Amendments to Subsection 4. 9. Subsection 4.9 of the Credit Agreement is hereby amended by deleting such subsection in its entirety and substituting in lieu thereof the following:
Amendments to Subsection 4. 8.
(a) Subsection 4.8(a) of the Credit Agreement is hereby amended by deleting the third and fourth sentences thereof in their respective entireties and substituting in lieu thereof the following: Each payment (including each prepayment) by the Borrower on account of principal of and interest on any Term Loans shall be allocated by the Administrative Agent pro rata according to the respective outstanding principal amounts of the Term Loans then held by the Term Loan Lenders.
(b) Subsection 4.8(b) of the Credit Agreement is hereby amended by deleting the words “Revolving Credit Commitment Percentage, Tranche A Term Loan Percentage or Tranche B Term Loan Percentage” in each case where it appears therein and substituting in lieu thereof the words “Revolving Credit Commitment Percentage or Term Loan Percentage”.
Amendments to Subsection 4. 1. Subsection 4.1 of the Credit Agreement is hereby amended as follows:
(a) by adding a proviso at the end of the first sentence of paragraph (a) of such subsection to read as follows: "provided that, except for the prepayment of Term Loans funded with the proceeds of the Tranche B Term Loans, the Borrower may not make an optional prepayment of the Term Loans or Tranche B Term Loans unless the Borrower shall, concurrently with such prepayment, make a ratable prepayment of Tranche B Term Loans or Term Loans, respectively."
(b) by adding the words "and Tranche B Term Loans" after the words "Term Loans" in the third, fourth and fifth sentences of paragraph (a) of such subsection;
(c) by adding a proviso at the end of the fifth sentence of paragraph (a) of such subsection to read as follows: "provided that any prepayment of the Term Loans funded with the proceeds of the Tranche B Term Loans shall be applied to the remaining installments thereof in the scheduled order of maturity."
(d) by adding the words "and Tranche B Term Loans" after the words "Term Loans" in the first and second sentences of paragraph (b) of such subsection;
(e) by deleting the reference to the amount "$35,000,000" in paragraph (b) of such subsection and inserting in lieu thereof a reference to the amount "$10,000,000";
(f) by amending and restating the first sentence of paragraph (c) of such subsection to read in its entirety as follows; "All mandatory prepayments of Loans and all reductions of Revolving Credit Commitments pursuant to subsection 4.1(b) shall be made in the following order of priority: first the Term Loans and the Tranche B Term Loans shall be prepaid on a ratable basis (with the amount of such prepayments being then applied to prepay the remaining installments of the Term Loans or the Tranche B Term Loans, as the case may be, pro rata), and second, after the Term Loans and the Tranche B Term Loans shall have been prepaid in full, the Revolving Credit Commitments shall be reduced (and, to the extent that there are any Swing Line Loans and Revolving Credit Loans outstanding, the Swing Line Loans and the Revolving Credit Loans shall be prepaid (with the Swing Line Loans to be prepaid first) in an aggregate amount equal to the lesser of (i) the amount of such reduction and (ii) the aggregate principal amount of then outstanding Swing Line Loans and Revolving Credit Loans)."
(g) by amending and restating the first three sentences of paragraph (d) of such subsection to read in ...
Amendments to Subsection 4. (a) Subsection 4.4 of the Credit Agreement is hereby amended by deleting the parenthetical phrase "(less the Reinvested Amount applicable thereto)" from clause (d) of said subsection and by adding the following new proviso to the end of said clause (d): "provided, that if as a result of any such Asset Sale or Disposition a prepayment would become due under subsection 4.4(f) because the Borrowing Base (after giving effect to such Asset Sale or Disposition) will be reduced, then an amount equal to the amount required to be prepaid under subsection 4.4(f) shall be applied in accordance with such subsection, and an amount equal to the difference between (x) 100% of the Net Cash Proceeds of such Asset Sale or other Disposition and (y) the amount so applied pursuant to subsection 4.4(f) shall be in applied in accordance with subsection 4.4(h), except that no prepayments of the Revolving Credit Loans pursuant to subsection 4.4(f) shall reduce the Revolving Credit Commitments unless requested by the Borrower."
(b) Subsection 4.4 of the Credit Agreement is hereby further amended by deleting from subclause (y) of the second sentence of clause (h) of said subsection the words "first, to the first two installments thereof due on or after the date of such prepayment in the order of their maturities and second".
Amendments to Subsection 4. 6. Subsection 4.6 of the Credit Agreement is hereby amended by adding after clause (b) and before subsection 4.7 the following new clause (c):
Amendments to Subsection 4. 1 (Procedure for Borrowing). Subsection 4.1 of the Credit Agreement is hereby amended by:
(a) deleting the term "Tranche B Term Loans" and inserting in lieu thereof the term "Tranche C Term Loans"; and
Amendments to Subsection 4. 4.
(a) Subsection 4.4(a) is hereby amended by (i) deleting the “.” at the end of the first sentence thereof and substituting in lieu thereof: ; provided that, during the period from the First Amendment Effective Date to but excluding the first anniversary of the First Amendment Effective Date, any optional prepayment of the Term Loans of any Term Lender using proceeds of Indebtedness incurred by the Parent Borrower from a substantially concurrent issuance or incurrence of syndicated term loans provided by one or more banks or other financial institutions for which the interest rate payable thereon is lower than the Eurocurrency Rate on the date of such optional prepayment plus the Applicable Margin with respect to the Term Loans at the time of such optional prepayment shall be accompanied by payment of a 1% prepayment premium on the principal amount of such Term Lender’s Term Loan prepaid (unless such prepayment premium is waived by such Lender). and (ii) deleting the “.” at the end of the third sentence thereof and substituting the following in lieu thereof: and, if applicable, the prepayment premium provided for in the first sentence of this subsection 4.4(a)
(b) Subsection 4.4(c)(ii) of the Credit Agreement is hereby amended in its entirety to read as follows:
Amendments to Subsection 4. 1. Subsection 4.1(c) of the Credit Agreement is hereby amended by inserting the language “, any Additional Interest” immediately after the words “letter of credit fee” in the second line thereof.
