Common use of Term Note Clause in Contracts

Term Note. The Term Loan made by each Lender shall be evidenced by a promissory note of the Company, substantially in the form of Exhibit B, with appropriate insertions (individually, a “Term Note” and, collectively, the “Term Notes”) payable to such Lender and representing the obligation of the Company to pay the unpaid principal amount of the term Loan of such Lender with interest thereon as prescribed in Section 3.01. Each Lender is authorized to record the Type of its Term Loan and the date and amount of each payment or prepayment of principal thereof in such Lender’s records or on the grid schedule annexed to the Term Note; provided, however, that the failure of a Lender to set forth each payment and other information shall not in any manner affect the obligation of the Company to repay the Term Loan made by such Lender in accordance with the terms of its Term Note and this Agreement. The Term Note, the grid schedule and the books and records of each Lender shall constitute presumptive evidence of the information so recorded absent manifest error. Each Term Note shall (a) be dated the Closing Date, (b) be stated to mature on the Term Loan Maturity Date and (c) be payable as to principal in nineteen consecutive equal quarterly installments commencing on December 31, 2010 and on the last day of each March, June, September and December thereafter, with a twentieth and final payment on the Term Loan Maturity Date. The amount of such payments received by each Lender on each of the initial nineteen installment dates shall be in the amount of each Lender’s Commitment Proportion of $4,000,000, and the last installment received by each Lender shall be in the amount of each Lender’s Commitment Proportion of the remaining principal amount outstanding. Each Term Note shall bear interest from the date thereof until paid in full on the unpaid principal amount thereof from time to time outstanding at the applicable interest rate per annum determined as provided in, and payable as specified in, Section 3.01.

Term Note. The (a) During the Term Loan Period, a Term Loan made by each the Lender pursuant to subsection 2.1 shall be evidenced by a promissory note of the CompanyBorrower, substantially in the form of Exhibit B, A with appropriate insertions (individually, a “the "Term Note” and"), collectively, the “Term Notes”) payable to such Lender and representing the obligation order of the Company Lender. The Term Note shall (i) be dated the Borrowing Date (ii) represent the Borrower's obligation to pay the aggregate unpaid principal amount of the term Loan of such Lender with interest thereon as prescribed in Section 3.01. Each Lender is authorized to record the Type of its Term Loan and the date and amount of each payment or prepayment of principal thereof in such Lender’s records or on the grid schedule annexed to the Term Note; provided, however, that the failure of a Lender to set forth each payment and other information shall not in any manner affect the obligation of the Company to repay the Term Loan made by such Lender in accordance with the terms of its Term Note and this Agreement. The Term Note, the grid schedule and the books and records of each Lender shall constitute presumptive evidence of the information so recorded absent manifest error. Each Term Note shall (a) be dated the Closing DateLender, (biii) be stated to mature on the Term Loan Maturity Date and (c) be payable as to principal in nineteen consecutive equal quarterly installments commencing on December 31, 2010 and on the last day of each March, June, September and December thereafter, with a twentieth and final payment on the Term Loan Maturity Date. The amount of such payments received by each Lender on each of the initial nineteen installment dates shall be in the amount of each Lender’s Commitment Proportion of $4,000,000, and the last installment received by each Lender shall be in the amount of each Lender’s Commitment Proportion of the remaining principal amount outstanding. Each Term Note shall bear interest for the period from the date thereof until paid in full on the unpaid principal amount thereof from time to time outstanding at the applicable interest rate per annum determined as provided in, and payable as specified in, Section 3.01subsection 3.3, (iv) be entitled to the benefits of this Agreement and the Collateral Security Documents and (v) be stated to mature in consecutive monthly installments of principal payable on each Installment Payment Date occurring after the Borrowing Date. The amortization schedule for the Fixed Rate Loan will be based on the assumption that the interest rate applicable to a Term Loan (or such portion thereof that is a Fixed Rate Loan) is the Fixed Interest Rate and will be calculated so that there wi11 be equal quarterly installments of principal and interest during the remaining maturity of a Term Loan. The amortization schedule for the Floating Rate Loan(s) will be based on the assumption that the interest rate for Term Loans (or such portion thereof that is a Floating Rate Loan) is 10.50% and will be calculated in accordance with the immediately preceding sentence. (b) The Lender is hereby authorized to record the date, type and amount of the Term Loans made by the Lender and the date and amount of each payment or prepayment of principal of the Term Loans made by the Borrower, the date of conversion of any Floating Rate Loan to a Fixed Rate Loan, and in the case of a Floating Rate Loan, the interest rate with respect thereto and, if applicable, the Eurodollar Interest Period, and in the case of a Fixed Rate Loan, the Fixed Interest Rate with respect thereto, on the schedules annexed to and constituting a part of the Term Note, and any such recordation shall constitute prima facie evidence of the accuracy of the information so recorded; provided that the failure by the Lender to make any such endorsement shall not affect the obligations of the Borrower hereunder or under the Term Note in respect of the Term Loans made by the Lender hereunder.

