Common use of Termination of Existing Credit Agreement Clause in Contracts

Termination of Existing Credit Agreement. The Administrative Agent shall have received sufficient evidence indicating that contemporaneously with the execution and closing of this Agreement all obligations of the Borrower to the lenders and agents under the Existing Credit Agreement shall have been paid in full (other than with respect to the letters of credit issued thereunder which, on the Closing Date, will constitute Letters of Credit issued hereunder) and the Existing Credit Agreement shall be terminated (excluding any obligations which expressly survive the repayment of the amounts owing under the Existing Credit Agreement).

Termination of Existing Credit Agreement. The Administrative Agent shall have received sufficient evidence indicating that contemporaneously with the execution and closing of this Agreement all obligations of the Borrower satisfactory to the lenders and agents under the Existing Credit Agreement shall have been paid in full (other than with respect to the letters of credit issued thereunder which, on the Closing Date, will constitute Letters of Credit issued hereunder) and Administrative Agent that the Existing Credit Agreement shall be terminated (excluding any obligations which expressly survive simultaneously terminated, all amounts thereunder shall be simultaneously paid in full and arrangements satisfactory to the repayment Administrative Agent shall have been made for the termination of the amounts owing under the Existing Credit Agreement)Liens and security interests granted in connection therewith.

Termination of Existing Credit Agreement. The Administrative Agent shall have received sufficient evidence indicating that contemporaneously with the execution principal of and closing of this Agreement interest on the loans under, and all obligations of the Borrower to the lenders and agents other amounts owing under or in respect of, the Existing Credit Agreement shall have been (or shall simultaneously be) paid in full (other than with respect and all commitments to extend credit thereunder of any lender thereunder shall have been terminated, in each case in a manner reasonably satisfactory to the letters of credit issued thereunder which, on the Closing Date, will constitute Letters of Credit issued hereunder) and the Existing Credit Agreement shall be terminated (excluding any obligations which expressly survive the repayment of the amounts owing under the Existing Credit Agreement)Administrative Agent.

Termination of Existing Credit Agreement. The Administrative Agent shall have received sufficient satisfactory evidence indicating that contemporaneously with the execution and closing of this Agreement all obligations of the Borrower to the lenders and agents under the Existing Credit Agreement shall have been terminated and all amounts thereunder shall have been paid in full (other than with respect to the letters of credit issued thereunder which, on the Closing Date, will constitute Letters of Credit issued hereunder) and the Existing Credit Agreement shall be terminated (excluding any obligations which expressly survive the repayment of the amounts owing under the Existing Credit Agreement)full.

Termination of Existing Credit Agreement. The Administrative Agent shall have received sufficient satisfactory evidence indicating that contemporaneously concurrently with the execution and closing of this Agreement all obligations occurrence of the Closing Date the Borrower to the lenders and agents under the Existing Credit Agreement shall have been has paid in full any Loans (other than with respect to the letters of credit issued thereunder which, on the Closing Date, will constitute Letters of Credit issued hereunder) and the Existing Credit Agreement shall be terminated (excluding any obligations which expressly survive the repayment of the amounts owing as defined under the Existing Credit Agreement), liabilities and other obligations under the Existing Credit Agreement in full (other than the letters of credit referred to in Section 3.09) and has terminated the Commitments (as defined under the Existing Credit Agreement) thereunder.

Termination of Existing Credit Agreement. The Administrative Agent shall have received sufficient evidence indicating that contemporaneously with the execution reasonably satisfactory to it that, simultaneously herewith, all principal, interest, fees and closing of this Agreement all obligations of other amounts owing by the Borrower to the lenders and agents under the Existing Credit Agreement shall have been paid in full (other than with respect to the letters of credit issued thereunder whichfull, on the Closing Date, will constitute Letters of Credit issued hereunder) and the Existing Credit Agreement shall be have been terminated (excluding and all Liens thereunder shall have been terminated and released. Each Lender party hereto which is also a party to the Existing Credit Agreement hereby agrees that any obligations which expressly survive the repayment notice of the amounts owing termination required under the Existing Credit Agreement)Agreement is hereby deemed to have been waived.

