it is based on the Prime Rate shall be calculated on the basis of a 365 or, as the case may be, 366-day year for the actual number of days elapsed. (b) Except as provided in Section 2.05, the Trust Company shall give the Bank not less than one Business Day's prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Borrowing Request) of any requested Base Rate Loans and not less than three Business Days' prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Borrowing Request) of any requested LIBOR Rate Loans (including Loans to refund maturing LIBOR Rate Loans), which notice shall be irrevocable and shall specify the proposed Borrowing Date for such Loans, the total amount thereof, whether such Loans are to be LIBOR Rate Loans or Base Rate Loans and, in the case of a request for LIBOR Rate Loans, the Interest Period of such Loans. If such notice shall fail to specify whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, the Trust Company shall be deemed to have requested Base Rate Loans. If the Trust Company shall fail to give said notice by 11:00 a.m. (New York City time) on the third Business Day before the last day of the Interest Period for any LIBOR Rate Loan, it shall be deemed to have requested that on the last day of such Interest Period the Lenders make a LIBOR Rate Loan to the Trust Company having an Interest Period of one month and in a principal amount equal to the principal amount of the LIBOR Rate Loan then maturing. The amount of each borrowing hereunder from the Lenders shall be equal to the lesser of (i) the Unused Commitment or (ii) $100,000 or an integral multiple thereof. The notice of borrowing shall be in the form of the Borrowing Request. Upon receipt of any Borrowing Request (or deemed request pursuant to Section 2.05), the Bank shall promptly give notice to each Lender of the substance of the Borrowing Request. Not later than noon, New York City time, on the Borrowing Date, each Lender shall make available to the Bank such Lender's Pro Rata Share of the requested Loans in funds immediately available at the Bank's office. Subject to the effectiveness of this Agreement, pursuant to Section 6.01, for Loans made on the date of this Agreement, or, or for subsequent Loans, subject to satisfaction, or waiver by the Required Lenders, of each of the applicable conditions precedent contained in Section 6.02 or Section 6.03, as the case may be, on the Borrowing Date the Bank shall make available, in like funds, to the Trust Company the amounts received by the Bank from the Lenders, by transferring the proceeds thereof in immediately available funds to the Commercial Paper Account not later than 1:00 P.M., New York City time, on the Borrowing Date. If the funds on deposit in the Commercial Paper Account (after giving effect to the deposit in the Commercial Paper Account of the proceeds of Commercial Paper Notes issued on such date) shall exceed the amount required to reimburse in full the LOC Payments with respect to Commercial Paper Notes maturing on or before the Borrowing Date (whether or not such Commercial Paper Notes are presented for payment) and to pay principal, interest and cost reimbursement, if any, pursuant to Section 4.03(d) then due and payable with respect to Loans, then to the extent of such excess the proceeds of the Loans made on such date shall be transferred to the Collateral Account as instructed by the Bank to the Depositary. The Trust Company shall give the Bank not less than three Business Days' prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Conversion/Continuation Notice) of any requested conversion of Base Rate Loans to LIBOR Rate Loans or continuation of LIBOR Rate Loans as LIBOR Rate Loans or not less than one Business Day's prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Conversion/Continuation Notice) of any requested conversion of LIBOR Rate Loans to Base Rate Loans or continuation of Base Rate Loans as Base Rate Loans, which notice shall be irrevocable and shall specify the proposed Borrowing Date for such conversion or continuation, the total amount thereof, whether such Loans are to be converted to or continued as LIBOR Rate Loans or Base Rate Loans and, in the case of a requested conversion to or continuation as LIBOR Rate Loans, the Interest Period of such Loans. The notice of conversion or continuation shall be in the form of the Conversion/Continuation Notice. Until the Termination Date the Trust Company may borrow, repay and reborrow hereunder in accordance with this Section 4.01 and Section 4.03. (c) The failure of any Lender to make any Loan to be made by it on the Borrowing Date therefor shall not relieve any other Lender of its obligation to make its Loan or Loans on such date, but neither any Lender nor the Bank shall be responsible for the failure of any other Lender to make a Loan to be made by such other Lender. (d) The Bank may, but shall not be required to, advance on behalf of any Lender the amount of such Lender's Loan to be made on a Borrowing Date, unless such Lender shall have notified the Bank prior to such Borrowing Date that it does not intend to make such Loan on such date. If the Bank makes any such advance, the Bank shall be entitled to recover the amount so advanced on demand from the Lender on whose behalf such advance was made and, if such Lender does not pay the Bank the amount of such advance on demand, the Trust Company agrees promptly to repay such amount to the Bank. Until such amount is repaid to the Bank by such Lender or the TrustCompany, such advance shall be deemed for all purposes to be a Loan made on such Borrowing Date by the Bank. The Bank shall be entitled to recover from the Lender or the TrustCompany, as the case may be, interest on the amount advanced by it for each day from the Borrowing Date therefor until repaid to the Bank, at a rate per annum equal to the Federal Funds Rate until the third Business Day after the date of the advance and, thereafter, at the Base Rate.