Term Note. The Term Loan made by each Lender shall be evidenced by a promissory note of the Company, substantially in the form of Exhibit B, with appropriate insertions (individually, individually a “Term Note” and, collectively, the “Term Notes”) payable to the order of such Lender and representing the obligation of the Company to pay the unpaid principal amount of the term Term Loan of such Lender with interest thereon as prescribed in Section 3.01. Each Lender is authorized to record the Type of its Term Loan and the date and amount of each payment or prepayment of principal thereof in such Lender’s records or on the grid schedule annexed to the Term Note; provided, however, that the failure of a Lender to set forth each payment and other information shall not in any manner affect the obligation of the Company to repay the Term Loan made by such Lender in accordance with the terms of its Term Note and this Agreement. The Term Note, the grid schedule and the books and records of each Lender shall constitute presumptive evidence of the information so recorded absent manifest error. Each Term Note shall (a) be dated the Closing Date, (b) be stated to mature on the Term Loan Maturity Date and (c) be payable as to principal in nineteen consecutive equal quarterly installments commencing on December March 31, 2010 2007 and on the last day of each March, June, September and December thereafter, with a twentieth and final payment on the Term Loan Maturity Date. The amount of such payments received by each Lender on each of the initial nineteen installment dates shall be in the amount of each Lender’s Commitment Proportion of $4,000,0003,250,000, and the last installment received by each Lender shall be in the amount of each Lender’s Commitment Proportion of the remaining principal amount outstanding. Each Term Note shall bear interest from the date thereof until paid in full on the unpaid principal amount thereof from time to time outstanding at the applicable interest rate per annum determined as provided in, and payable as specified in, Section 3.01.

Term Note. (a) The Term Bank hereby agrees, on the terms and subject to the conditions of this Agreement, to loan to the Borrower an aggregate principal amount of Five Million Dollars ($5,000,000) (the "Loan"). The Bank will make an initial Disbursement to the Borrower on the Closing Date in the amount of Five Million Dollars ($5,000,000). The obligation of the Borrower to repay the Loan made by each Lender shall and to pay interest and all other costs and charges payable hereunder will be evidenced by a promissory note of the Company, substantially in the form of Exhibit B, with appropriate insertions 2.1 (individually, a “Term the ----------- "Note” and, collectively, ") dated the “Term Notes”) Closing Date and payable to such Lender and representing the obligation order of the Company to pay Bank in the unpaid original principal amount of Five Million Dollars ($5,000,000). (b) The Loan shall bear interest, and the term Borrower shall pay interest on the outstanding principal balance of the Loan from the date of the initial Disbursement to the Borrower until the Maturity Date, at the following rates per annum: (i) with respect to any portion of such Lender Loan which is a Eurodollar Rate Loan Portion, interest at a rate per annum on such Eurodollar Rate Loan Portion equal (at all times during each applicable Interest Period) to the Reserve Adjusted Eurodollar Rate for such applicable Interest Period plus the Applicable Margin; and (ii) with respect to each portion of such Loan which is not a Eurodollar Rate Loan Portion, interest thereon at a rate per annum on each such Loan Portion equal to the Prime Rate. Except for any Disbursement to be made hereunder on the Closing Date, not later than 12:00 noon (Chicago time) on the third Business Day prior to the initial funding of the Loan, the Borrower shall provide written notice ("Eurodollar Notice") to the Bank of the dollar amount of the initial Disbursement which will be a Eurodollar Rate Loan Portion for the initial Interest Period. In the event that the Borrower fails to provide the Eurodollar Notice in accordance with the preceding sentence or if an Event of Default has occurred and is continuing, then the outstanding principal balance of the Loan shall bear interest at the Prime Rate until such time as prescribed Borrower has given an Election Notice in accordance with Section 3.012.1(c) below. Each Lender Computations of interest will be on the basis of a 360 day year, for actual days elapsed with respect to interest accruing. (c) The Borrower, upon written notice (the "Election Notice") given to the Bank by not later than 12:00 noon (Chicago time) on the third Business Day prior to the expiration of the Interest Period for any Eurodollar Rate Loan