US Airways 2004 Annual Report Download - page 198

and Borrower agree that such is the case), (b) characterize any nonprincipal
payment as an expense, fee, or premium rather than as interest, (c) exclude
voluntary prepayments and the effects thereof and any Termination Fee payable as
a result thereof, and (d) amortize, prorate, allocate, and spread the total
amount of interest throughout the entire contemplated term of the Obligation.
However, if the Obligation is paid and performed in full prior to the end of the
full contemplated term thereof, and if the interest received for the actual
period of existence thereof exceeds the Maximum Amount, Lenders shall refund
such excess, and, in such event, Lenders shall not, to the extent permitted by
Law, be subject to any penalties provided by any Laws for contracting for,
charging, taking, reserving, or receiving interest in excess of the Maximum
Amount.
3.9 INTEREST PERIODS. The interest period applicable to Eurodollar Rate
Borrowings shall be ninety (90) days (each an "INTEREST PERIOD"); provided,
however, that: (a) the initial Interest Period shall commence on the date hereof
and each Interest Period occurring thereafter in respect of the Outstanding Note
Balance shall commence on the day on which the next preceding Interest Period
applicable thereto expires; and (b) if any Interest Period for a Eurodollar Rate
Borrowing begins on a day for which there is no numerically corresponding
Business Day in the calendar month at the end of such Interest Period, then such
Interest Period shall end on the last Business Day in the calendar month at the
end of such Interest Period.
3.10 CONVERSION TO BASE RATE BORROWING. No Eurodollar Rate Borrowing may
be made or continued as a Eurodollar Rate Borrowing, and no Base Rate Borrowing
may be converted to a Eurodollar Rate Borrowing, if the interest rate for such
Eurodollar Rate Borrowing would exceed the Maximum Rate. The right to continue
as a Eurodollar Rate Borrowing shall not be available during the occurrence of a
Default.
3.11 ORDER OF APPLICATION. Any payment or prepayment (including proceeds
from the exercise of any Rights) shall be applied to the Obligation in the
following order: (i) to the ratable payment of all fees, expenses, and
indemnities for which Administrative Agent or Lenders have not been paid or
reimbursed in accordance with the Loan Documents (as used in this SECTION 3.11,
a "ratable payment" for any Lender or Administrative Agent shall be, on any date
of determination, that proportion which the portion of the total fees, expenses,
and indemnities owed to such Lender or Administrative Agent bears to the total
aggregate fees and indemnities owed to all Lenders and Administrative Agent on
such date of determination); (ii) to the ratable payment of accrued and unpaid
interest on the Aggregate Senior Secured Discount Note Stated Amount (as used in
this SECTION 3.11), "ratable payment" means, for any Lender, on any date of
determination, that proportion which the accrued and unpaid interest on the
Senior Secured Discount Note owed to such Lender bears to the total accrued and
unpaid interest on the Aggregate Senior Secured Discount Note Stated Amount owed
to all Lenders); (iii) to the ratable payment of the Aggregate Senior Secured
Discount Note Stated Amount (as used in this SECTION 3.11, "ratable payment"
means, for any Lender, on any date of determination, that proportion which the
Senior Secured Discount Note Amount owed to such Lender bears to the Aggregate
Senior Secured Discount Note Stated Amount owed to all Lenders); and (iv) to the
payment of the remaining Obligation in the order and manner Required Lenders
deem appropriate.
Subject to the provisions of SECTION 12 and provided that Administrative Agent
shall not in any event be bound to inquire into or to determine the validity,
scope, or priority of any interest or entitlement of any Lender and may suspend
all payments or seek appropriate relief (including, without limitation,
instructions from Required Lenders or an action in the nature of interpleader)
in the event of any doubt or dispute as to any apportionment or distribution
contemplated hereby, Administrative Agent shall promptly distribute such amounts
to each Lender in accordance with the Agreement and the related Loan Documents.
Senior Secured Term Loan
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