Termination of Existing Credit Agreement. The On or before the Closing Date, the Administrative Agent shall have received sufficient satisfactory evidence indicating that contemporaneously with the execution and closing of this Agreement all obligations of the Borrower to has paid the lenders and agents under the Existing Credit Agreement shall have been paid in full Loans (other than with respect to the letters of credit issued thereunder which, on the Closing Date, will constitute Letters of Credit issued hereunder) and the Existing Credit Agreement shall be terminated (excluding any obligations which expressly survive the repayment of the amounts owing as defined under the Existing Credit Agreement), liabilities and other obligations under the Existing Credit Agreement in full and has terminated the Commitments (as defined under the Existing Credit Agreement) thereunder.

Termination of Existing Credit Agreement. The Administrative Agent shall have received sufficient evidence indicating that contemporaneously with the execution and closing of this Agreement all obligations of the Borrower to termination of the lenders and agents commitments of the Existing Banks under the Existing Credit Agreement shall have been paid and payment in full of all Obligations (other than with respect to the letters of credit issued thereunder which, on the Closing Date, will constitute Letters of Credit issued hereunder) and as defined in the Existing Credit Agreement shall be terminated (excluding any obligations which expressly survive the repayment of the amounts owing Agreement) outstanding under the Existing Credit Agreement, and the termination and release of all guarantees and security interests granted under the Existing Credit Agreement and the other Credit Documents (as defined in the Existing Credit Agreement), in each case in form and substance reasonably satisfactory to the Administrative Agent.

Termination of Existing Credit Agreement. The Administrative Agent shall have received sufficient evidence indicating that contemporaneously with the execution and closing of this Agreement all obligations of the Borrower satisfactory to the lenders and agents under the Existing Credit Agreement shall have been paid in full (other than with respect to the letters of credit issued thereunder which, on the Closing Date, will constitute Letters of Credit issued hereunder) and Administrative Agent that the Existing Credit Agreement shall be terminated simultaneously terminated, all amounts thereunder shall be simultaneously paid in full and arrangements satisfactory to the Administrative Agent shall have been made for the termination (excluding any obligations which expressly survive or assignment to the repayment Administrative Agent) of the amounts owing under the Existing Credit Agreement)Liens and security interests granted in connection therewith.

Termination of Existing Credit Agreement. The On or before the Closing Date, the Administrative Agent shall have received sufficient satisfactory evidence indicating that contemporaneously with the execution and closing of this Agreement all obligations of the Borrower to has paid the lenders and agents under the Existing Credit Agreement shall have been paid in full Loans (other than with respect to the letters of credit issued thereunder which, on the Closing Date, will constitute Letters of Credit issued hereunder) and the Existing Credit Agreement shall be terminated (excluding any obligations which expressly survive the repayment of the amounts owing as defined under the Existing Credit Agreement), liabilities and other obligations under the Existing Credit Agreement in full (other than the letters of credit referred to in Section 3.09) and has terminated the Commitments (as defined under the Existing Credit Agreement) thereunder.

Termination of Existing Credit Agreement. The Administrative Agent shall have received sufficient satisfactory evidence indicating that contemporaneously with the execution and closing of this Agreement all obligations of the Borrower to the lenders and agents under the Existing Credit Agreement shall have been terminated and all amounts thereunder shall have been paid in full (other than with respect and satisfactory arrangements shall have been made for the termination of all Liens granted in connection therewith or the assignment thereof to the letters of credit issued thereunder which, on the Closing Date, will constitute Letters of Credit issued hereunder) and the Existing Credit Agreement shall be terminated (excluding any obligations which expressly survive the repayment of the amounts owing under the Existing Credit Agreement)Administrative Agent.

Termination of Existing Credit Agreement. The Administrative ---------------------------------------- Agent shall have received sufficient satisfactory evidence indicating that contemporaneously with the execution and closing of this Agreement all obligations of the Borrower to the lenders and agents under the Existing Credit Agreement shall have been paid in full (other than with respect to the letters of credit issued thereunder which, on the Closing Date, will constitute Letters of Credit issued hereunder) and the Existing Credit Agreement shall be terminated (excluding any obligations which expressly survive upon the repayment payment of all amounts due and payable thereunder and that all such amounts shall have been paid in full or shall be paid in full with the proceeds of the amounts owing under the Existing Credit Agreement)initial extensions of credit hereunder.