Loans; Interest on the Loans. (a) Subject to the terms and conditions hereof, each of the Lenders, severally and not jointly with the other Lenders, agrees to make Loans to the Trust Company in a principal amount not exceeding, at any one time outstanding, such Lender's Pro Rata Share of the Unused Commitment (after giving effect to the repayment on the same day as such Loan is made of any other Loans then outstanding and/or the reimbursement on the same day as such Loan is made of any LOC Payments). The Lenders shall not be required to make Loans on or after the Termination Date. The Loans shall be either LIBOR Rate Loans or Base Prime Rate Loans, as the Trust Company may from time to time elect; provided, however, that if on or before any LIBOR Determination Date the Bank shall determine (which determination shall be conclusive) that, by reason of any circumstances affecting the London interbank market, adequate and reasonable means do not exist for ascertaining the LIBOR Rate and the Bank shall forthwith give notice of such determination by telephone telephone, telex or facsimile transmission (confirmed in writing promptly thereaftereach case in writing) or facsimile transmission to the TrustCompany, then so long as such circumstance shall exist, the Lenders shall only be required to make Base Prime Rate Loans to the TrustCompany; provided, further, that if on or before any LIBOR Determination Date the Bank shall determine (which determination shall be conclusive) that (i) by reason of a change since the date of this Agreement in any applicable law or governmental regulation or order of any country or jurisdiction or other circumstances beyond the control of the Lenders, the LIBOR Rate no longer represents the effective cost to the Lenders of deposits of U.S. Dollars in the London interbank market (except for changes with respect to which the Lenders are compensated pursuant to Section 4.054.05 hereof), or (ii) for any reason the Lenders are unable to obtain deposits of U.S. Dollars in the London interbank market for the relevant Interest Period in the amount needed to make any LIBOR Rate Loans, then, in any such case, the Bank shall forthwith give notice of such determination by telephone telephone, telegraph or telex (confirmed in writing promptly thereaftereach case in writing) or facsimile transmission to the TrustCompany, and so long as there shall exist any such events, the Lenders shall only be required to make Base Prime Rate Loans to the TrustCompany. Except as otherwise provided herein, interest on the outstanding principal amount of each Base Prime Rate Loan shall accrue at the Base Rate and shall be payable quarterly on the last Business Day of each calendar quarter and on the day such Base Prime Rate Loan is paid, and interest on the outstanding principal amount of each LIBOR Rate Loan shall accrue at a rate equal to the sum of (i) the LIBOR Rate determined on the LIBOR Determination Date therefor and (ii) the Applicable Margin in effect from time to time, and shall be payable on the Interest Payment Date relating thereto. Any Loan which is not paid when due (whether by acceleration or otherwise) shall bear interest, payable on demand, at a rate per annum equal to 2% above the rate otherwise applicable to such Loan from time to time. In computing interest on any Loan, the date of the making of a Loan shall be included and the date of payment shall be excluded. Interest on each LIBOR Rate Loan and each Base Rate Loan whenever it is based on the Federal Funds Rate shall be calculated on the basis of a 360-day year for the actual number of days elapsed, and interest on each Base Prime Rate Loan whenever it is based on the Prime Rate shall be calculated on the basis of a 365 or, as the case may be, 366-day year for the actual number of days elapsed. (b) Except as provided in Section 2.052.05 hereof, the Trust Company shall give the Bank not less than one Business Day's prior notice in writing writing, by telex or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Borrowing Requestwriting) of any requested Base Prime Rate Loans and not less than three Business Days' prior notice in writing writing, by telex or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Borrowing Requestwriting) of any requested LIBOR Rate Loans (including Loans to refund maturing LIBOR Rate Loans), which notice shall be irrevocable and shall specify the proposed Borrowing Date for such Loans, the total amount thereof, whether such Loans are to be LIBOR Rate Loans or Base Prime Rate Loans and, in the case of a request for LIBOR Rate Loans, the Interest Period of such Loans. If such notice shall fail to specify whether the Loans are to be LIBOR Rate Loans or Base Prime Rate Loans, the Trust Company shall be deemed to have requested Base Prime Rate Loans. If the Trust Company shall fail to give said notice by 11:00 a.m. (New York City time) on the third Business Day before the last day of prior to