Common use of Indebtedness to EBITDA Clause in Contracts

Indebtedness to EBITDA. No Consignee will, and where applicable, will not permit its Subsidiaries to permit the ratio of (i) the aggregate principal amount of all Indebtedness for Borrowed Money of the Parent and its Subsidiaries on a consolidated basis as of any fiscal quarter ending date set forth in the table below to (ii) Consolidated EBITDA of the Parent and its Subsidiaries for the period of four consecutive fiscal quarters ending on such fiscal quarter ending date in such table, to exceed the ratio set forth opposite such date in such table; Fiscal Quarter Ending Date: Ratio: ----------- ----- 1/31/01 3.85:1 4/30/01 4.95:1 7/31/01 4.95:1 10/31/01 4.73:1 1/31/02 3.52:1 4/30/02 4.95:1 3. Section 8.3 of the Consignment Agreement is hereby further amended by deleting Section 8.3.3 in its entirety and replacing it with the following:

Indebtedness to EBITDA. No Consignee will, will and where applicable, each Consignee will not permit its Subsidiaries to to, permit the ratio of (i) the aggregate principal amount of all Indebtedness for Borrowed Money of the Parent and its Subsidiaries on a consolidated basis as of any fiscal quarter ending date set forth in the table below to (ii) Consolidated EBITDA of the Parent and its Subsidiaries for the period of four consecutive fiscal quarters ending on such fiscal quarter ending date in such table, to exceed the ratio set forth opposite such date in such table; : Fiscal Quarter Ending Date: Ratio: ----------- ----- 1/31/01 3.85:1 4/30/01 4/30/02 4.95:1 7/31/01 7/31/02 4.95:1 10/31/01 4.73:1 1/31/02 3.52:1 4/30/02 4.95:110/31/02 4.72:1 1/31/03 3.52:1." 34. Section 8.3 of the Consignment Agreement is hereby further amended by deleting Section 8.3.3 in its entirety and replacing it with the following:

Indebtedness to EBITDA. No Consignee will, and where applicable, will not permit its Subsidiaries to permit the ratio of (i) the aggregate principal amount of all Indebtedness for Borrowed Money of the Parent and its Subsidiaries on a consolidated basis as of any fiscal quarter ending date set forth in the table below to (ii) Consolidated EBITDA of the Parent and its Subsidiaries for the period of four consecutive fiscal quarters ending on such fiscal quarter ending date in such table, to exceed the ratio set forth opposite such date in such table; : Fiscal Quarter Ending Date: Ratio: ----------- ----- ------ 1/31/01 3.85:1 4/30/01 4.95:1 7/31/01 4.95:1 10/31/01 4.73:1 1/31/02 3.52:1 4/30/02 4.95:1 3. Section 8.3 of the Consignment Agreement is hereby further amended by deleting Section 8.3.3 in its entirety and replacing it with the following:3.52:1

Indebtedness to EBITDA. No Consignee will, will and where applicable, each Consignee will not permit its Subsidiaries to to, permit the ratio of (i) the aggregate principal amount of all Indebtedness for Borrowed Money of the Parent and its Subsidiaries on a consolidated basis as of any fiscal quarter ending date set forth in the table below to (ii) Consolidated EBITDA of the Parent and its Subsidiaries for the period of four consecutive fiscal quarters ending on such fiscal quarter ending date in such table, to exceed the ratio set forth opposite such date in such table; : Fiscal Quarter Ending Date: Ratio: ----------- ----- 1/31/01 3.85:1 4/30/01 4.95:1 7/31/01 4.95:1 10/31/01 4.73:1 1/31/02 3.52:1 4/30/02 4.95:14/30/03 4.78:1.00 7/31/03 4.78:1.00 10/31/03 4.78:1.00 1/31/04 3.39:1.00 4/30/04 4.44:1.00 7/31/04 4.44:1.00 10/31/04 4.44:1.00 1/31/05 3.17:1.00 4/30/05 4.11:1.00 7/31/05 4.11:1.00." 3. Section 8.3 of the Consignment Agreement is hereby further amended by deleting Section 8.3.3 in its entirety and replacing it with the following:

Indebtedness to EBITDA. No Consignee will, will and where applicable, each Consignee will not permit its Subsidiaries to to, permit the ratio of (i) the aggregate principal amount of all Indebtedness for Borrowed Money of the Parent and its Subsidiaries on a consolidated basis as of any fiscal quarter ending date set forth in the table below to (ii) Consolidated EBITDA of the Parent and its Subsidiaries for the period of four consecutive fiscal quarters ending on such fiscal quarter ending date in such table, to exceed the ratio set forth opposite such date in such table; : Fiscal Quarter Ending Date: Ratio: ----------- ----- 1/31/01 3.85:1 4/30/01 4.95:1 7/31/01 4.95:1 10/31/01 4.73:1 1/31/02 3.52:1 4/30/02 4.95:1-------------- --------- 1/31/06 3.30:1.00 4/30/06 4.18:1.00 34. Section 8.3 of the Consignment Agreement is hereby further amended by deleting Section 8.3.3 in its entirety and replacing it with the following: