LIMIT LESS
THE REVOLVING LOAN OUTSTANDINGS ON EACH DAY, MULTIPLIED BY THE APPLICABLE
PERCENTAGE SPECIFIED AS THE "COMMITMENT FEE" IN THE PRICING TABLE CORRESPONDING
TO THE BORROWING BASE USAGE AS OF THE END OF SUCH DAY.
SUCH FEE IS TO BE PAID
QUARTERLY IN ARREARS ON THE LAST DAY OF EACH QUARTER.
(C)
AGENT'S FEES.
BORROWER SHALL PAY TO ADMINISTRATIVE AGENT FEES IN
SUCH AMOUNTS AND AT SUCH TIMES AS SET FORTH IN THAT CERTAIN LETTER AGREEMENT
DATED OCTOBER 2, 2007 BETWEEN ADMINISTRATIVE AGENT AND BORROWER, AS AMENDED FROM
TIME TO TIME.
(D)
COMPUTATION OF INTEREST AND RELATED FEES.
OTHER THAN CALCULATIONS
IN RESPECT OF INTEREST AT THE BASE RATE (WHICH SHALL BE MADE ON THE ACTUAL
NUMBER OF DAYS ELAPSED IN A 365/366-DAY YEAR), ALL INTEREST AND FEES UNDER EACH
FINANCING DOCUMENT SHALL BE CALCULATED ON THE BASIS OF A 360-DAY YEAR FOR THE
ACTUAL NUMBER OF DAYS ELAPSED.
THE DATE OF FUNDING OF A BASE RATE LOAN AND THE
FIRST DAY OF AN INTEREST PERIOD WITH RESPECT TO A LIBOR LOAN SHALL BE INCLUDED
IN THE CALCULATION OF INTEREST.
THE DATE OF PAYMENT OF A BASE RATE LOAN AND THE
LAST DAY OF AN INTEREST PERIOD WITH RESPECT TO A LIBOR LOAN SHALL BE EXCLUDED
FROM THE CALCULATION OF INTEREST.
IF A LOAN IS REPAID ON THE SAME DAY THAT IT
IS MADE, ONE (1) DAY'S INTEREST SHALL BE CHARGED.
INTEREST ON ALL BASE RATE
LOANS IS PAYABLE IN ARREARS ON THE LAST DAY OF EACH CALENDAR QUARTER AND ON THE
MATURITY OF SUCH LOANS, WHETHER BY ACCELERATION OR OTHERWISE.
INTEREST ON LIBOR
LOANS SHALL BE PAYABLE ON THE LAST DAY OF THE APPLICABLE INTEREST PERIOD, UNLESS
THE INTEREST PERIOD IS GREATER THAN THREE (3) MONTHS, IN WHICH CASE INTEREST
WILL BE PAYABLE ON THE LAST DAY OF EACH THREE (3) MONTH INTERVAL.
IN ADDITION,
INTEREST ON LIBOR LOANS IS DUE ON THE MATURITY OF SUCH LOANS, WHETHER BY
ACCELERATION OR OTHERWISE.
(E)
LIBOR PROVISIONS.
(I)
LIBOR ELECTION.
SUBJECT TO THE PROVISIONS OF SECTION 8.4,
BORROWER MAY REQUEST THAT REVOLVING LOANS PERMITTED TO BE MADE HEREUNDER BE
LIBOR LOANS, THAT OUTSTANDING PORTIONS OF REVOLVING LOANS BE CONVERTED TO LIBOR
LOANS AND THAT ALL OR ANY PORTION OF A LIBOR LOAN BE CONTINUED AS A LIBOR LOAN
UPON EXPIRATION OF THE APPLICABLE INTEREST PERIOD.
ANY SUCH REQUEST WILL BE
MADE BY SUBMITTING A NOTICE OF BORROWING TO ADMINISTRATIVE AGENT.
ONCE GIVEN,
AND EXCEPT AS PROVIDED IN CLAUSE (II) BELOW, A NOTICE OF BORROWING SHALL BE
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IRREVOCABLE AND BORROWER SHALL BE BOUND THEREBY.
UPON THE EXPIRATION OF AN
INTEREST PERIOD, IN THE ABSENCE OF A NEW NOTICE OF BORROWING SUBMITTED TO
ADMINISTRATIVE AGENT NOT LESS THAN THREE (3) BUSINESS DAYS PRIOR TO THE END OF
SUCH INTEREST PERIOD, THE LIBOR LOAN THEN MATURING SHALL BE AUTOMATICALLY
CONVERTED TO A BASE RATE LOAN.
THERE MAY BE NO MORE THAN SIX (6) LIBOR LOANS
OUTSTANDING AT ANY ONE TIME.
EACH REQUEST FOR A LIBOR LOAN, WHETHER BY ORIGINAL
ISSUANCE, CONVERSION