Common use of Outstanding Indebtedness; Waiver of Claims Clause in Contracts

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other Credit Parties hereby acknowledges and agrees that as of July 19, 2005 the aggregate outstanding principal amount of (i) the Revolving Loan is $28,540,757.06, (ii) the Term Loan A is $11,000,000.00 and (iii) the Term Loan B is $18,000,000.00 and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. Borrower and each other Credit Party hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “Claims”), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which Borrower or any other Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof, provided, that neither Borrower nor any other Credit Party waives any Claim solely to the extent such Claim relates to the Agent’s or any Lender’s gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other The Credit Parties hereby acknowledges acknowledge and agrees agree that as of July 19January 30, 2005 2006, the aggregate outstanding principal amount of the (i) the Revolving Loan is $28,540,757.0647,448,063.26, (ii) the Term Loan A is $11,000,000.00 20,000,000 and (iii) the Term Loan B is $18,000,000.00 80,000,000 (collectively, the "Outstanding Obligations"), and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. Borrower and each other Each of the Credit Party Parties hereby waives, releases, remises and forever discharges AgentAgents, the Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “"Claims”"), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which Borrower or any other such Credit Party Parties ever had, now has or might hereafter have against Agent Agents or the Lenders which relates, directly or indirectly, to any acts or omissions of AgentAgents, the Lenders or any other Indemnified Person on or prior to the date hereof; provided that, provided, that neither Borrower nor any other Credit Party waives Parties do not waive any Claim solely to the extent such Claim relates to the any Agent’s 's or any Lender’s 's gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other Credit Parties hereby acknowledges and agrees that as of July 19, 2005 March31,2004 the aggregate outstanding principal amount of (i) the Revolving Loan is $28,540,757.0625,430,534.96, (ii) the Term Loan A is $11,000,000.00 16,000,000 and (iii) the Term Loan B is $18,000,000.00 18,000,000, and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. Borrower and each other Credit Party hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “"Claims”"), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which Borrower or any other Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof, provided, that neither Borrower nor any other Credit Party waives any Claim solely to the extent such Claim relates to the Agent’s 's or any Lender’s 's gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other The Credit Parties hereby acknowledges acknowledge and agrees agree that as of July 19March 27, 2005 2008, the aggregate outstanding principal amount of the (i) the Revolving Loans is $57,023,938.00 and (ii) Term Loan is $28,540,757.066,000,000, each plus additional interest, fees, costs and expenses (ii) collectively, the Term Loan A is $11,000,000.00 and (iii) the Term Loan B is $18,000,000.00 “Outstanding Obligations”), and that such principal amounts Outstanding Obligations are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim cancellation or deduction reduction of any kind. Borrower and each other Each of the Credit Party Parties hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “Claims”), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which Borrower or any other such Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof; provided that, provided, that neither Borrower nor any other such Credit Party waives does not waive any Claim solely to the extent such Claim relates to the Agent’s or any Lender’s gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other Credit Parties hereby acknowledges and agrees that that, as of July 19March 24,2005, 2005 the aggregate outstanding principal amount of (i) the Revolving Loan is $28,540,757.0624,752,285.57, (ii) the Term Loan A is $11,000,000.00 13,000,000 and (iii) the Term Loan B is $18,000,000.00 18,000,000, and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. Borrower and each other Credit Party hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “"Claims”"), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which Borrower or any other Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof, provided, that neither Borrower nor any other Credit Party waives any Claim solely to the extent such Claim relates to the Agent’s 's or any Lender’s 's gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other Credit Parties hereby acknowledges and agrees that as of July 19February 26, 2005 2002 the aggregate outstanding principal amount of (i) the Revolving Loan is $28,540,757.0630,187,011.74, (ii) the Term Loan A is $11,000,000.00 19,000,000.00 and (iii) the Term Loan B is $18,000,000.00 and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. Borrower and each other Credit Party hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “"Claims”"), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which Borrower or any other Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof, provided, that neither Borrower nor any other Credit Party waives any Claim solely to the extent such Claim relates to the Agent’s 's or any Lender’s 's gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of the Borrower and the other Credit Parties hereby acknowledges and agrees that as of July 19May 12, 2005 2008, the aggregate outstanding principal amount of (i) the Revolving Loan is $28,540,757.06, (ii) [37,094,321.77] and the Term Loan A aggregate outstanding Letters of Credit Obligations is $11,000,000.00 and (iii) the Term Loan B is $18,000,000.00 [3,395,844.80], and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. The Borrower and each other Credit Party hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “Claims”), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which the Borrower or any other Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof, ; provided, that neither the Borrower nor any other Credit Party waives any Claim solely to the extent such Claim relates to the Agent’s or any Lender’s gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other Credit Parties hereby acknowledges and agrees that as of July 19October 29, 2005 2006, the aggregate outstanding principal amount of (i) the Revolving Loan is $28,540,757.0643,062,591.88, (ii) the Term Loan A is $11,000,000.00 3,000,000 and (iii) the Term Loan B is $18,000,000.00 18,000,000, and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. Borrower and each other Credit Party hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “Claims”), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which Borrower or any other Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof, provided, that neither Borrower nor any other Credit Party waives any Claim solely to the extent such Claim relates to the Agent’s or any Lender’s gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other Credit Parties hereby acknowledges and agrees that as of July 19, 2005 July19,2005 the aggregate outstanding principal amount of (i) the Revolving Loan is $28,540,757.06, (ii) the Term Loan A is $11,000,000.00 and (iii) the Term Loan B is $18,000,000.00 and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. Borrower and each other Credit Party hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “"Claims”"), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which Borrower or any other Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof, provided, that neither Borrower nor any other Credit Party waives any Claim solely to the extent such Claim relates to the Agent’s 's or any Lender’s 's gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other Credit Parties hereby acknowledges and agrees that as of July 19May 14, 2005 2003 the aggregate outstanding principal amount of (i) the Revolving Loan is $28,540,757.0619,923,313.40, (ii) the Term Loan A is $11,000,000.00 17,000,000 and (iii) the Term Loan B is $18,000,000.00 18,000,000 and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. Borrower and each other Credit Party hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “"Claims”"), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which Borrower or any other Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof, provided, that neither Borrower nor any other Credit Party waives any Claim solely to the extent such Claim relates to the Agent’s 's or any Lender’s 's gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other The Credit Parties hereby acknowledges acknowledge and agrees agree that as of July 19April 11, 2005 2006, the aggregate outstanding principal amount of the (i) the Revolving Loan is $28,540,757.0690,808,476.00, (ii) the Term Loan A is $11,000,000.00 20,000,000 and (iii) the Term Loan B is $18,000,000.00 80,000,000 (collectively, the "Outstanding Obligations"), and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. Borrower and each other Each of the Credit Party Parties hereby waives, releases, remises and forever discharges AgentAgents, the Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “"Claims”"), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which Borrower or any other such Credit Party Parties ever had, now has or might hereafter have against Agent Agents or the Lenders which relates, directly or indirectly, to any acts or omissions of AgentAgents, the Lenders or any other Indemnified Person on or prior to the date hereof; provided that, provided, that neither Borrower nor any other Credit Party waives Parties do not waive any Claim solely to the extent such Claim relates to the any Agent’s 's or any Lender’s 's gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of the Borrower and the other Credit Parties hereby acknowledges and agrees that as of July 19May 30, 2005 2008, the aggregate outstanding principal amount of (i) the Revolving Loan is $28,540,757.06, (ii) 37,297,628.74 and the Term Loan A aggregate outstanding Letters of Credit Obligations is $11,000,000.00 and (iii) the Term Loan B is $18,000,000.00 3,395,845.80, and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. The Borrower and each other Credit Party hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “Claims”), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which the Borrower or any other Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof, ; provided, that neither the Borrower nor any other Credit Party waives any Claim solely to the extent such Claim relates to the Agent’s or any Lender’s gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other The Credit Parties hereby acknowledges acknowledge and agrees agree that as of July 19April 11, 2005 2006, the aggregate outstanding principal amount of the (i) the Revolving Loan is $28,540,757.0690,808,476.00, (ii) the Term Loan A is $11,000,000.00 20,000,000 and (iii) the Term Loan B is $18,000,000.00 80,000,000 (collectively, the "Outstanding Obligations"), and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. Borrower and each other Each of the Credit Party Parties hereby waives, releases, remises and forever discharges AgentAgents, the Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “"Claims”"), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which Borrower or any other such Credit Party Parties ever had, now has or might hereafter have against Agent Agents or the Lenders which relates, directly or indirectly, to any acts or omissions of AgentAgents, the Lenders or any other Indemnified Person on or prior to the date hereof; provided that, provided, that neither Borrower nor any other Credit Party waives Parties do not waive -11- any Claim solely to the extent such Claim relates to the any Agent’s 's or any Lender’s 's gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other The Credit Parties hereby acknowledges acknowledge and agrees agree that as of July 19May 1, 2005 2006, the aggregate outstanding principal amount of the (i) the Revolving Loan is $28,540,757.0652,561,198.10, (ii) the Term Loan A is $11,000,000.00 20,000,000 and (iii) the Term Loan B is $18,000,000.00 80,000,000 (collectively, the "Outstanding Obligations"), and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. Borrower and each other Each of the Credit Party Parties hereby waives, releases, remises and forever discharges AgentAgents, the Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “"Claims”"), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which Borrower or any other such Credit Party Parties ever had, now has or might hereafter have against Agent Agents or the Lenders which relates, directly or indirectly, to any acts or omissions of AgentAgents, the Lenders or any other Indemnified Person on or prior to the date hereof; provided that, provided, that neither Borrower nor any other Credit Party waives Parties do not waive any Claim solely to the extent such Claim relates to the any Agent’s 's or any Lender’s 's gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other Credit Parties hereby acknowledges and agrees that as of July 19January 15, 2005 2009, the aggregate outstanding principal amount of (i) the Revolving Loan is $28,540,757.06, (ii) 22,307,060.78 and the Term Loan A aggregate outstanding Letters of Credit Obligations is $11,000,000.00 and (iii) the Term Loan B is $18,000,000.00 2,689,515.95, and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. Borrower and each other Credit Party hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “Claims”), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which Borrower or any other Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof, ; provided, that neither Borrower nor any other Credit Party waives any Claim solely to the extent such Claim relates to the Agent’s or any Lender’s gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of the Borrower and the other Credit Parties hereby acknowledges and agrees that as of July 19February 1, 2005 2008, the aggregate outstanding principal amount of (i) the Revolving Loan is $28,540,757.06, (ii) 33,702,945 and the Term Loan A aggregate outstanding Letters of Credit Obligations is $11,000,000.00 and (iii) the Term Loan B is $18,000,000.00 3,845,844.80, and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. The Borrower and each other Credit Party hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “Claims”), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which the Borrower or any other Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof, ; provided, that neither the Borrower nor any other Credit Party waives any Claim solely to the extent such Claim relates to the Agent’s or any Lender’s gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other The Credit Parties hereby acknowledges acknowledge and agrees agree that as of July 19February 8, 2005 2006, the aggregate outstanding principal amount of the (i) the Revolving Loan is $28,540,757.0653,226,251.76, (ii) the Term Loan A is $11,000,000.00 20,000,000 and (iii) the Term Loan B is $18,000,000.00 80,000,000 (collectively, the "Outstanding Obligations"), and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. Borrower and each other Each of the Credit Party Parties hereby waives, releases, remises and forever discharges AgentAgents, the Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “"Claims”"), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which Borrower or any other such Credit Party Parties ever had, now has or might hereafter have against Agent Agents or the Lenders which relates, directly or indirectly, to any acts or omissions of AgentAgents, the Lenders or any other Indemnified Person on or prior to the date hereof; provided that, provided, that neither Borrower nor any other Credit Party waives Parties do not waive any Claim solely to the extent such Claim relates to the any Agent’s 's or any Lender’s 's gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other Credit Parties hereby acknowledges and agrees that as of July 19April 30, 2005 2007, the aggregate outstanding principal amount of (i) the Revolving Loan is $28,540,757.06, 36,593,728 and (ii) the Term Loan A is $11,000,000.00 and (iii) the Term Loan B is $18,000,000.00 14,000,000, and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. Borrower and each other Credit Party hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “Claims”), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which Borrower or any other Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof, ; provided, that neither Borrower nor any other Credit Party waives any Claim solely to the extent such Claim relates to the Agent’s or any Lender’s gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other Credit Parties hereby acknowledges and agrees that that, as of July 19March 24, 2005 2005, the aggregate outstanding principal amount of (i) the Revolving Loan is $28,540,757.0624,752,285.57, (ii) the Term Loan A is $11,000,000.00 13,000,000 and (iii) the Term Loan B is $18,000,000.00 18,000,000, and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. Borrower and each other Credit Party hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “Claims”), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which Borrower or any other Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof, provided, that neither Borrower nor any other Credit Party waives any Claim solely to the extent such Claim relates to the Agent’s or any Lender’s gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other Credit Parties hereby acknowledges and agrees that as of July 19November 28, 2005 the aggregate outstanding principal amount of (i) the Revolving Loan is $28,540,757.0640,673,176.64, (ii) the Term Loan A is $11,000,000.00 9,000,000 and (iii) the Term Loan B is $18,000,000.00 18,000,000, and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. Borrower and each other Credit Party hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “Claims”), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which Borrower or any other Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof, provided, that neither Borrower nor any other Credit Party waives any Claim solely to the extent such Claim relates to the Agent’s or any Lender’s gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other Credit Parties hereby acknowledges