the Interest Period Payment Date for any LIBOR Rate Loan, it shall be deemed to have requested that on the last day of such said Interest Period Payment Date the Lenders make a LIBOR Rate Loan to the Trust Company having an Interest Period of one month and in a principal amount equal to the principal amount of the LIBOR Rate Loan then maturingmaturing on such Interest Payment Date. The amount of each borrowing hereunder from the Lenders shall be equal to the lesser of (i) the Unused Commitment or (ii) $100,000 or an integral multiple thereof. The notice of borrowing shall be in the form of the Borrowing Request. Upon receipt of any Borrowing Request borrowing request (or deemed request pursuant to Section 2.05), the Bank shall promptly give notice to each Lender of the substance of the Borrowing Requestborrowing request. Not later than noon, New York City time, on the Borrowing Date, each Lender shall make available to the Bank such Lender's Pro Rata Share of the requested Loans in funds immediately available at the Bank's office. Subject to the effectiveness of this Agreement, pursuant to Section 6.01, for Loans made on the date of this Agreement, or, for subsequent Loans, subject to satisfaction, or waiver by all of the Required Lenders, of each of the applicable conditions precedent contained in Section 6.02 or Section 6.03, as the case may beArticle VI, on the Borrowing Date the Bank shall make available, in like funds, to the Trust Company the amounts received by the Bank from the Lenders, by transferring the proceeds thereof in immediately available funds to the Commercial Paper Account not later than 1:00 P.M., New York City time, on the Borrowing Date. If the funds on deposit in the Commercial Paper Account (after giving effect to the deposit in the Commercial Paper Account of the proceeds of Commercial Paper Notes issued on such date) shall exceed the amount required to reimburse in full the LOC Payments with respect to Commercial Paper Notes maturing on or before the Borrowing Date (whether or not such Commercial Paper Notes are presented for payment) and to pay principal, interest and cost reimbursement, if any, pursuant to Section 4.03(d) then due and payable with respect to Loans, then to the extent of such excess the proceeds of the Loans made on such date shall be transferred to the Collateral Account as instructed by the Bank to the Depositary. The Trust shall give the Bank not less than three Business Days' prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Conversion/Continuation Notice) of any requested conversion of Base Rate Loans to LIBOR Rate Loans or continuation of LIBOR Rate Loans as LIBOR Rate Loans or not less than one Business Day's prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Conversion/Continuation Notice) of any requested conversion of LIBOR Rate Loans to Base Rate Loans or continuation of Base Rate Loans as Base Rate Loans, which notice shall be irrevocable and shall specify the proposed Borrowing Date for such conversion or continuation, the total amount thereof, whether such Loans are to be converted to or continued as LIBOR Rate Loans or Base Rate Loans and, in the case of a requested conversion to or continuation as LIBOR Rate Loans, the Interest Period of such Loans. The notice of conversion or continuation shall be in the form of the Conversion/Continuation Notice. Until the Termination Date the Trust Company may borrow, repay and reborrow hereunder in accordance with this Section 4.01 and Section 4.034.03 hereof. (c) The failure of any Lender to make any Loan to be made by it on the Borrowing Date therefor shall not relieve any other Lender of its obligation to make its Loan or Loans on such date, but neither any Lender nor the Bank shall be responsible for the failure of any other Lender to make a Loan to be made by such other Lender. (d) The Bank may, but shall not be required to, advance on behalf of any Lender the amount of such Lender's Loan to be made on a Borrowing Date, unless such Lender shall have notified the Bank prior to such Borrowing Date that it does not intend to make such Loan on such date. If the Bank makes any such advance, the Bank shall be entitled to recover the amount so advanced on demand from the Lender on whose behalf such advance was made and, if such Lender does not pay the Bank the amount of such advance on demand, the Trust Company agrees promptly to repay such amount to the Bank. Until such amount is repaid to the Bank by such Lender or the TrustCompany, such advance shall be deemed for all purposes to be a Loan made on such Borrowing Date by the Bank. The Bank shall be entitled to recover from the Lender or the TrustCompany, as the case may be, interest on the amount advanced by it for each day from the Borrowing Date therefor until repaid to the Bank, at a rate per annum equal to the Federal Funds Rate until the third Business Day after the date of the advance and, thereafter, at the Base Rate.

