Common use of Consolidated Capital Expenditures Clause in Contracts

Consolidated Capital Expenditures. Company shall not, and shall not permit its Subsidiaries to, make or incur Consolidated Capital Expenditures, in any calendar year indicated below, in an aggregate amount in excess of the corresponding amount (the “Maximum Consolidated Capital Expenditures Amount”) set forth below opposite such calendar year; provided that the Maximum Consolidated Capital Expenditures Amount for any calendar year shall be increased by an amount equal to the excess, if any, of the Maximum Consolidated Capital Expenditures Amount for the previous calendar year (without giving effect to any adjustment in accordance with this proviso) over the actual amount of Consolidated Capital Expenditures for such previous calendar year with the Consolidated Capital Expenditures in such following calendar year to be applied first to such unused amounts; provided, further that in no event shall the amount of such increase exceed 50% of the Maximum Consolidated Capital Expenditures Amount for such previous calendar year (prior to any adjustment in accordance with this proviso); provided further that the foregoing limitations shall not restrict Consolidated Capital Expenditures funded with Net Securities Proceeds: 2008 $ 14,000,000 2009 $ 18,000,000 2010 $ 10,000,000 2011 $ 11,000,000 2012 $ 11,000,000 2013 $ 12,000,000

Consolidated Capital Expenditures. Company shall not, and shall not permit its Subsidiaries to, make or incur Consolidated Capital Expenditures, in any calendar year Fiscal Year indicated below, in an aggregate amount in excess of the corresponding amount (the “Maximum Consolidated Capital Expenditures Amount”) set forth below opposite such calendar yearFiscal Year; provided that the Maximum Consolidated Capital Expenditures Amount for any calendar year Fiscal Year shall be increased by an amount equal to the excess, if any, of the Maximum Consolidated Capital Expenditures Amount for the previous calendar year Fiscal Year (without giving effect to any adjustment in accordance with this proviso) over the actual amount of Consolidated Capital Expenditures for such previous calendar year with the Consolidated Capital Expenditures in such following calendar year to be applied first to such unused amountsFiscal Year; provided, further that in no event shall the amount of such increase exceed 50% of the Maximum Consolidated Capital Expenditures Amount for such previous calendar year Fiscal Year (prior to any adjustment in accordance with this proviso); provided further that the foregoing limitations shall not restrict Consolidated Capital Expenditures funded with Net Securities Proceeds: ): June 30, 2004 $ 8,000,000 June 30, 2005 $ 9,000,000 June 30, 2006 $ 9,500,000 June 30, 2007 $ 9,500,000 June 30, 2008 $ 14,000,000 10,000,000 June 30, 2009 and each Fiscal Year thereafter $ 18,000,000 2010 $ 10,000,000 2011 $ 11,000,000 2012 $ 11,000,000 2013 $ 12,000,00010,000,000

Consolidated Capital Expenditures. Company shall not, and shall not permit its Restricted Subsidiaries to, make or incur Consolidated Capital Expenditures, in any calendar year Fiscal Year indicated below, in an aggregate amount in excess of the corresponding amount (the “"Maximum Consolidated Capital Expenditures Amount”") set forth below opposite such calendar yearFiscal Year; provided that the Maximum Consolidated Capital Expenditures Amount for any calendar year Fiscal Year shall be increased by an amount equal to the excess, if any, of the Maximum Consolidated Capital Expenditures Amount for the previous calendar year Fiscal Year (without giving effect prior to any adjustment in accordance with this proviso) over the actual amount of Consolidated Capital Expenditures for such previous calendar year with the Consolidated Capital Expenditures in such following calendar year to be applied first to such unused amountsFiscal Year; provided, further that in no event shall the amount of such increase exceed 50% of the Maximum Consolidated Capital Expenditures Amount for such previous calendar year Fiscal Year (prior to any adjustment in accordance with this proviso); provided further that the foregoing limitations shall not restrict ): Maximum Consolidated Period Capital Expenditures funded with Net Securities Proceeds: 2008 $ 14,000,000 2009 $ 18,000,000 2010 $ 10,000,000 2011 $ 11,000,000 2012 $ 11,000,000 2013 $ 12,000,000Fiscal Year 1999 $46,000,000 Fiscal Year 2000 and each $34,000,000 Fiscal Year thereafter

