Provisions Applicable to the Loan. (a) Upon the occurrence of any Event of Default, Lender, at its option, may, to the extent not prohibited under applicable law: (i) increase the applicable interest rate on all or any portion of the Loan to the Default Rate, and (ii) add any unpaid accrued interest to principal, and such sum will bear interest therefrom until paid at the rate provided for herein (including any increased rate).
(b) Interest, fees and other charges hereunder each shall be calculated on a 360 day year basis and shall be based on the actual number of days which elapse during the interest calculation period.
(c) In no event whatsoever shall the interest rate and other charges hereunder exceed the highest rate permissible under law which a court of competent jurisdiction, in a final determination, shall deem applicable hereto. In the event such a court determines that Lender has received interest or other charges hereunder in excess of the highest rate applicable thereto, Lender shall promptly refund such excess amount to the Borrowers, and the provisions hereof shall be deemed amended to provide for such permissible rate.
(d) Each of the Borrowers hereby irrevocably authorizes Lender to charge any account of any Borrower or to add to the principal balance of the Loan an amount to effect any payment of principal, interest, fees and commissions as the same becomes due hereunder.
Provisions Applicable to the Loan. The following provisions are applicable to the Loan:
(i) The LIBOR-based Rate -- Certain Effects. The LIBOR-based Rate shall be subject to the following conditions in addition to other consequences stated in this Agreement:
A. Notwithstanding any other provision of this Agreement, the Bank may elect not to offer the LIBOR-based Rate on any day on which the Bank has determined that it is not practical to quote such rate because of the unavailability of sufficient funds to the Bank for appropriate terms at rates approximating the relevant London Interbank Offered Rate, or because of legal or regulatory changes which make it impractical or burdensome for the Bank to lend money at the LIBOR-based Rate.
B. If, as a result of any regulatory change, the basis of taxation of payments to the Bank of the principal of or any interest on the Revolving Loan bearing interest at the LIBOR-based Rate or any other amounts payable hereunder in respect thereof, other than taxes imposed on the overall net income of the Bank, is changed, or any reserve, special deposit, or similar requirement relating to any extensions of credit or other assets of or any deposits with or other liabilities of the Bank are imposed, modified, or deemed applicable, and the Bank reasonably determines that, by reason thereof, the cost to it of making, issuing, or maintaining the Revolving Loan at the LIBOR-based Rate is increased by an amount deemed by it to be material, then the Company shall pay promptly upon demand to the Bank such additional amounts as the Bank reasonably determines will compensate for such increased costs; provided, however, that the Company shall not be the only borrower of the Bank that is singled out from a group of similarly situated borrowers of the Bank subject to this type of provision that is requested to remit increased costs. Any determination by the Bank of increased costs of maintaining deposits made pursuant to the provisions of this section shall be final, absent manifest error.
Provisions Applicable to the Loan. The following provisions are applicable to the Loan:
(i) PROCEDURES FOR ELECTING THE LIBOR-BASED RATE -- CERTAIN EFFECTS OF ELECTION. The LIBOR-based Rate may be elected only in accordance with the following procedures, shall be subject to the following conditions and the election of the LIBOR-based Rate shall have the following consequences in addition to other consequences stated in this Agreement:
A. The LIBOR-based Rate may be elected only for the Loan or portions of the Loan in a minimum amount of $500,000.00.
B. The LIBOR-based Rate may not be elected at any time that an Event of Default or Unmatured Event of Default has occurred and is continuing.
C. The Company may prepay all or any portion of the principal amount of a Loan bearing interest at a LIBOR-based Rate; provided, that if the Company makes any such prepayment other than on the last day of an Interest Period, the Company shall pay all accrued interest on the principal amount prepaid with such prepayment and, on demand, shall reimburse the Bank and hold the Bank harmless from all losses and expenses incurred by the Bank as a result of such prepayment, including, without limitation, any losses and expenses arising from the liquidation or reemployment of deposits acquired to fund or maintain the principal amount prepaid. Such reimbursement shall be calculated as though the Bank funded the principal amount prepaid through the purchase of U.S. Dollar deposits in the London, England interbank market having a maturity corresponding to such Interest Period and bearing an interest rate equal to the London Interbank Offered Rate for such Interest Period, whether in fact that is the case or not. The Bank's determination of the amount of such reimbursement shall be conclusive in the absence of manifest error.
D. On any Banking Day, the Company may request a quotation of the LIBOR-based Rate then in effect from the Bank. As soon as possible, and provided that such request is received by the Bank prior to 12:00 noon, Indianapolis, Indiana time, the Bank shall quote such LIBOR-based Rate before 12:00 noon, Indianapolis, Indiana, on the next following Banking Day. The Company shall then have until the end of the Banking Day on which such quotation is given or within such shorter time as the Bank may specify, to exercise its option to elect the LIBOR-based Rate quoted, subject to all other conditions and limitations stated in this Agreement. The period for which the LIBOR-based Rate is effective shall begin...