and agrees that that, as of July 19June28,2004, 2005 the aggregate outstanding principal amount of (i) the Revolving Loan is $28,540,757.0624,893,211.02, (ii) the Term Loan A is $11,000,000.00 16,000,000 and (iii) the Term Loan B is $18,000,000.00 18,000,000, and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. Borrower and each other Credit Party hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “"Claims”"), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which Borrower or any other Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof, provided, that neither Borrower nor any other Credit Party waives any Claim solely to the extent such Claim relates to the Agent’s 's or any Lender’s 's gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of the Borrower and the other Credit Parties hereby acknowledges and agrees that as of July 19April 28, 2005 2008, the aggregate outstanding principal amount of (i) the Revolving Loan is $28,540,757.06, (ii) $ 37,094,321.77 and the Term Loan A aggregate outstanding Letters of Credit Obligations is $11,000,000.00 and (iii) the Term Loan B is $18,000,000.00 3,395,844.80, and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. The Borrower and each other Credit Party hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “Claims”), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which the Borrower or any other Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof, ; provided, that neither the Borrower nor any other Credit Party waives any Claim solely to the extent such Claim relates to the Agent’s or any Lender’s gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other Credit Parties hereby acknowledges and agrees that that, as of July 19November 8,2004, 2005 the aggregate outstanding principal amount of (i) the Revolving Loan is $28,540,757.0626,839,185.14, (ii) the Term Loan A is $11,000,000.00 14,000,000 and (iii) the Term Loan B is $18,000,000.00 18,000,000, and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. Borrower and each other Credit Party hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “"Claims”"), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which Borrower or any other Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof, provided, that neither Borrower nor any other Credit Party waives any Claim solely to the extent such Claim relates to the Agent’s 's or any Lender’s 's gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other Credit Loan Parties hereby acknowledges and agrees that as of July 19November 9, 2005 2007, the aggregate outstanding principal amount outstanding of (i) the Revolving Loan is $28,540,757.06, (ii) 41,000,000 and the principal amount outstanding of the Initial Term Loan A is $11,000,000.00 and (iii) the Term Loan B is $18,000,000.00 and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind897,750,000. The Borrower and each other Credit Loan Party hereby waiveswaive, releasesrelease, remises remise and forever discharges discharge Administrative Agent, Lenders and each other Indemnified Person Indemnitee from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “Claims”), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which the Borrower or any other Credit Loan Party ever had, now has or might hereafter have against Administrative Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Administrative Agent, Lenders or any other Indemnified Person Indemnitee on or prior to the date hereof, Incremental Term Loan Funding Date; provided, that neither the Borrower nor any other Credit Loan Party waives any Claim solely to the extent such Claim relates to the Administrative Agent’s or any Lender’s gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other Credit Parties hereby acknowledges and agrees that as of July 19November 13, 2005 2002 the aggregate outstanding principal amount of (i) the Revolving Loan is $28,540,757.0622,280,287.05, (ii) the Term Loan A is $11,000,000.00 17,000,000 and (iii) the Term Loan B is $18,000,000.00 18,000,000 and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. Borrower and each other Credit Party hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “"Claims”"), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which Borrower or any other Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof, provided, that neither Borrower nor any other Credit Party waives any Claim solely to the extent such Claim relates to the Agent’s 's or any Lender’s 's gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other Credit Loan Parties hereby acknowledges and agrees that as of July 19March 27, 2005 2012, the aggregate outstanding principal amount of (i) the Revolving Loan Loans is $28,540,757.060, (ii) the aggregate outstanding principal amount of the Initial Term Loan A Loans is $11,000,000.00 and (iii) 1,539,875,000, the aggregate outstanding principal amount of the Delayed-Draw Term Loan B Loans is $18,000,000.00 300,000,000 and that such the aggregate outstanding principal amounts are payable pursuant to amount of the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kindIncremental B-1 Term Loans is $250,000,000. The Borrower and each other Credit Loan Party hereby waiveswaive, releasesrelease, remises remise and forever discharges discharge the Administrative Agent, the Lenders and each other Indemnified Person Indemnitee from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement and the other Loan Documents (collectively, “Claims”), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which the Borrower or any other Credit Loan Party ever had, now has or might hereafter have against the Administrative Agent or the Lenders or any other Indemnitee which relates, directly or indirectly, to any acts or omissions of the Administrative Agent, the Lenders or any other Indemnified Person Indemnitee on or prior to the date hereof, Incremental B-2 Term Loan Funding Date; provided, that neither the Borrower nor any other Credit Loan Party waives any Claim solely to the extent such Claim relates to the Administrative Agent’s or any Lender’s gross negligence or willful misconductmisconduct (as determined by a court of competent jurisdiction in a final and non-appealable decision).

