CHANGE IN THE APPLICABLE MARGIN SHALL BE
MADE ON THE FIFTH (5TH) DAY SUBSEQUENT TO THE DATE ON WHICH THE ADMINISTRATIVE
AGENT RECEIVES A COMPLIANCE CERTIFICATE PURSUANT TO SECTION 6.1(V) WITH RESPECT
TO THE PRECEDING FISCAL QUARTER OF BORROWER, PROVIDED THAT THE ADMINISTRATIVE
AGENT DOES NOT OBJECT TO THE INFORMATION PROVIDED IN SUCH CERTIFICATE. SUCH
CHANGES SHALL BE GIVEN PROSPECTIVE EFFECT ONLY, AND NO RECALCULATION SHALL BE
DONE WITH RESPECT TO INTEREST OR LETTER OF CREDIT FEES ACCRUED PRIOR TO THE DATE
OF SUCH CHANGE IN THE APPLICABLE MARGIN. IF ANY SUCH COMPLIANCE CERTIFICATE
SHALL LATER BE DETERMINED TO BE INCORRECT AND AS A RESULT A HIGHER APPLICABLE
MARGIN SHOULD HAVE BEEN IN EFFECT FOR ANY PERIOD, BORROWER SHALL PAY TO THE
ADMINISTRATIVE AGENT FOR THE BENEFIT OF THE LENDERS ALL ADDITIONAL INTEREST AND
FEES WHICH WOULD HAVE ACCRUED IF THE ORIGINAL COMPLIANCE CERTIFICATE HAD BEEN
CORRECT, AS SHOWN ON AN INVOICE TO BE PREPARED BY THE ADMINISTRATIVE AGENT AND
DELIVERED TO BORROWER, ON THE NEXT PAYMENT DATE FOLLOWING DELIVERY OF SUCH
INVOICE. THE PER ANNUM APPLICABLE MARGINS THAT WILL BE EITHER ADDED TO THE
ALTERNATE BASE RATE TO DETERMINE THE FLOATING RATE OR ADDED TO LIBOR BASE RATE
(AS ADJUSTED FOR ANY RESERVE REQUIREMENT) TO DETERMINE THE LIBOR RATE FOR ANY
LIBOR INTEREST PERIOD SHALL BE DETERMINED AS FOLLOWS:
Before Unencumbered Trigger Date
Leverage Ratio
Libor Applicable Margin
ABR Applicable Margin
< 40%
1.20%
0
> 40% but < 50%
1.35%
0
> 50% but < 55%
1.50%
0.25%
> 55%
1.65%
0.35%
After Unencumbered Trigger Date
Leverage Ratio
Libor Applicable Margin
ABR Applicable Margin
<40%
1.00%
0
> 40% but < 50%
1.15%
0
> 50% but < 55%
1.35%
0.25%
> 55%
1.50%
0.30%
The Applicable Margins in the "After Unencumbered Trigger Date" table shall
apply, provided that no Event of Default or Unmatured Default has occurred and
is then continuing, on the Unencumbered Trigger Date.
20
2.4
FINAL PRINCIPAL PAYMENT.
ANY OUTSTANDING ADVANCES AND ALL OTHER UNPAID
OBLIGATIONS SHALL BE PAID IN FULL BY THE BORROWER ON THE FACILITY TERMINATION
DATE.
2.5
UNUSED FEE.
THE BORROWER AGREES TO PAY TO THE ADMINISTRATIVE AGENT FOR THE
ACCOUNT OF EACH LENDER AN UNUSED FACILITY FEE (THE "UNUSED FEE") EQUAL TO AN
AGGREGATE AMOUNT COMPUTED ON A DAILY BASIS FOR SUCH CALENDAR YEAR BY MULTIPLYING
THE UNUSED FEE PERCENTAGE APPLICABLE TO SUCH CALENDAR QUARTER, CALCULATED AS A
PER DIEM RATE, TIMES THE EXCESS OF THE AGGREGATE COMMITMENT OVER THE OUTSTANDING
FACILITY AMOUNT ON EACH DAY OF SUCH CALENDAR QUARTER.
THE UNUSED FEE SHALL BE
PAYABLE QUARTERLY IN ARREARS ON THE FIRST BUSINESS DAY AFTER THE LAST DAY OF
EACH CALENDAR QUARTER.
2.6
OTHER FEES.
THE BORROWER AGREES TO PAY ALL FEES PAYABLE TO THE
ADMINISTRATIVE AGENT AND SYNDICATION AGENT PURSUANT TO THE BORROWER'S LETTER
AGREEMENT WITH THE ADMINISTRATIVE AGENT AND SYNDICATION AGENT DATED AS OF
FEBRUARY 26, 2008 (THE "FEE LETTER").
2.7
MINIMUM AMOUNT OF EACH ADVANCE.
EACH ADVANCE SHALL BE IN THE MINIMUM
AMOUNT OF $1,000,000; PROVIDED,