LOAN COMMITMENT REPRESENTS OF THE TOTAL LOAN COMMITMENT) AN
UPFRONT FEE (THE "UPFRONT FEE") IN THE AMOUNT OF $250,000, WHICH FEE SHALL BE
DEEMED EARNED IN FULL ON THE DATE HEREOF AND SHALL BE DUE AND PAYABLE IN FOUR
EQUAL INSTALLMENTS OF $62,500, WITH THE FIRST INSTALLMENT DUE AND PAYABLE ON THE
DATE HEREOF AND THE THREE SUBSEQUENT INSTALLMENTS DUE AND PAYABLE ON MARCH 5,
2008, SEPTEMBER 5, 2008 AND MARCH 5, 2009.
SECTION 5.
PAYMENTS, ETC.
5.1
CURRENCY OF PAYMENTS.
ALL PAYMENTS OF
PRINCIPAL AND INTEREST ON LOANS AND UNDER THE NOTES SHALL BE MADE TO AGENT IN
IMMEDIATELY AVAILABLE FUNDS IN DOLLARS.
10
5.2
PAYMENTS ON NON-BUSINESS DAYS;
CALCULATIONS.
WHENEVER ANY PAYMENT TO BE MADE HEREUNDER OR UNDER THE NOTES
SHALL BE STATED TO BE DUE ON A DAY WHICH IS NOT A BUSINESS DAY, THE DUE DATE
THEREOF SHALL BE EXTENDED TO THE NEXT SUCCEEDING BUSINESS DAY AND INTEREST SHALL
BE PAYABLE AT THE APPLICABLE RATE DURING SUCH EXTENSION.
INTEREST ON BASE RATE
LOANS HEREUNDER AND UNDER THE NOTES SHALL BE CALCULATED ON THE BASIS OF A
365-DAY YEAR AND THE ACTUAL NUMBER OF DAYS ELAPSED AND INTEREST ON FIXED RATE
LOANS AND LIBOR LOANS HEREUNDER AND UNDER THE NOTES SHALL BE CALCULATED ON THE
BASIS OF A 360-DAY YEAR AND THE ACTUAL NUMBER OF DAYS ELAPSED.
IF FOR ANY
REASON A LOAN IS REPAID ON THE SAME DAY ON WHICH IT IS MADE, ONE DAY'S INTEREST
(SUBJECT TO THE OTHER PROVISIONS OF THIS AGREEMENT) SHALL BE PAID ON THAT LOAN.
BORROWER HEREBY AUTHORIZES AND DIRECTS AGENT AND EACH LENDER TO CHARGE ANY
ACCOUNT OF BORROWER MAINTAINED AT ANY OFFICE OF AGENT OR SUCH LENDER WITH THE
AMOUNT OF ANY PRINCIPAL, INTEREST OR FEE WHEN THE SAME BECOMES DUE AND PAYABLE
UNDER THE TERMS HEREOF OR OF THE NOTES; PROVIDED, HOWEVER, THAT NEITHER AGENT
NOR ANY LENDER SHALL BE UNDER ANY OBLIGATION TO CHARGE ANY SUCH ACCOUNT.
5.3
PAYMENT DATE AND DISTRIBUTION OF FUNDS.
(A)
UNTIL SUCH TIME AS AGENT, OR SENIOR AGENT,
AS THE CASE MAY BE, HAS EXERCISED CONTROL OVER THE CASH FLOW CASH COLLATERAL
ACCOUNT AND THE CASH COLLATERAL ACCOUNT-SERVICING IN ACCORDANCE WITH THE LOAN
DOCUMENTS, ALL FUNDS IN SUCH ACCOUNTS SHALL BE DISTRIBUTED BY BORROWER ON THE
FOURTH TO LAST BUSINESS DAY OF EACH MONTH (EACH, A "PAYMENT DATE") PURSUANT TO
THE DISTRIBUTION STATEMENT APPROVED IN WRITING BY AGENT, OR SENIOR AGENT, AS THE
CASE MAY BE (OR AT ANY OTHER TIMES AS MAY BE AGREED UPON FROM TIME TO TIME BY
BORROWER, AGENT, SENIOR AGENT AND LENDERS) TO BE PAID AND APPLIED AS FOLLOWS:
(I)
FIRST, TO THE PAYMENT TO SENIOR AGENT,
FOR THE ACCOUNT OF SENIOR LENDERS, OF ALL INTEREST UNDER THE RAL WHICH IS THEN
DUE AND PAYABLE;
(II)
SECOND, TO THE PAYMENT TO SENIOR AGENT,
FOR THE ACCOUNT OF SENIOR LENDERS, OF ANY COMMITMENT FEE PAYABLE PURSUANT TO THE
RAL;
(III)
THIRD, TO THE PAYMENT TO AGENT, FOR THE
ACCOUNT OF LENDERS, OF ALL INTEREST ON THE LOANS