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other Credit Parties hereby acknowledges and agrees that as of July 19December 14, 2005 2006, the aggregate outstanding principal amount of (i) the Revolving Loan is $28,540,757.0641,261,572.10, (ii) the Term Loan A is $11,000,000.00 3,000,000 and (iii) the Term Loan B is $18,000,000.00 18,000,000, and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. Borrower and each other Credit Party hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “Claims”), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which Borrower or any other Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof, ; provided, that neither Borrower nor any other Credit Party waives any Claim solely to the extent such Claim relates to the Agent’s or any Lender’s gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of the Borrower and the other Credit Parties hereby acknowledges and agrees that as of July 19June 15, 2005 2008, the aggregate outstanding principal amount of (i) the Revolving Loan is $28,540,757.06, (ii) [37,297,628.74] and the Term Loan A aggregate outstanding Letters of Credit Obligations is $11,000,000.00 and (iii) the Term Loan B is $18,000,000.00 [3,395,845.80], and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. The Borrower and each other Credit Party hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “Claims”), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which the Borrower or any other Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof, ; provided, that neither the Borrower nor any other Credit Party waives any Claim solely to the extent such Claim relates to the Agent’s or any Lender’s gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of the Borrower and the other Credit Parties hereby acknowledges and agrees that as of July 19February 28, 2005 2008, the aggregate outstanding principal amount of (i) the Revolving Loan is $28,540,757.06, (ii) 32,683,174 and the Term Loan A aggregate outstanding Letters of Credit Obligations is $11,000,000.00 and (iii) the Term Loan B is $18,000,000.00 3,845,844, and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. The Borrower and each other Credit Party hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “Claims”), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which the Borrower or any other Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof, ; provided, that neither the Borrower nor any other Credit Party waives any Claim solely to the extent such Claim relates to the Agent’s or any Lender’s gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other Credit Loan Parties hereby acknowledges and agrees that as of July 19December 6, 2005 2011, the aggregate outstanding principal amount outstanding of (i) the Revolving Loan Loans is $28,540,757.06215,000,000, (ii) the aggregate principal amount outstanding of the Initial Term Loan A Loans is $11,000,000.00 1,550,000,000 and (iii) the aggregate principal amount outstanding of the Delayed-Draw Term Loan B Loans is $18,000,000.00 and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind300,000,000. The Borrower and each other Credit Loan Party hereby waiveswaive, releasesrelease, remises remise and forever discharges discharge the Administrative Agent, the Lenders and each other Indemnified Person Indemnitee from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement and the other Loan Documents (collectively, “Claims”), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which the Borrower or any other Credit Loan Party ever had, now has or might hereafter have against the Administrative Agent or the Lenders or any other Indemnitee which relates, directly or indirectly, to any acts or omissions of the Administrative Agent, the Lenders or any other Indemnified Person Indemnitee on or prior to the date hereof, Incremental B-1 Term Loan Funding Date; provided, that neither the Borrower nor any other Credit Loan Party waives any Claim solely to the extent such Claim relates to the Administrative Agent’s or any Lender’s gross negligence or willful misconductmisconduct (as determined by a court of competent jurisdiction in a final and non-appealable decision).