Loans; Interest on the Loans. (a) Subject to the terms and conditions hereof, each of the Lenders, severally and not jointly with the other Lenders, agrees to make Loans to the Trust Company in a principal amount not exceeding, at any one time outstanding, such Lender's Pro Rata Share of the Unused Commitment (after giving effect to the repayment on the same day as such Loan is made of any other Loans then outstanding and/or the reimbursement on the same day as such Loan is made of any LOC Payments). The Lenders shall not be required to make Loans on or after the Termination Date. The Loans shall be either LIBOR Rate Loans or Base Rate Loans, as the Trust Company may from time to time elect; provided, however, that if on or before any LIBOR Determination Date the Bank shall determine (which determination shall be conclusive) that, by reason of any circumstances affecting the London interbank market, adequate and reasonable means do not exist for ascertaining the LIBOR Rate and the Bank shall forthwith give notice of such determination by telephone (confirmed in writing promptly thereafter) or facsimile transmission to the TrustCompany, then so long as such circumstance shall exist, the Lenders shall only be required to make Base Rate Loans to the TrustCompany; provided, further, that if on or before any LIBOR Determination Date the Bank shall determine (which determination shall be conclusive) that (i) by reason of a change since the date of this Agreement in any applicable law or governmental regulation or order of any country or jurisdiction or other circumstances beyond the control of the Lenders, the LIBOR Rate no longer represents the effective cost to the Lenders of deposits of U.S. Dollars in the London interbank market (except for changes with respect to which the Lenders are compensated pursuant to Section 4.054.05 hereof), or (ii) for any reason the Lenders are unable to obtain deposits of U.S. Dollars in the London interbank market for the relevant Interest Period in the amount needed to make any LIBOR Rate Loans, then, in any such case, the Bank shall forthwith give notice of such determination by telephone (confirmed in writing promptly thereafter) or facsimile transmission to the TrustCompany, and so long as there shall exist any such events, the Lenders shall only be required to make Base Rate Loans to the TrustCompany. Except as otherwise provided herein, interest on the outstanding principal amount of each Base Rate Loan shall accrue at the Base Rate and shall be payable quarterly on the last Business Day of each calendar quarter and on the day such Base Rate Loan is paid, and interest on the outstanding principal amount of each LIBOR Rate Loan shall accrue at a rate equal to the sum of (i) the LIBOR Rate determined on the LIBOR Determination Date therefor and (ii) the Applicable Margin in effect from time to time, and shall be payable on the Interest Payment Date relating thereto. Any Loan which is not paid when due (whether by acceleration or otherwise) shall bear interest, payable on demand, at a rate per annum equal to 2% above the rate otherwise applicable to such Loan from time to time. In computing interest on any Loan, the date of the making of a Loan shall be included and the date of payment shall be excluded. Interest on each LIBOR Rate Loan and each Base Rate Loan whenever it is based on the Federal Funds Rate shall be calculated on the basis of a 360-day year for the actual number of days elapsed, and interest on each Base Rate Loan whenever it is based on the Prime Rate shall be calculated on the basis of a 365 or, as the case may be, 366-day year for the actual number of days elapsed. (b) . Except as provided in Section 2.052.05 hereof, the Trust Company shall give the Bank not less than one Business Day's prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Borrowing Request) of any requested Base Rate Loans and not less than three Business Days' prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Borrowing Request) of any requested LIBOR Rate Loans (including Loans to refund maturing LIBOR Rate Loans), which notice shall be irrevocable and shall specify the proposed Borrowing Date for such Loans, the total amount thereof, whether such Loans are to be LIBOR Rate Loans or Base Rate Loans and, in the case of a request for LIBOR Rate Loans, the Interest Period of such Loans. If such notice shall fail to specify whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, the Trust Company shall be deemed to have requested Base Rate Loans. If the Trust Company shall fail to give said notice by 11:00 a.m. (New York City time) on the third Business Day before the last day of the Interest Period for any LIBOR Rate Loan, it shall be deemed to have requested that on the last day of such Interest Period the Lenders make a LIBOR Rate Loan to the Trust Company having an Interest Period of one month and in a principal amount equal to the principal amount of the LIBOR Rate Loan then maturing. The amount of each borrowing hereunder from the Lenders shall be equal to the lesser of (i) the Unused Commitment or (ii) $100,000 or an integral multiple thereof. The notice of borrowing shall be in the form of the Borrowing Request. Upon receipt of any Borrowing Request (or deemed request pursuant to Section 2.05), the Bank shall promptly give notice to each Lender of the substance of the Borrowing Request. Not later than noon, New York City time, on the Borrowing Date, each Lender shall make available to the Bank such Lender's Pro Rata Share of the requested Loans in funds immediately available at the Bank's office. Subject to the effectiveness of this Agreement, pursuant to Section 6.01, for Loans made on the date of this Agreement, or, or for subsequent Loans, subject to satisfaction, or waiver by the Required Lenders, of each of the applicable conditions precedent contained in Section 6.02 or Section 6.03, as the case may beArticle VI, on the Borrowing Date the Bank shall make available, in like funds, to the Trust Company the amounts received by the Bank from the Lenders, by transferring the proceeds thereof in immediately available funds to the Commercial Paper Account not later than 1:00 P.M., New York City time, on the Borrowing Date. If the funds on deposit in the Commercial Paper Account (after giving effect to the