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This excerpt taken from the CVS 8-K filed Mar 23, 2007. Option
to Fund;
Substituted Interest Rate
(a) Each Lender
has indicated that, if the
Borrower requests a Swing Line Loan, a Eurodollar Advance or a Competitive
Bid
Loan, such Lender may wish to purchase one or more deposits in order to fund
or
maintain its funding of its Commitment Percentage of such Eurodollar Advance
or
its Swing Line Loan or Competitive Bid Loan during the Interest Period with
respect thereto; it being understood that the provisions of this Agreement
relating to such funding are included only for the purpose of determining the
rate of interest to be paid in respect of such Swing Line Loan, Eurodollar
Advance or Competitive Bid Loan and any amounts owing under Sections 3.5 and
3.6. The Swing Line Lender and each Lender shall be entitled to fund and
maintain its funding of all or any part of each Swing Line Loan, Eurodollar
Advance and Competitive Bid Loan in any manner it sees fit, but all such
determinations hereunder shall be made as if such Lender had actually funded
and
maintained its Commitment Percentage of each Eurodollar Advance or its Swing
Line Loan or Competitive Bid Loan, as the case may be, during the applicable
Interest Period through the purchase of deposits in an amount equal to the
amount of its Commitment Percentage of such Eurodollar Advance or the amount
of
such Swing Line Loan or Competitive Bid Loan, as the case may be, and having
a
maturity corresponding to such
34 Interest Period.
Each
Lender may fund its Loans from or for the account of any branch or office of
such Lender as such Lender may choose from time to time, subject to Section
3.10.
(b) In the event
that (i) the Administrative
Agent shall have determined in good faith (which determination shall be
conclusive and binding upon the Borrower) that by reason of circumstances
affecting the interbank eurodollar market either adequate and reasonable means
do not exist for ascertaining the Eurodollar Rate applicable pursuant to Section
2.3 or Section 3.3, or (ii) the Required Lenders shall have notified the
Administrative Agent that they have in good faith determined (which
determination shall be conclusive and binding on the Borrower) that the
applicable Eurodollar Rate will not adequately and fairly reflect the cost
to
such Lenders of maintaining or funding loans bearing interest based on such
Eurodollar Rate with respect to any portion of the Loans that the Borrower
has
requested be made as Eurodollar Advances or any Eurodollar Advance that will
result from the requested conversion of any portion of the Loans into Eurodollar
Advances (each, an |
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