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other Credit Parties hereby acknowledges and agrees that as of July 19September 28, 2005 2006, the aggregate outstanding principal amount of (i) the Revolving Loan is $28,540,757.0641,161,401.57, (ii) the Term Loan A is $11,000,000.00 3,000,000 and (iii) the Term Loan B is $18,000,000.00 18,000,000, and that such principal amounts are payable pursuant to the Credit Agreement without defensedefence, offset, withholding, counterclaim or deduction of any kind. Borrower and each other Credit Party hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “Claims”), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which Borrower or any other Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof, provided, that neither Borrower nor any other Credit Party waives any Claim solely to the extent such Claim relates to the Agent’s or any Lender’s gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other Credit Parties hereby acknowledges and agrees that as of July 19, 2005 August 31,2005 the aggregate outstanding principal amount of (i) the Revolving Loan is $28,540,757.0631,139.12, (ii) the Term Loan A is $11,000,000.00 11,000,000 and (iii) the Term Loan B is $18,000,000.00 18,000,000, and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. Borrower and each other Credit Party hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “"Claims”"), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which Borrower or any other Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof, provided, that neither Borrower nor any other Credit Party waives any Claim solely to the extent such Claim relates to the Agent’s 's or any Lender’s 's gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of the Borrower and the other Credit Parties hereby acknowledges and agrees that as of July 19April 14, 2005 2008, the aggregate outstanding principal amount of (i) the Revolving Loan is $28,540,757.06, (ii) 40,181,858 and the Term Loan A aggregate outstanding Letters of Credit Obligations is $11,000,000.00 and (iii) the Term Loan B is $18,000,000.00 3,395,845, and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. The Borrower and each other Credit Party hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “Claims”), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which the Borrower or any other Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof, ; provided, that neither the Borrower nor any other Credit Party waives any Claim solely to the extent such Claim relates to the Agent’s or any Lender’s gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other Credit Parties hereby acknowledges and agrees that as of July 19November 13, 2005 2003 the aggregate outstanding principal amount of (i) the Revolving Loan is $28,540,757.0624,172,256.25, (ii) the Term Loan A is $11,000,000.00 16,500,000 and (iii) the Term Loan B is $18,000,000.00 18,000,000, and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. Borrower and each other Credit Party hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “"Claims”"), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which Borrower or any other Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof, provided, that neither Borrower nor any other Credit Party waives any Claim solely to the extent such Claim relates to the Agent’s 's or any Lender’s 's gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other Credit Parties hereby acknowledges and agrees that as of July 19March 27, 2005 2003 the aggregate outstanding principal amount of (i) the Revolving Loan is $28,540,757.0623,310,575.29, (ii) the Term Loan A is $11,000,000.00 17,000,000 and (iii) the Term Loan B is $18,000,000.00 18,000,000 and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. Borrower and each other Credit Party hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “"Claims”"), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which Borrower or any other Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof, provided, that neither Borrower nor any other Credit Party waives any Claim solely to the extent such Claim relates to the Agent’s 's or any Lender’s 's gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other Credit Parties hereby acknowledges and agrees that as of July 191, 2005 2008, the aggregate outstanding principal amount of (i) the Revolving Loan is $28,540,757.06, (ii) 40,736,895.20 and the Term Loan A aggregate outstanding Letters of Credit Obligations is $11,000,000.00 and (iii) the Term Loan B is $18,000,000.00 3,327,640.85, and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. Borrower and each other Credit Party hereby waives, releases, remises and forever discharges Agent, Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “Claims”), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which Borrower or any other Credit Party ever had, now has or might hereafter have against Agent or Lenders which relates, directly or indirectly, to any acts or omissions of Agent, Lenders or any other Indemnified Person on or prior to the date hereof, ; provided, that neither Borrower nor any other Credit Party waives any Claim solely to the extent such Claim relates to the Agent’s or any Lender’s gross negligence or willful misconduct.

Outstanding Indebtedness; Waiver of Claims. Each of Borrower and the other The Credit Parties hereby acknowledges acknowledge and agrees agree that as of July 19November 16, 2005 2005, the aggregate outstanding principal amount of the (i) the Revolving Loan is $28,540,757.0650,982,412.07, (ii) the Term Loan A is $11,000,000.00 20,000,000 and (iii) the Term Loan B is $18,000,000.00 80,000,000 (collectively, the “Outstanding Obligations”), and that such principal amounts are payable pursuant to the Credit Agreement without defense, offset, withholding, counterclaim or deduction of any kind. Borrower and each other Each of the Credit Party Parties hereby waives, releases, remises and forever discharges AgentAgents, the Lenders and each other Indemnified Person from any and all claims, suits, actions, investigations, proceedings or demands arising out of or in connection with the Credit Agreement (collectively, “Claims”), whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law of any kind or character, known or unknown, which Borrower or any other such Credit Party Parties ever had, now has or might hereafter have against Agent Agents or the Lenders which relates, directly or indirectly, to any acts or omissions of AgentAgents, the Lenders or any other Indemnified Person on or prior to the date hereof; provided that, provided, that neither Borrower nor any other Credit Party waives Parties do not waive any Claim solely to the extent such Claim relates to the any Agent’s or any Lender’s gross negligence or willful misconduct.