deposit in the Commercial Paper Account of the proceeds of Commercial Paper Notes issued on such date) shall exceed the amount required to reimburse in full the LOC Payments with respect to Commercial Paper Notes maturing on or before the Borrowing Date (whether or not such Commercial Paper Notes are presented for payment) and to pay principal, interest and cost reimbursement, if any, pursuant to Section 4.03(d) then due and payable with respect to Loans, then to the extent of such excess the proceeds of the Loans made on such date shall be transferred to the Collateral Account as instructed by the Bank to the Depositary. The Trust shall give the Bank not less than three Business Days' prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Conversion/Continuation Notice) of any requested conversion of Base Rate Loans to LIBOR Rate Loans or continuation of LIBOR Rate Loans as LIBOR Rate Loans or not less than one Business Day's prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Conversion/Continuation Notice) of any requested conversion of LIBOR Rate Loans to Base Rate Loans or continuation of Base Rate Loans as Base Rate Loans, which notice shall be irrevocable and shall specify the proposed Borrowing Date for such conversion or continuation, the total amount thereof, whether such Loans are to be converted to or continued as LIBOR Rate Loans or Base Rate Loans and, in the case of a requested conversion to or continuation as LIBOR Rate Loans, the Interest Period of such Loans. The notice of conversion or continuation shall be in the form of the Conversion/Continuation Notice. Until the Termination Date the Trust Company may borrow, repay and reborrow hereunder in accordance with this Section 4.01 and Section 4.03. (c) 4.03 hereof. The failure of any Lender to make any Loan to be made by it on the Borrowing Date therefor shall not relieve any other Lender of its obligation to make its Loan or Loans on such date, but neither any Lender nor the Bank shall be responsible for the failure of any other Lender to make a Loan to be made by such other Lender. (d) . The Bank may, but shall not be required to, advance on behalf of any Lender the amount of such Lender's Loan to be made on a Borrowing Date, unless such Lender shall have notified the Bank prior to such Borrowing Date that it does not intend to make such Loan on such date. If the Bank makes any such advance, the Bank shall be entitled to recover the amount so advanced on demand from the Lender on whose behalf such advance was made and, if such Lender does not pay the Bank the amount of such advance on demand, the Trust Company agrees promptly to repay such amount to the Bank. Until such amount is repaid to the Bank by such Lender or the TrustCompany, such advance shall be deemed for all purposes to be a Loan made on such Borrowing Date by the Bank. The Bank shall be entitled to recover from the Lender or the TrustCompany, as the case may be, interest on the amount advanced by it for each day from the Borrowing Date therefor until repaid to the Bank, at a rate per annum equal to the Federal Funds Rate until the third Business Day after the date of the advance and, thereafter, at the Base Rate.

Loans; Interest on the Loans. (a) Subject to the terms and conditions hereof, each of the Lenders, severally and not jointly with the other Lenders, agrees to make Loans to the Trust Company in a principal amount not exceeding, at any one time outstanding, such Lender's Pro Rata Share of the Unused Commitment (after giving effect to the repayment on the same day as such Loan is made of any other Loans then outstanding and/or the reimbursement on the same day as such Loan is made of any LOC Payments). The Lenders shall not be required to make Loans on or after the Termination Date. The Loans shall be either LIBOR Rate Loans or Base Rate Loans, as the Trust Company may from time to time elect; provided, however, that if on or before any LIBOR Determination Date the Bank shall determine (which determination shall be conclusive) that, by reason of any circumstances affecting the London interbank market, adequate and reasonable means do not exist for ascertaining the LIBOR Rate and the Bank shall forthwith give notice of such determination by telephone (confirmed in writing promptly thereafter) or facsimile transmission to the TrustCompany, then so long as such circumstance shall exist, the Lenders shall only be required to make Base Rate Loans to the TrustCompany; provided, further, that if on or before any LIBOR Determination Date the Bank shall determine (which determination shall be conclusive) that (i) by reason of a change since the date of this Agreement in any applicable law or governmental regulation or order of any country or jurisdiction or other circumstances beyond the control of the Lenders, the LIBOR Rate no longer represents the effective cost to the Lenders of deposits of U.S. Dollars in the London interbank market (except for changes with respect to which the Lenders are compensated pursuant to Section 4.05), or (ii) for any reason the Lenders are unable to obtain deposits of U.S. Dollars in the London interbank market for the relevant Interest Period in the amount needed to make any LIBOR Rate Loans, then, in any such case, the Bank shall forthwith give notice of such determination by telephone (confirmed in writing promptly thereafter) or facsimile transmission to the TrustCompany, and so long as there shall exist any such events, the Lenders shall only be required to make Base Rate Loans to the TrustCompany. Except as otherwise provided herein, interest on the outstanding principal amount of each Base Rate Loan shall accrue at the Base Rate and shall be payable quarterly on the last Business Day of each calendar quarter and on the day such Base Rate Loan is paid, and interest on the outstanding principal amount of each LIBOR Rate Loan shall accrue at a rate equal to the sum of (i) the LIBOR Rate determined on the LIBOR Determination Date therefor and (ii) the Applicable Margin in effect from time to time, and shall be payable on the Interest Payment Date relating thereto. Any Loan which is not paid when due (whether by acceleration or otherwise) shall bear interest, payable on demand, at a rate per annum equal to 2% above the rate otherwise applicable to such Loan from time to time. In