Portion in the case of any continuation of a Eurodollar Rate Loan Portion as such, and not later than 12:00 Noon (Chicago time) on the conversion date in the case of any conversion into a Prime Rate Loan Portion, may elect: (1) to continue such portion or any part thereof as a Eurodollar Rate Loan Portion for the next succeeding Interest Period; or (2) to convert such portion or any part thereof to a Prime Rate Loan Portion; or (3) a combination thereof, effective the last day of such Interest Period. At the end of each applicable Interest Period, in the absence of a timely effective Election Notice to continue the applicable Loan Portion as a Eurodollar Rate Loan Portion, such Loan Portion shall bear interest at the Prime Rate. Notwithstanding anything herein to the contrary, if at the end of an applicable Interest Period for a Eurodollar Rate Loan Portion, an Event of Default has occurred and is authorized continuing, then the Borrower shall have no right to give an Election Notice, and the Bank may ignore any attempt by the Borrower to give an Election Notice. (d) An Election Notice with respect to any Eurodollar Rate Loan Portion shall contain the following information: (i) the dollar amount (if any) which is to be continued as a Eurodollar Rate Loan Portion; and (ii) with respect to the dollar amount to be continued as a Eurodollar Rate Loan Portion, the new Interest Period. Notwithstanding anything herein to the contrary, the outstanding Loan balance may not at any time be comprised of more than five (5) Eurodollar Rate Loan Portions at the same time without the Bank's consent, which shall be in the Bank's sole and absolute discretion. Once received by the Bank, any Election Notice will be irrevocable for the applicable Eurodollar Rate Loan Portion for the applicable Interest Period. The Borrower hereby authorizes the Bank to record on schedule(s) annexed to the Type of its Term Loan and Note (a) the date and amount of each payment Loan Portion; (b) the term of the Interest Period for each Eurodollar Rate Loan Portion; (c) the interest rate or prepayment rates for each Prime Rate Loan Portion and the effective date(s) of principal thereof all changes in such Lender’s records or rates; and (d) the date and amount of each principal and interest payment on each Loan Portion made by the grid schedule annexed to Borrower, and the Term Note; providedBorrower agrees that all such notations shall constitute prima facie ----- ----- evidence of the matters noted absent manifest error, however, provided that the failure of a Lender the Bank to set forth each payment and other record such information shall not in any manner reduce or affect the obligation obligations of the Company Borrower hereunder or under the Loan Agreement. (e) In the event that on the date for determining the Reserve Adjusted Eurodollar Rate to repay be paid by the Term Loan made by such Lender Borrower in accordance with the terms respect of its Term Note and this Agreement. The Term Noteany Interest Period, the grid schedule Bank determines in good faith (which determination will be conclusive and binding on the books Borrower) that by reason of circumstances affecting the London Interbank Eurodollar market, either Eurodollar rates are not offered in the London Interbank Eurodollar market or adequate and records fair means do not exist for ascertaining the Reserve Adjusted Eurodollar Rate for such Interest Period, the Bank shall promptly give to the Borrower telephonic notice (confirmed as soon as practicable in writing) of each Lender shall constitute presumptive evidence such determination. During the existence of such circumstances, any existing Eurodollar Rate Loan Portion in respect of which such circumstances exist will convert to a Prime Rate Loan Portion at the end of the information so recorded absent manifest error. Each Term Note shall (a) be dated the Closing Date, (b) be stated to mature on the Term Loan Maturity Date and (c) be payable as to principal in nineteen consecutive equal quarterly installments commencing on December 31, 2010 and on the last day of each March, June, September and December thereafter, with a twentieth and final payment on the Term Loan Maturity Date. The amount of such payments received by each Lender on each of the initial nineteen installment dates shall be in the amount of each Lender’s Commitment Proportion of $4,000,000, and the last installment received by each Lender shall be in the amount of each Lender’s Commitment Proportion of the remaining principal amount outstanding. Each Term Note shall bear interest from the date thereof until paid in full on the unpaid principal amount thereof from time to time outstanding at the applicable interest rate per annum determined as provided in, and payable as specified in, Section 3.01Interest Period.