Termination of Existing Credit Agreement. The Administrative Agent shall have received sufficient evidence indicating that contemporaneously with a letter from the execution and closing of this Agreement all obligations of the Borrower to the lenders and agents administrative agent under the Existing Credit Agreement shall to the effect that all amounts outstanding thereunder, if any, have been paid in full (other than with respect to the full, that no letters of credit are issued thereunder which, on the Closing Date, will constitute Letters of Credit issued hereunder) and under the Existing Credit Agreement shall be terminated (excluding any and that the obligations which expressly survive the repayment of the amounts owing under lenders thereunder to make further extensions of credit pursuant to the Existing Credit Agreement)Agreement have been terminated.

Termination of Existing Credit Agreement. The Administrative Agent shall have received sufficient satisfactory evidence indicating that contemporaneously with the execution and closing of this Agreement all obligations owing under the credit agreement dated as of August 31, 2007 among the Borrower to Borrower, the lenders party thereto and agents under the Existing Credit Agreement shall Citicorp USA, Inc., as administrative agent have been paid in full (other than with respect to the letters of credit issued thereunder which, on the Closing Date, will constitute Letters of Credit issued hereunder) and the Existing Credit Agreement shall be terminated (excluding any obligations which expressly survive the repayment of the amounts owing under the Existing Credit Agreement)that such agreement has been terminated.

Termination of Existing Credit Agreement. The Administrative Agent shall have received sufficient evidence indicating that contemporaneously with reasonably satisfactory to it that, simultaneously herewith, all principal interest, fees and other amounts owing by the execution and closing of this Agreement all obligations of the Borrower to the lenders and agents Company under the Existing Credit Agreement shall have been paid in full (other than with respect to the letters of credit issued thereunder whichfull, on the Closing Date, will constitute Letters of Credit issued hereunder) and the Existing Credit Agreement shall be have been terminated (excluding any obligations which expressly survive the repayment of the amounts owing under the Existing Credit Agreement)and all Liens thereunder shall have been terminated and released.

Termination of Existing Credit Agreement. The Administrative ---------------------------------------- Agent shall have received sufficient evidence indicating that contemporaneously with the execution and closing of this Agreement all obligations of the Borrower Commitments to the lenders and agents extend credit under the Existing Credit Agreement have been or are simultaneously being terminated and that all loans thereunder and other amounts payable in respect thereof have been or are simultaneously being paid in full, and that arrangements for the termination of the Liens thereunder (or transfer of the Liens created thereunder to the Administrative Agent hereunder) shall have been paid completed in full (other than with respect a manner satisfactory to the letters of credit issued thereunder which, on the Closing Date, will constitute Letters of Credit issued hereunder) and the Existing Credit Agreement shall be terminated (excluding any obligations which expressly survive the repayment of the amounts owing under the Existing Credit Agreement)Administrative Agent.

Termination of Existing Credit Agreement. The Administrative Agent shall have received sufficient evidence indicating that contemporaneously with the execution and closing of this Agreement all obligations of the Borrower satisfactory to the lenders Administrative Agent that, except for the Revolver, any agreement governing Borrower's existing bank indebtedness shall be simultaneously terminated, all amounts thereunder shall be simultaneously paid in full and agents under arrangements satisfactory to the Existing Credit Agreement Administrative Agent shall have been paid made for the termination of Liens and security interests granted in full (other than with respect to the letters of credit issued thereunder which, on the Closing Date, will constitute Letters of Credit issued hereunder) and the Existing Credit Agreement shall be terminated (excluding any obligations which expressly survive the repayment of the amounts owing under the Existing Credit Agreement)connection therewith.

