RELATED CONTRACT, OR THE FURNISHING OR FAILURE TO FURNISH SUCH ELECTRICITY,
NATURAL GAS, OR OTHER GOODS OR SERVICES;
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(VI)
ANY PRODUCTS LIABILITY CLAIM ARISING OUT OF OR IN CONNECTION WITH
GOODS OR SERVICES WHICH ARE THE SUBJECT OF ANY CONTRACT;
(VII)
THE COMMINGLING OF COLLECTIONS OF RECEIVABLES AT ANY TIME WITH
OTHER FUNDS; AND
(VIII)
ANY OTHER MATTER RELATING TO THE FINANCING TRANSACTIONS
CONTEMPLATED BY THIS AGREEMENT OR THE OTHER LOAN DOCUMENTS OR BY ANY DOCUMENT
EXECUTED IN CONNECTION WITH THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT OR
THE OTHER LOAN DOCUMENTS.
SECTION 8.
INTEREST, FEES AND EXPENSES.
8.1
(A)
INTEREST ON THE REVOLVING LOANS SHALL BE PAYABLE MONTHLY AS
OF THE LAST DAY OF EACH MONTH.
INTEREST ON BASE RATE LOANS SHALL BE PAYABLE IN
AN AMOUNT EQUAL TO THE BASE RATE PLUS ONE-HALF OF ONE PERCENT (0.50%) PER ANNUM
ON THE AVERAGE OF THE NET BALANCES OWING BY THE COMPANY TO THE AGENT IN THE
REVOLVING LOAN ACCOUNT (EXCLUDING AMOUNTS RELATING TO LIBOR LOANS) AT THE CLOSE
OF EACH DAY DURING SUCH MONTH.
IN THE EVENT OF ANY CHANGE IN SAID BASE RATE,
THE RATE HEREUNDER FOR BASE RATE LOANS SHALL CHANGE, AS OF THE DATE OF SUCH
CHANGE, SO AS TO REMAIN ONE-HALF OF ONE PERCENT (0.50%) ABOVE THE BASE RATE.
THE RATE HEREUNDER FOR BASE RATE LOANS SHALL BE CALCULATED BASED ON A 360 DAY
YEAR.
THE AGENT SHALL BE ENTITLED TO CHARGE THE COMPANY'S REVOLVING LOAN
ACCOUNT AT THE RATE PROVIDED FOR HEREIN WHEN DUE UNTIL ALL OBLIGATIONS HAVE BEEN
PAID IN FULL.
(B)
NOTWITHSTANDING ANY PROVISION TO THE CONTRARY CONTAINED IN THIS
SECTION 8, IN THE EVENT THAT THE SUM OF THE OUTSTANDING REVOLVING LOANS EXCEED
THE LESSER OF EITHER (X) THE MAXIMUM AGGREGATE AMOUNT AVAILABLE UNDER SECTION 3
OF THIS AGREEMENT OR (Y) THE REVOLVING LINE OF CREDIT:
(A) AS A RESULT OF
REVOLVING LOANS ADVANCED BY THE AGENT AT THE REQUEST OF THE COMPANY (HEREIN
"REQUESTED OVERADVANCES"), FOR ANY ONE (1) OR MORE DAYS IN ANY MONTH, OR (B) FOR
ANY OTHER REASON WHATSOEVER (HEREIN "OTHER OVERADVANCES") AND SUCH OTHER
OVERADVANCES CONTINUE FOR FIVE (5) OR MORE DAYS IN ANY MONTH, THE AVERAGE NET
BALANCE OF ALL REVOLVING LOANS FOR SUCH MONTH SHALL BEAR INTEREST AT THE
OVERADVANCE RATE.
(C)
UPON AND AFTER THE OCCURRENCE OF AN EVENT OF DEFAULT AND THE GIVING
OF ANY REQUIRED NOTICE BY THE AGENT IN ACCORDANCE WITH THE PROVISIONS OF SECTION
10.2, ALL OBLIGATIONS SHALL BEAR INTEREST AT THE DEFAULT RATE OF INTEREST.
8.2
(A) THE COMPANY WILL PAY FEES TO THE AGENT PURSUANT TO THE FEE
LETTER AT THE TIMES SPECIFIED THEREIN.
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(A)
THE COMPANY WILL PAY TO THE AGENT (FOR THE BENEFIT OF THE LENDERS)
THE UNUSED FACILITY FEE, PAYABLE MONTHLY IN ARREARS AS OF THE LAST BUSINESS DAY
OF EACH MONTH FOLLOWING THE CLOSING DATE AND, WITH RESPECT TO THE MONTH ON WHICH
THE COMMITMENT TERMINATION DATE OCCURS, PAYABLE IN ARREARS AS OF THE COMMITMENT
TERMINATION DATE.
THE UNUSED FACILITY