Term Note. The Term Loan made by each Lender shall be evidenced by a promissory note of the Company, substantially in the form of Exhibit B, with appropriate insertions (individually, individually a “"Term Note” " and, collectively, the “"Term Notes”") payable to the order of such Lender and representing the obligation of the Company to pay the unpaid principal amount of the term Term Loan of such Lender with interest thereon as prescribed in Section 3.01. Each Lender is authorized to record the Type of its Term Loan and the date and amount of each payment or prepayment of principal thereof in such Lender’s 's records or on the grid schedule annexed to the Term Note; provided, however, that the failure of a Lender to set forth each payment and other information shall not in any manner affect the obligation of the Company to repay the Term Loan made by such Lender in accordance with the terms of its Term Note and this Agreement. The Term Note, the grid schedule and the books and records of each Lender shall constitute presumptive evidence of the information so recorded absent manifest error. Each Term Note shall (a) be dated the Closing Date, (b) be stated to mature on the Term Loan Maturity Date and (c) be payable as to principal in nineteen twenty consecutive equal quarterly installments commencing on December 31, 2010 2002 and on the last day of each March, June, September and December thereafter, with a twentieth and final payment on the Term Loan Maturity Date. The amount of such payments received by each Lender on each of the initial nineteen installment dates shall be in the amount of each Lender’s 's Commitment Proportion of $4,000,0001,250,000, and the last installment received by each Lender shall be in the amount of each Lender’s 's Commitment Proportion of the remaining principal amount outstanding. Each Term Note shall bear interest from the date thereof until paid in full on the unpaid principal amount thereof from time to time outstanding at the applicable interest rate per annum determined as provided in, and payable as specified in, Section 3.01.

Term Note. The Term Loan made by each Lender shall be evidenced by a promissory note of the Company, substantially in the form of Exhibit B, with appropriate insertions (individually, individually a “"Term Note” " and, collectively, the “"Term Notes”") payable to the order of such Lender and representing the obligation of the Company to pay the unpaid principal amount of the term Term Loan of such Lender with interest thereon as prescribed in Section 3.01. Each Lender is authorized to record the Type of its Term Loan and the date and amount of each payment or prepayment of principal thereof in such Lender’s 's records or on the grid schedule annexed to the Term Note; provided, however, that the failure of a Lender to set forth each payment and other information shall not in any manner affect the obligation of the Company to repay the Term Loan made by such Lender in accordance with the terms of its Term Note and this Agreement. The Term Note, the grid schedule and the books and records of each Lender shall constitute presumptive evidence of the information so recorded absent manifest error. Each Term Note shall (a) be dated the Closing Revolving Credit Conversion Date, (b) be stated to mature on the Term Loan Maturity Date and (c) be payable as to principal in nineteen sixteen consecutive equal quarterly installments commencing on December 31, 2010 and on the last day Business Day of each March, June, September and December thereafter, with a twentieth and final payment on the Term Loan Maturity Datecalendar quarter in which the Revolving Credit Conversion Date occurs. The amount of such payments received by each Lender on each of the initial nineteen fifteen installment dates shall be in the amount of each Lender’s 's Commitment Proportion of $4,000,000, the original principal amount the Term Loan and the last installment received by each Lender shall be in the amount of each Lender’s 's Commitment Proportion of the remaining principal amount outstandingoutstanding on the Term Loan Maturity Date. Each Lender's Term Note shall bear interest from the date thereof until paid in full on the unpaid principal amount thereof from time to time outstanding at the applicable interest rate per annum determined as provided in, and payable as specified in, Section 3.01.