Termination of Existing Credit Agreement. The Administrative Agent shall have received sufficient evidence indicating that contemporaneously with the execution and closing of this Agreement all obligations of the Borrower commitments to the lenders and agents extend credit under the Existing Credit Agreement have been or are simultaneously being terminated and that all loans thereunder and other amounts payable in respect thereof have been or are simultaneously being paid in full, and that arrangements for the termination of the Liens thereunder (or transfer of the Liens created thereunder to the Administrative Agent hereunder) shall have been paid completed in full (other than with respect a manner satisfactory to the letters of credit issued thereunder which, on the Closing Date, will constitute Letters of Credit issued hereunder) and the Existing Credit Agreement shall be terminated (excluding any obligations which expressly survive the repayment of the amounts owing under the Existing Credit Agreement)Administrative Agent.

Termination of Existing Credit Agreement. The Evidence satisfactory to the Administrative Agent that all principal of and interest on the extensions of credits outstanding under, and all other amounts owing under, the Existing Credit Agreement have been (or shall be simultaneously with the Closing Date ) paid in full, and the Borrower shall have received sufficient evidence indicating irrevocably directed the Administrative Agent to apply the proceeds from the initial Credit Extension hereunder toward such payment in full, and that contemporaneously with the execution and closing of this Agreement all obligations of the Borrower any commitments to the lenders and agents extend credit under the Existing Credit Agreement shall have been paid in full (other than or shall be simultaneously with respect to the letters of credit issued thereunder which, on the Closing Date, will constitute Letters of Credit issued hereunder) and the Existing Credit Agreement shall be terminated (excluding any obligations which expressly survive the repayment of the amounts owing under the Existing Credit Agreement).canceled or terminated; and

Termination of Existing Credit Agreement. The Administrative Agent shall have received sufficient evidence indicating satisfactory to it that contemporaneously with the execution and closing of this Agreement all obligations of the Borrower to the lenders and agents under the Existing Credit Agreement has been terminated and all loans outstanding, interest thereon and other amounts due and payable thereunder shall have been paid repaid in full (other than with respect to the letters of credit issued thereunder which, on the Closing Date, will constitute Letters of Credit issued hereunder) and the Existing Credit Agreement shall be terminated (excluding any obligations which expressly survive the repayment of the amounts owing under the Existing Credit Agreement)full.

Termination of Existing Credit Agreement. The Administrative Agent shall have received sufficient evidence indicating satisfactory to it that contemporaneously with the execution and closing of this Agreement all obligations of the Borrower to the lenders and agents commitments under the Existing Credit Agreement shall have expired or been paid in full (other than with respect to the letters of credit issued terminated and all amounts then due and payable thereunder which, on the Closing Date, will constitute Letters of Credit issued hereunder) and the Existing Credit Agreement shall be terminated (excluding any obligations which expressly survive the repayment of the amounts owing under the Existing Credit Agreement)have been paid.

Termination of Existing Credit Agreement. The Administrative Agent shall have received sufficient satisfactory evidence indicating that contemporaneously with the execution and closing of this Agreement all obligations of the Borrower to the lenders and agents under the Existing Credit Agreement shall have been terminated and that any amounts owing thereunder by the Borrower shall have been (or shall upon the occurrence of the Closing Date be) paid in full (other than with respect to the letters of credit issued thereunder which, on the Closing Date, will constitute Letters of Credit issued hereunder) and the Existing Credit Agreement shall be terminated (excluding any obligations which expressly survive the repayment of the amounts owing under the Existing Credit Agreement)full.

Termination of Existing Credit Agreement. The Evidence satisfactory to the Administrative Agent that all principal of and interest on the extensions of credits outstanding under, and all other amounts owing under, the Existing Credit Agreement have been (or shall be simultaneously with the Closing Date ) paid in full, and the Borrower shall have received sufficient evidence indicating irrevocably directed the Administrative Agent to apply the proceeds from the initial Credit Extension hereunder toward such payment in full, and that contemporaneously with the execution and closing of this Agreement all obligations of the Borrower any commitments to the lenders and agents extend credit under the Existing Credit Agreement shall have been paid in full (other than or shall be simultaneously with respect to the letters of credit issued thereunder which, on the Closing Date, will constitute Letters of Credit issued hereunder) and the Existing Credit Agreement shall be terminated (excluding any obligations which expressly survive the repayment of the amounts owing under the Existing Credit Agreement).canceled or terminated;