computing interest on any Loan, the date of the making of a Loan shall be included and the date of payment shall be excluded. Interest on each LIBOR Rate Loan and each Base Rate Loan whenever it is based on the Federal Funds Rate shall be calculated on the basis of a 360-day year for the actual number of days elapsed, and interest on each Base Rate Loan whenever it is based on the Prime Rate shall be calculated on the basis of a 365 or, as the case may be, 366-day year for the actual number of days elapsed. (b) Except as provided in Section 2.05, the Trust Company shall give the Bank not less than one Business Day's prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Borrowing Request) of any requested Base Rate Loans and not less than three Business Days' prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Borrowing Request) of any requested LIBOR Rate Loans (including Loans to refund maturing LIBOR Rate Loans), which notice shall be irrevocable and shall specify the proposed Borrowing Date for such Loans, the total amount thereof, whether such Loans are to be LIBOR Rate Loans or Base Rate Loans and, in the case of a request for LIBOR Rate Loans, the Interest Period of such Loans. If such notice shall fail to specify whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, the Trust Company shall be deemed to have requested Base Rate Loans. If the Trust Company shall fail to give said notice by 11:00 a.m. (New York City time) on the third Business Day before the last day of the Interest Period for any LIBOR Rate Loan, it shall be deemed to have requested that on the last day of such Interest Period the Lenders make a LIBOR Rate Loan to the Trust Company having an Interest Period of one month and in a principal amount equal to the principal amount of the LIBOR Rate Loan then maturing. The amount of each borrowing hereunder from the Lenders shall be equal to the lesser of (i) the Unused Commitment or (ii) $100,000 or an integral multiple thereof. The notice of borrowing shall be in the form of the Borrowing Request. Upon receipt of any Borrowing Request (or deemed request pursuant to Section 2.05), the Bank shall promptly give notice to each Lender of the substance of the Borrowing Request. Not later than noon, New York City time, on the Borrowing Date, each Lender shall make available to the Bank such Lender's Pro Rata Share of the requested Loans in funds immediately available at the Bank's office. Subject to the effectiveness of this Agreement, pursuant to Section 6.01, for Loans made on the date of this Agreement, or, for subsequent Loans, subject to satisfaction, or waiver by the Required Lenders, of each of the applicable conditions precedent contained in Section 6.02 or Section 6.03, as the case may be, on the Borrowing Date the Bank shall make available, in like funds, to the Trust Company the amounts received by the Bank from the Lenders, by transferring the proceeds thereof in immediately available funds to the Commercial Paper Account not later than 1:00 P.M., New York City time, on the Borrowing Date. If the funds on deposit in the Commercial Paper Account (after giving effect to the deposit in the Commercial Paper Account of the proceeds of Commercial Paper Notes issued on such date) shall exceed the amount required to reimburse in full the LOC Payments with respect to Commercial Paper Notes maturing on or before the Borrowing Date (whether or not such Commercial Paper Notes are presented for payment) and to pay principal, interest and cost reimbursement, if any, pursuant to Section 4.03(d) then due and payable with respect to Loans, then to the extent of such excess the proceeds of the Loans made on such date shall be transferred to the Collateral Account as instructed by the Bank to the Depositary. The Trust Company shall give the Bank not less than three Business Days' prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Conversion/Continuation Notice) of any requested conversion of Base Rate Loans to LIBOR Rate Loans or continuation of LIBOR Rate Loans as LIBOR Rate Loans or not less than one Business Day's prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Conversion/Continuation Notice) of any requested conversion of LIBOR Rate Loans to Base Rate Loans or continuation of Base Rate Loans as Base Rate Loans, which notice shall be irrevocable and shall specify the proposed Borrowing Date for such conversion or continuation, the total amount thereof, whether such Loans are to be converted to or continued as LIBOR Rate Loans or Base Rate Loans and, in the case of a requested conversion to or continuation as LIBOR Rate Loans, the Interest Period of such Loans. The notice of conversion or continuation shall be in the form of the Conversion/Continuation Notice. Until the Termination Date the Trust Company may borrow, repay and reborrow hereunder in accordance with this Section 4.01 and Section 4.03. (c) The failure of any Lender to make any Loan to be made by it on the Borrowing Date therefor shall not relieve any other Lender of its obligation to make its Loan or Loans on such date, but neither any Lender nor the Bank shall be responsible for the failure of any other Lender to make a Loan to be made by such other Lender. (d) The Bank may, but shall not be required to, advance on behalf of any Lender the amount of such Lender's Loan to be made on a Borrowing Date, unless such Lender shall have notified the Bank prior to such Borrowing Date that it does not intend to make such Loan on such date. If the Bank makes any such advance, the Bank shall be entitled to recover the amount so advanced on demand from the Lender on whose behalf such advance was made and, if such Lender does not pay the Bank the amount of such advance on demand, the Trust Company agrees promptly to repay such amount to the Bank. Until such amount is repaid to the Bank by such Lender or the TrustCompany, such advance shall be deemed for all purposes to be a Loan made on such Borrowing Date by the Bank. The Bank shall be entitled to recover from the Lender or the TrustCompany, as the case may be, interest on the amount advanced by it for each day from the Borrowing Date therefor until repaid to the Bank, at a rate per annum equal to the Federal Funds Rate until the third Business Day after the date of the advance and, thereafter, at the Base Rate.