Consolidated Capital Expenditures. Company shall not, and shall not permit its Subsidiaries to, make or incur Consolidated Capital Expenditures, in any calendar year Fiscal Year indicated below, in an aggregate amount in excess of the corresponding amount (the “"Maximum Consolidated Capital Expenditures Amount”") set forth below opposite such calendar yearFiscal Year; provided that the Maximum Consolidated Capital Expenditures Amount for any calendar year Fiscal Year shall be increased by an amount equal to the excess, if any, of the Maximum Consolidated Capital Expenditures Amount for the previous calendar year Fiscal Year only (without giving effect prior to any adjustment in accordance with this proviso) over the actual amount of Consolidated Capital Expenditures for such previous calendar year with the Consolidated Capital Expenditures in such following calendar year to be applied first to such unused amountsFiscal Year; provided, further that in no event shall the amount of such increase exceed 50% of the Maximum Consolidated Capital Expenditures Amount for such previous calendar year Fiscal Year (prior to any adjustment in accordance with this proviso); provided further that the foregoing limitations shall not restrict ): 130 EXECUTION Fiscal Year Maximum Consolidated Capital Expenditures funded with Net Securities Proceeds: 2008 $ 14,000,000 2009 $ 18,000,000 2010 $ 10,000,000 2011 $ 11,000,000 2012 $ 11,000,000 2013 $ 12,000,000---------------------------------------------------------------------- Fiscal Year 2000 $80.0 million Fiscal Year 2001 $45.0 million Fiscal Year 2002 $35.0 million Fiscal Year 2003 $28.0 million Fiscal Year 2004 $28.0 million Fiscal Year 2005 $25.0 million Fiscal Year 2006 $25.0 million Fiscal Year 2007 $18.75 million

Consolidated Capital Expenditures. Company shall not, and shall not permit its Subsidiaries to, make or incur Consolidated Capital Expenditures, in any calendar year Fiscal Year indicated below, in an aggregate amount in excess of the corresponding amount (the “"Maximum Consolidated Capital Expenditures Amount”") set forth below opposite such calendar yearFiscal Year; provided that the Maximum Consolidated Capital Expenditures Amount for any calendar year Fiscal Year shall be increased by an amount equal to the excess, if any, of the Maximum Consolidated Capital Expenditures Amount for the previous calendar year Fiscal Year (without giving effect to any adjustment in accordance with this proviso) over the actual amount of Consolidated Capital Expenditures for such previous calendar year with the Consolidated Capital Expenditures in such following calendar year to be applied first to such unused amountsFiscal Year; provided, further that in no event shall the amount of such increase exceed 5030% of the Maximum Consolidated Capital Expenditures Amount for such previous calendar year Fiscal Year (prior to any adjustment in accordance with this proviso); provided further that the foregoing limitations shall not restrict Consolidated Capital Expenditures funded with Net Securities Proceeds: 2008 $ 14,000,000 2009 $ 18,000,000 2010 $ 10,000,000 2011 $ 11,000,000 2012 $ 11,000,000 2013 $ 12,000,000): MAXIMUM CONSOLIDATED FISCAL YEAR CAPITAL EXPENDITURES ----------- -------------------- 2003 $32,000,000 2004 $40,000,000 2005 $60,000,000

Consolidated Capital Expenditures. Company shall not, and shall not permit its Subsidiaries to, make or incur Consolidated Capital Expenditures, Expenditures (other than a Permitted Equity Contribution Capex) in any calendar year Fiscal Year indicated below, in an aggregate amount in excess of the corresponding amount (the “Maximum Consolidated Capital Expenditures Amount”) set forth below opposite such calendar yearFiscal Year; provided that the Maximum Consolidated Capital Expenditures Amount for any calendar year Fiscal Year shall be increased by an amount equal to the excess, if any, (but in no event more than $6,000,000) of the Maximum Consolidated Capital Expenditures Amount for the previous calendar year Fiscal Year (without giving effect to any adjustment as adjusted in accordance with this proviso) over the actual amount of Consolidated Capital Expenditures for such previous calendar year with the Consolidated Capital Expenditures in such following calendar year to be applied first to such unused amountsFiscal Year; provided, further that in no event shall the amount of such increase exceed 50% of the Maximum Consolidated Capital Expenditures Amount for such previous calendar year (prior to any adjustment in accordance with this proviso); provided further that the foregoing limitations shall not restrict Consolidated Capital Expenditures funded with Net Securities ProceedsFiscal Year: 2005 $10,000,000 2006 $12,000,000 2007 $12,000,000 2008 $ 14,000,000 $12,000,000 2009 $ 18,000,000 $12,000,000 2010 $ 10,000,000 $15,000,000 2011 $ 11,000,000 2012 $ 11,000,000 2013 $ 12,000,000$16,000,000”