Termination of Existing Credit Agreement. The Evidence satisfactory to the Administrative Agent that all principal of and interest on the extensions of credits outstanding under, and all other amounts owing under, the Existing Credit Agreement have been (or shall be simultaneously with the Closing Date) paid in full, and, if applicable, the Borrower shall have received sufficient evidence indicating irrevocably directed the Administrative Agent to apply the proceeds from the initial Credit Extension hereunder toward such payment in full, and that contemporaneously with the execution and closing of this Agreement all obligations of the Borrower any commitments to the lenders and agents extend credit under the Existing Credit Agreement shall have been paid in full (other than or shall be simultaneously with respect to the letters of credit issued thereunder which, on the Closing Date, will constitute Letters of Credit issued hereunder) and the Existing Credit Agreement shall be terminated (excluding any obligations which expressly survive the repayment of the amounts owing under the Existing Credit Agreement).canceled or terminated;

Termination of Existing Credit Agreement. The Administrative Agent shall have received sufficient evidence indicating that contemporaneously with the execution evidence, in form and closing of this Agreement all obligations of the Borrower substance reasonably satisfactory to the lenders Administrative Agent, that all principal, interest and agents under other amounts outstanding in connection with the Existing Credit Agreement has been or substantially concurrently with the Closing Date is being repaid in full and terminated and all Liens relating thereto shall have been paid in full terminated and released (other than with respect or arrangements reasonably satisfactory to the letters of credit issued thereunder which, on the Closing Date, will constitute Letters of Credit issued hereunder) and the Existing Credit Agreement Administrative Agent shall be terminated (excluding any obligations which expressly survive the repayment of the amounts owing under the Existing Credit Agreementhave been made therefor).

Termination of Existing Credit Agreement. The Administrative Agent shall have received sufficient evidence indicating to its satisfaction that contemporaneously with the execution and closing of this Agreement all obligations of the Borrower to the lenders and agents under the Existing Credit Agreement shall have been (or will be upon the initial borrowings and issuance of Letters of Credit hereunder on the Closing Date and the application of the proceeds thereof) terminated and the obligations of the Company and its Subsidiaries thereunder shall have been (or will upon such borrowing and application of proceeds) paid in full (other than with respect to the letters of credit issued thereunder which, on the Closing Date, will constitute Letters of Credit issued hereunder) and the Existing Credit Agreement shall be terminated (excluding any obligations which expressly survive the repayment of the amounts owing under the Existing Credit Agreement)fully satisfied.

Termination of Existing Credit Agreement. The Administrative Agent shall have received sufficient evidence indicating satisfactory to it that contemporaneously with (i) the execution Transaction has been consummated and closing of this Agreement all obligations of (ii) promptly upon funding the Borrower to initial Advance the lenders and agents Commitments under the Existing Credit Agreement Agreements shall have terminated and the indebtedness for borrowed money outstanding thereunder shall have been paid in full (other than with respect to the letters of credit issued thereunder which, on the Closing Date, will constitute Letters of Credit issued hereunder) and the Existing Credit Agreement shall be terminated (excluding any obligations which expressly survive the repayment of the amounts owing under the Existing Credit Agreement)retired.

Termination of Existing Credit Agreement. The Administrative Agent shall have received sufficient evidence indicating that contemporaneously with the execution and closing of this Agreement all obligations of the Borrower reasonably satisfactory to the lenders and agents Administrative Agent that all Indebtedness under the Existing Credit Agreement shall be simultaneously terminated and all amounts thereunder shall be simultaneously repaid in full and evidence that arrangements reasonably satisfactory to the Administrative Agent shall have been paid made for the termination and release of guarantees, Liens and security interests (if any) granted in full (other than with respect connection therewith in a form reasonably satisfactory to the letters of credit issued thereunder which, on the Closing Date, will constitute Letters of Credit issued hereunder) and the Existing Credit Agreement shall be terminated (excluding any obligations which expressly survive the repayment of the amounts owing under the Existing Credit Agreement)Administrative Agent.