Loans; Interest on the Loans. (a) Subject to the terms and conditions hereof, each of the Lenders, severally and not jointly with the other Lenders, agrees to make Loans to the Trust Company in a principal amount not exceeding, at any one time outstanding, such Lender's Pro Rata Share of the Unused Commitment (after giving effect to the repayment on the same day as such Loan is made of any other Loans then outstanding and/or the reimbursement on the same day as such Loan is made of any LOC Payments). The Lenders shall not be required to make Loans on or after the Termination Date. The Loans shall be either LIBOR Rate Loans or Base Rate Loans, as the Trust Company may from time to time elect; provided, however, that if on or before any LIBOR Determination Date the Bank shall determine (which determination shall be conclusive) that, by reason of any circumstances affecting the London interbank market, adequate and reasonable means do not exist for ascertaining the LIBOR Rate and the Bank shall forthwith give notice of such determination by telephone (confirmed in writing promptly thereafter) or facsimile transmission to the TrustCompany, then so long as such circumstance shall exist, the Lenders shall only be required to make Base Rate Loans to the TrustCompany; provided, further, that if on or before any LIBOR Determination Date the Bank shall determine (which determination shall be conclusive) that (i) by reason of a change since the date of this Agreement in any applicable law or governmental regulation or order of any country or jurisdiction or other circumstances beyond the control of the Lenders, the LIBOR Rate no longer represents the effective cost to the Lenders of deposits of U.S. Dollars in the London interbank market (except for changes with respect to which the Lenders are compensated pursuant to Section 4.054.05 hereof), or (ii) for any reason the Lenders are unable to obtain deposits of U.S. Dollars in the London interbank market for the relevant Interest Period in the amount needed to make any LIBOR Rate Loans, then, in any such case, the Bank shall forthwith give notice of such determination by telephone (confirmed in writing promptly thereafter) or facsimile transmission to the TrustCompany, and so long as there shall exist any such events, the Lenders shall only be required to make Base Rate Loans to the TrustCompany. Except as otherwise provided herein, interest on the outstanding principal amount of each Base Rate Loan shall accrue at the Base Rate and shall be payable quarterly on the last Business Day of each calendar quarter and on the day such Base Rate Loan is paid, and interest on the outstanding principal amount of each LIBOR Rate Loan shall accrue at a rate equal to the sum of (i) the LIBOR Rate determined on the LIBOR Determination Date therefor and (ii) the Applicable Margin in effect from time to time, and shall be payable on the Interest Payment Date relating thereto. Any Loan which is not paid when due (whether by acceleration or otherwise) shall bear interest, payable on demand, at a rate per annum equal to 2% above the rate otherwise applicable to such Loan from time to time. In computing interest on any Loan, the date of the making of a Loan shall be included and the date of payment shall be excluded. Interest on each LIBOR Rate Loan and each Base Rate Loan whenever it is based on the Federal Funds Rate shall be calculated on the basis of a 360-day year for the actual number of days elapsed, and interest on each Base Rate Loan whenever it is based on the Prime Rate shall be calculated on the basis of a 365 or, as the case may be, 366-day year for the actual number of days elapsed. (b) . Except as provided in Section 2.052.05 hereof, the Trust Company shall give the Bank not less than one Business Day's prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Borrowing Request) of any requested Base Rate Loans and not less than three Business Days' prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Borrowing Request) of any requested LIBOR Rate Loans (including Loans to refund maturing LIBOR Rate Loans), which notice shall be irrevocable and shall specify the proposed Borrowing Date for such Loans, the total amount thereof, whether such Loans are to be LIBOR Rate Loans or Base Rate Loans and, in the case of a request for LIBOR Rate Loans, the Interest Period of such Loans. If such notice shall fail to specify whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, the Trust Company shall be deemed to have requested Base Rate Loans. If the Trust Company shall fail to give said notice by 11:00 a.m. (New York City time) on the third Business Day before the last day of the Interest Period for any LIBOR Rate Loan, it shall be deemed to have requested that on the last day of such Interest