Term Note. The Term Loan made by each Lender Whenever any payment on this Note shall be evidenced by stated to be due on a promissory note day which is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in the computation of the payment of interest on this Note. This Note is subject to mandatory prepayment as provided in the Credit Agreement and to prepayment at the option of Company as provided in the Credit Agreement. THIS NOTE AND THE RIGHTS AND OBLIGATIONS OF COMPANY AND PAYEE HEREUNDER SHALL BE GOVERNED BY, AND SHALL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH, THE INTERNAL LAWS OF THE STATE OF NEW YORK (INCLUDING SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW OF THE STATE OF NEW YORK), WITHOUT REGARD TO CONFLICTS OF LAWS PRINCIPLES. Upon the occurrence of an Event of Default, the unpaid balance of the principal amount of this Note, together with all accrued and unpaid interest thereon, may become, or may be declared to be, due and payable in the manner, upon the conditions and with the effect provided in the Credit Agreement. The terms of this Note are subject to amendment only in the manner provided in the Credit Agreement. This Note is subject to restrictions on transfer or assignment as provided in the Credit Agreement. No reference herein to the Credit Agreement and no provision of this Note or the Credit Agreement shall alter or impair the obligations of Company, substantially in the form of Exhibit Bwhich are absolute and unconditional, with appropriate insertions (individually, a “Term Note” and, collectively, the “Term Notes”) payable to such Lender and representing the obligation of the Company to pay the unpaid principal amount of and interest on this Note at the term Loan place, at the respective times, and in the currency herein prescribed. Company promises to pay all costs and expenses, including reasonable attorneys' fees, all as provided in the Credit Agreement, incurred in the collection and enforcement of such Lender with interest thereon as prescribed in Section 3.01this Note. Each Lender is authorized Company and any endorsers of this Note hereby consent to record renewals and extensions of time at or after the Type maturity hereof, without notice, and hereby waive diligence, presentment, protest, demand and notice of its Term Loan and the date and amount of each payment or prepayment of principal thereof in such Lender’s records or on the grid schedule annexed every kind and, to the Term Note; provided, however, that the failure of a Lender to set forth each payment and other information shall not in any manner affect the obligation of the Company to repay the Term Loan made full extent permitted by such Lender in accordance with the terms of its Term Note and this Agreement. The Term Notelaw, the grid schedule and the books and records right to plead any statute of each Lender shall constitute presumptive evidence of the information so recorded absent manifest error. Each Term Note shall (a) be dated the Closing Date, (b) be stated limitations as a defense to mature on the Term Loan Maturity Date and (c) be payable as to principal in nineteen consecutive equal quarterly installments commencing on December 31, 2010 and on the last day of each March, June, September and December thereafter, with a twentieth and final payment on the Term Loan Maturity Date. The amount of such payments received by each Lender on each of the initial nineteen installment dates shall be in the amount of each Lender’s Commitment Proportion of $4,000,000, and the last installment received by each Lender shall be in the amount of each Lender’s Commitment Proportion of the remaining principal amount outstanding. Each Term Note shall bear interest from the date thereof until paid in full on the unpaid principal amount thereof from time to time outstanding at the applicable interest rate per annum determined as provided in, and payable as specified in, Section 3.01any demand hereunder.

