SHALL NOT EXCEED
$500,000,000;
(B)
EACH SUCH INCREASE SHALL BE IN AN AMOUNT NOT
LESS THAN $25,000,000 OR SUCH AMOUNT PLUS AN INTEGRAL MULTIPLE OF $5,000,000;
(C)
THE REVOLVING COMMITMENTS SHALL NOT BE
INCREASED ON MORE THAN TWO OCCASIONS;
(D)
IF REVOLVING LOANS WOULD BE OUTSTANDING
IMMEDIATELY AFTER GIVING EFFECT TO EACH SUCH INCREASE, THEN SIMULTANEOUSLY WITH
SUCH INCREASE (1) EACH SUCH LENDER, EACH SUCH AFFILIATE, APPROVED FUND OR OTHER
PERSON AND EACH OTHER LENDER SHALL BE DEEMED TO HAVE ENTERED INTO A MASTER
ASSIGNMENT AND ACCEPTANCE AGREEMENT, IN FORM AND SUBSTANCE SUBSTANTIALLY SIMILAR
TO EXHIBIT A, PURSUANT TO WHICH EACH SUCH OTHER LENDER SHALL HAVE ASSIGNED TO
EACH SUCH LENDER AND EACH SUCH AFFILIATE, APPROVED FUND OR OTHER PERSON A
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PORTION OF ITS REVOLVING LOANS NECESSARY TO REFLECT PROPORTIONATELY THE
REVOLVING COMMITMENTS AS ADJUSTED IN ACCORDANCE WITH THIS SUBSECTION (E), AND
(2) IN CONNECTION WITH SUCH ASSIGNMENT, EACH SUCH LENDER AND EACH SUCH
AFFILIATE, APPROVED FUND OR OTHER PERSON SHALL PAY TO THE ADMINISTRATIVE AGENT,
FOR THE ACCOUNT OF THE OTHER LENDERS, SUCH AMOUNT AS SHALL BE NECESSARY TO
APPROPRIATELY REFLECT THE ASSIGNMENT TO IT OF REVOLVING LOANS, AND IN CONNECTION
WITH SUCH MASTER ASSIGNMENT EACH SUCH OTHER LENDER MAY TREAT THE ASSIGNMENT OF
EURODOLLAR BORROWINGS AS A PREPAYMENT OF SUCH EURODOLLAR BORROWINGS FOR PURPOSES
OF SECTION 3.6;
(E)
EACH SUCH AFFILIATE, APPROVED FUND OR OTHER
PERSON SHALL HAVE DELIVERED TO THE ADMINISTRATIVE AGENT AND THE BORROWER ALL
FORMS, IF ANY, THAT ARE REQUIRED TO BE DELIVERED BY SUCH AFFILIATE, APPROVED
FUND OR OTHER PERSON PURSUANT TO SECTION 3.7; AND
(F)
THE BORROWER SHALL HAVE DELIVERED TO THE
ADMINISTRATIVE AGENT FOR FURTHER DISTRIBUTION TO EACH LENDER A CERTIFICATE OF A
FINANCIAL OFFICER DEMONSTRATING COMPLIANCE ON A PRO FORMA BASIS WITH THE
FINANCIAL COVENANTS THROUGH THE REVOLVING MATURITY DATE AND THE ADMINISTRATIVE
AGENT SHALL HAVE RECEIVED SUCH CUSTOMARY CERTIFICATES, LEGAL OPINIONS AND OTHER
ITEMS AS IT SHALL REASONABLY REQUEST IN CONNECTION WITH SUCH INCREASE.
SECTION 2.6.
REPAYMENT OF LOANS
(A)
THE BORROWER HEREBY UNCONDITIONALLY
PROMISES TO PAY TO THE ADMINISTRATIVE AGENT FOR THE ACCOUNT OF EACH APPLICABLE
LENDER THE THEN UNPAID PRINCIPAL AMOUNT OF EACH REVOLVING LOAN, A TERM LOAN, B
TERM LOAN AND ADDITIONAL TERM LOAN ON THE REVOLVING MATURITY DATE, A TERM
MATURITY DATE, B TERM MATURITY DATE AND THE ADDITIONAL TERM LOAN MATURITY DATE,
RESPECTIVELY.
THE OUTSTANDING PRINCIPAL BALANCE OF EACH SWINGLINE LOAN SHALL BE
DUE AND PAYABLE ON THE EARLIEST TO OCCUR OF THE LAST DAY OF THE SWINGLINE
INTEREST PERIOD APPLICABLE THERETO, THE BUSINESS DAY IMMEDIATELY PRECEDING THE
REVOLVING MATURITY DATE, AND THE DATE ON WHICH THE SWINGLINE LOANS SHALL BECOME
DUE AND PAYABLE PURSUANT TO THE PROVISIONS HEREOF, WHETHER BY ACCELERATION OR
OTHERWISE; PROVIDED THAT ON EACH DATE THAT A REVOLVING BORROWING IS MADE, THE
BORROWER SHALL REPAY ALL SWINGLINE LOANS THEN OUTSTANDING.
(B)
ON THE LAST DAY OF EACH MARCH, JUNE,
SEPTEMBER AND DECEMBER, BEGINNING WITH DECEMBER 31, 2008, THE BORROWER SHALL
REPAY THE A TERM LOANS IN THE AGGREGATE PRINCIPAL