Period the Lenders make a LIBOR Rate Loan to the Trust Company having an Interest Period of one month and in a principal amount equal to the principal amount of the LIBOR Rate Loan then maturing. The amount of each borrowing hereunder from the Lenders shall be equal to the lesser of (i) the Unused Commitment or (ii) $100,000 or an integral multiple thereof. The notice of borrowing shall be in the form of the Borrowing Request. Upon receipt of any Borrowing Request (or deemed request pursuant to Section 2.05), the Bank shall promptly give notice to each Lender of the substance of the Borrowing Request. Not later than noon, New York City time, on the Borrowing Date, each Lender shall make available to the Bank such Lender's Pro Rata Share of the requested Loans in funds immediately available at the Bank's office. Subject to the effectiveness of this Agreement, pursuant to Section 6.01, for Loans made on the date of this Agreement, or, for subsequent Loans, subject to satisfaction, or waiver by the Required Lenders, of each of the applicable conditions precedent contained in Section 6.02 or Section 6.03, as the case may beArticle VI, on the Borrowing Date the Bank shall make available, in like funds, to the Trust Company the amounts received by the Bank from the Lenders, by transferring the proceeds thereof in immediately available funds to the Commercial Paper Account not later than 1:00 P.M., New York City time, on the Borrowing Date. If the funds on deposit in the Commercial Paper Account (after giving effect to the deposit in the Commercial Paper Account of the proceeds of Commercial Paper Notes issued on such date) shall exceed the amount required to reimburse in full the LOC Payments with respect to Commercial Paper Notes maturing on or before the Borrowing Date (whether or not such Commercial Paper Notes are presented for payment) and to pay principal, interest and cost reimbursement, if any, pursuant to Section 4.03(d) then due and payable with respect to Loans, then to the extent of such excess the proceeds of the Loans made on such date shall be transferred to the Collateral Account as instructed by the Bank to the Depositary. The Trust shall give the Bank not less than three Business Days' prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Conversion/Continuation Notice) of any requested conversion of Base Rate Loans to LIBOR Rate Loans or continuation of LIBOR Rate Loans as LIBOR Rate Loans or not less than one Business Day's prior notice in writing or by facsimile transmission (or telephone notice promptly confirmed in writing in the form of a Conversion/Continuation Notice) of any requested conversion of LIBOR Rate Loans to Base Rate Loans or continuation of Base Rate Loans as Base Rate Loans, which notice shall be irrevocable and shall specify the proposed Borrowing Date for such conversion or continuation, the total amount thereof, whether such Loans are to be converted to or continued as LIBOR Rate Loans or Base Rate Loans and, in the case of a requested conversion to or continuation as LIBOR Rate Loans, the Interest Period of such Loans. The notice of conversion or continuation shall be in the form of the Conversion/Continuation Notice. Until the Termination Date the Trust Company may borrow, repay and reborrow hereunder in accordance with this Section 4.01 and Section 4.03. (c) 4.03 hereof. The failure of any Lender to make any Loan to be made by it on the Borrowing Date therefor shall not relieve any other Lender of its obligation to make its Loan or Loans on such date, but neither any Lender nor the Bank shall be responsible for the failure of any other Lender to make a Loan to be made by such other Lender. (d) . The Bank may, but shall not be required to, advance on behalf of any Lender the amount of such Lender's Loan to be made on a Borrowing Date, unless such Lender shall have notified the Bank prior to such Borrowing Date that it does not intend to make such Loan on such date. If the Bank makes any such advance, the Bank shall be entitled to recover the amount so advanced on demand from the Lender on whose behalf such advance was made and, if such Lender does not pay the Bank the amount of such advance on demand, the Trust Company agrees promptly to repay such amount to the Bank. Until such amount is repaid to the Bank by such Lender or the TrustCompany, such advance shall be deemed for all purposes to be a Loan made on such Borrowing Date by the Bank. The Bank shall be entitled to recover from the Lender or the TrustCompany, as the case may be, interest on the amount advanced by it for each day from the Borrowing Date therefor until repaid to the Bank, at a rate per annum equal to the Federal Funds Rate until the third Business Day after the date of the advance and, thereafter, at the Base Rate.