Term Note. The Term Loan made by each Lender shall be evidenced by a promissory note of the Company, substantially in the form of Exhibit BB hereto, with appropriate insertions (individually, a “Term Note” and, collectively, the “Term Notes”) payable to such Lender and representing the obligation of the Company to pay the unpaid principal amount of the term Loan of such Lender with interest thereon as prescribed in Section 3.01. Each Lender is authorized to record the Type of its Term Loan and the date and amount of each payment or prepayment of principal thereof in such Lender’s records or on the grid schedule annexed to the Term Note; provided, however, that the failure of a Lender to set forth each payment and other information shall not in any manner affect the obligation of the Company to repay the Term Loan made by such Lender in accordance with the terms of its Term Note and this Agreement. The Subject to Section 10.05(d), the Term Note, the grid schedule and the books and records of each Lender shall constitute presumptive evidence of the information so recorded absent manifest error. Each Term Note shall (a) be dated the Closing Date, (b) be stated to mature on the Term Loan Maturity Date and (c) be payable as to principal in nineteen consecutive equal quarterly installments commencing beginning on September 30, 2012. The Company shall make principal payments in respect of the Term Loans on each date set forth below and in the aggregate principal amount set forth opposite such date: Date Amount September 30, 2012 $ 1,000,000 December 31, 2010 and on 2012 $ 1,000,000 March 31, 2013 $ 1,000,000 June 30, 2013 $ 2,000,000 September 30, 2013 $ 2,000,000 December 31, 2013 $ 2,250,000 March 31, 2014 $ 2,250,000 June 30, 2014 $ 39,500,000 To the last day of each Marchextent not previously repaid, June, September and December thereafter, with a twentieth and final payment the aggregate unpaid principal amount under the Term Loans shall be paid in full by the Company on the Term Loan Maturity Date. The amount of such quarterly principal payments as well as the payment on the Term Loan Maturity Date received by each Lender on each of the initial nineteen installment dates date shall be in the amount of each Lender’s Commitment Proportion of $4,000,000, and the last installment received by each Lender shall be in the amount of each Lender’s Commitment Proportion of the remaining aggregate principal amount outstandingbeing paid on such date. Each Term Note shall bear interest from the date thereof until paid in full on the unpaid principal amount thereof from time to time outstanding at the applicable interest rate per annum determined as provided in, and payable as specified in, Section 3.01.

Term Note. The Term Loan made by each Lender shall be evidenced by a promissory note the Term Note, and shall bear interest and be payable to Lender upon the terms and conditions contained therein, which include the following provisions: (a) Interest shall accrue on the unpaid principal balance of the CompanyTerm Note (based on 360-day year) at the Floating Rate, substantially provided, that Borrower may elect, upon written notice that is received by Lender at least ten (10) days prior to the Term Conversion Date, that interest accrue at the Term Conversion Rate, in which case, commencing on the Term Conversion Date, interest shall accrue at the Term Conversion Rate. During the period that interest accrues at the Floating Rate, the interest rate on the Term Note shall change from time to time on the effective date of, and in conformity with, changes in the form Prime Rate. (b) Unless and until Borrower shall elect that interest accrue under the Term Note at the Term Conversion Rate, monthly installments of Exhibit Binterest and principal shall be due and payable on each Payment Date in the principal amount of $35,000.00 each, with appropriate insertions plus all accrued and unpaid interest. (individuallyc) Should Borrower elect that the Term Note bear interest at the Term Conversion Rate, a “equal payments of principal and interest shall be due and payable in consecutive monthly installments commencing on the first Payment Date after the Term Note” andConversion Date, collectivelyand continuing on each Payment Date thereafter, each in an amount sufficient to fully amortize the “Term Notes”) payable to such Lender and representing the obligation of the Company to pay the unpaid principal amount of the term Loan Term Note outstanding on the Term Conversion Date, at the Term Conversion Rate, over an amortization period equal to one hundred twenty (120) months less the full number of such Lender with interest thereon as prescribed in Section 3.01. Each Lender is authorized to record the Type of its Term Loan and months that elapsed between the date and amount of each payment or prepayment of principal thereof in such Lender’s records or on the grid schedule annexed to the Term Note; provided, however, that the failure of a Lender to set forth each payment and other information shall not in any manner affect the obligation of the Company to repay the Term Loan made by such Lender in accordance with the terms of its Term Note and this Agreement. the Term Conversion Date. (d) The Term Noteentire unpaid principal balance, all accrued and unpaid interest, and all other amounts payable under the grid schedule and the books and records of each Lender shall constitute presumptive evidence of the information so recorded absent manifest error. Each Term Note shall (a) be dated the Closing Date, (b) be stated to mature due and payable in full on the Term Loan Maturity Date and Date. (ce) be payable as to principal in nineteen consecutive equal quarterly installments commencing on December 31, 2010 and on the last day of each March, June, September and December thereafter, with a twentieth and final If any payment on required under the Term Loan Maturity Date. The amount Note is not paid within fifteen (15) days after the date such payment is due, then, at the option of such payments received by each Lender on each Lender, Borrower shall pay a "late charge" equal to four percent (4%) of the initial nineteen installment dates shall be in the amount of each Lender’s Commitment Proportion that payment to compensate Lender for administrative expenses and other costs of $4,000,000delinquent payments. (f) After maturity, including maturity upon acceleration, the unpaid principal balance, all accrued and unpaid interest and all other amounts payable under the last installment received by each Lender shall be in the amount of each Lender’s Commitment Proportion of the remaining principal amount outstanding. Each Term Note shall bear interest from the date thereof until paid in full on the unpaid principal amount thereof from time to time outstanding at the applicable interest rate per annum determined as provided in, and payable as specified in, Section 3.01Default Rate.

Term Note. The Term Loan made by each Lender shall be evidenced by a promissory note of the CompanyCompanies, substantially in the form of Exhibit BB-1, with appropriate insertions (individually, individually a “"Term Note” " and, collectively, the “"Term Notes”") payable to the order of such Lender and representing the obligation of the Company Companies to pay the unpaid principal amount of the term Term Loan of such Lender with interest thereon as prescribed in Section 3.01. Each Lender is authorized to record the Type of its Term Loan and the date and amount of each payment or prepayment of principal thereof in such Lender’s 's records or on the grid schedule annexed to the Term Note; provided, however, that the failure of a Lender to set forth each payment and other information shall not in any manner affect the obligation of the Company Companies to repay the Term Loan made by such Lender in accordance with the terms of its Term Note and this Agreement. The Term Note, the grid schedule and the books and records of each Lender shall constitute presumptive evidence of the information so recorded absent manifest error. Each Term Note shall (a) be dated the Closing Date, (b) be stated to mature on the Term Loan Maturity Date and (c) be payable as to principal in nineteen twenty consecutive equal quarterly installments commencing on December 31September 30, 2010 2000 and on the last day of each December, March, June, June and September and December thereafter, with a twentieth and final payment on the Term Loan Maturity Date. The amount of such payments received by each Lender on each of the initial nineteen installment dates shall be in the amount of each Lender’s 's Commitment Proportion of $4,000,000, 950,000 and the last installment received by each Lender shall be in the amount of each Lender’s 's Commitment Proportion of the remaining principal amount outstanding. Each The Term Note shall bear interest from the date thereof until paid in full on the unpaid principal amount thereof from time to time outstanding at the applicable interest rate per annum determined as provided in, and payable as specified in, Section 3.01.

Term Note. The Term Loan made by each Lender shall be evidenced by a promissory note of the Company, substantially in the form of Exhibit B, with appropriate insertions (individually, individually a “Term Note” and, collectively, the “Term Notes”) payable to the order of such Lender and representing the obligation of the Company to pay the unpaid principal amount of the term Loan of such Lender with interest thereon as prescribed in Section 3.01. Each Lender is authorized to record the Type of its Term Loan and the date and amount of each payment or prepayment of principal thereof in such Lender’s records or on the grid schedule annexed to the Term Note; provided, however, that the failure of a Lender to set forth each payment and other information shall not in any manner affect the obligation of the Company to repay the Term Loan made by such Lender in accordance with the terms of its Term Note and this Agreement. The Term Note, the grid schedule and the books and records of each Lender shall constitute presumptive evidence of the information so recorded absent manifest error. Each Term Note shall (a) be dated the Closing Date, (b) be stated to mature on the Term Loan Maturity Date and (c) be payable as to principal in nineteen consecutive equal quarterly installments commencing on December March 31, 2010 2007 and on the last day of each March, June, September and December thereafter, with a twentieth and final payment on the Term Loan Maturity Date. The amount of such payments received by each Lender on each of the initial nineteen installment dates date and each installment date through June 30, 2008 shall be in the amount of each Lender’s Commitment Proportion of $4,000,0003,250,000, for each installment date from September 30, 2008 through March 31, 2009 shall be in the amount of each Lender’s Commitment Proportion of $250,000, for each installment date from June 30, 2009 through March 31, 2010 shall be in the amount of each Lender’s Commitment Proportion of $1,625,000, for each installment date from June 30, 2010 through March 31, 2011 shall be in the amount of each Lender’s Commitment Proportion of $3,250,000, for each installment date from June 30, 2011 through September 30, 2011 shall be in an amount of each Lender’s Commitment Proportion of $5,325,000, and the last installment received by each Lender shall be in the amount of each Lender’s Commitment Proportion of the remaining principal amount outstanding. Each Term Note shall bear interest from the date thereof until paid in full on the unpaid principal amount thereof from time to time outstanding at the applicable interest rate per annum determined as provided in, and payable as specified in, Section 3.01.”

Term Note. The On the Closing Date, Borrower shall issue to each of the Lenders with a Term Loan made by each Lender shall be evidenced by Commitment a promissory note of the Company, executed by Borrower in substantially in the form of Exhibit B, attached hereto as EXHIBIT E with appropriate insertions all blanks appropriately completed in conformity with this Agreement (individually, each a “"Term Note” " and, collectively, the “"Term Notes”) payable to such Lender and representing "). The Term Notes shall evidence the obligation of the Company Borrower to pay the unpaid principal amount of the term Loan of such Lender with interest thereon as prescribed in Section 3.01. Each Lender is authorized to record the Type of its Term Loan and the date and amount of each payment or prepayment of principal thereof in such Lender’s records or on the grid schedule annexed repay to the Term Note; provided, however, that the failure of a Lender to set forth each payment and other information shall not in any manner affect the obligation of the Company to repay which it is issued the Term Loan made by such Lender in accordance with the terms to Borrower on account of its such Lender's Term Note and this Agreement. The Term Note, the grid schedule and the books and records of each Lender shall constitute presumptive evidence of the information so recorded absent manifest errorLoan Commitment. Each Term Note shall (ai) be payable to the Lender to which it is issued or its registered assigns, (ii) be dated as of the Closing Date, (biii) be in a stated principal amount equal to the Term Loan Commitment of such Lender, (iv) be payable in Dollars in the outstanding principal amount of the Term Loans evidenced thereby, (v) mature on the Maturity Date, (vi) bear interest as provided in Section 2.4.4. hereof, (vii) be subject to voluntary prepayments as provided in Section 2.6.7. hereof and mandatory prepayments as provided in Section 2.6.8. hereof and (viii) be entitled to the benefit of this Agreement and the Other Documents, and all security granted or provided to the Agent for the ratable benefit of the Lenders thereunder. The Adminisitrative Agent shall record each Term Loan Maturity Date in the Loan Account and (c) be payable as to principal in nineteen consecutive equal quarterly installments commencing each Lender shall record on December 31, 2010 and on its internal records the last day amount of each March, June, September and December thereafter, with a twentieth and final payment on the Term Loan Maturity Date. The made by it and each payment received by it in respect thereof and will prior to any transfer thereof endorse on the reverse side thereof the outstanding principal amount of the Term Loan evidenced thereby; PROVIDED, however, that such payments received by each Lender on each of the initial nineteen installment dates Lender's failure to make any such record or endorsement shall be not affect Borrower's obligations in the amount of each Lender’s Commitment Proportion of $4,000,000, and the last installment received by each Lender shall be in the amount of each Lender’s Commitment Proportion of the remaining principal amount outstanding. Each Term Note shall bear interest from the date thereof until paid in full on the unpaid principal amount thereof from time to time outstanding at the applicable interest rate per annum determined as provided in, and payable as specified in, Section 3.01respect thereof.