Common use of Termination of the Facility Clause in Contracts

Termination of the Facility. (a) Without limiting Section 2.3 or Section 8.1, (a) the Aggregate Commitments shall expire on the Facility Termination Date and (b) the Aggregate Credit Exposure and all other unpaid Obligations shall be paid in full by the Borrowers on the Facility Termination Date. (b) The Borrowers may terminate this Agreement upon (i) at least 10 Business Days' prior written notice thereof to the Agent and the Lenders, (ii) the payment in full of all outstanding Loans, together with accrued and unpaid interest thereon, (iii) the cancellation and return of all outstanding Facility LCs (or alternatively, with respect to each such Facility LC, the furnishing to the Agent of a cash deposit or Supporting Letter of Credit as required by Section 2.1.2(l)), (iv) the payment in full of the early termination fee set forth in the following sentence (the "Prepayment Fee"), (v) the payment in full of all reimbursable expenses and other Obligations together with accrued and unpaid interest thereon, and (vi) the payment in full of any amount due under Section 3.4. If this Agreement is terminated at any time prior to the Facility Termination Date, whether pursuant to this Section 2.16 or pursuant to Section 8.1, the Borrowers shall pay to the Agent, for the account of the Lenders in accordance with their respective Pro Rata Shares of the Aggregate Revolving Commitment, an early termination fee determined in accordance with the following table: Period during which early termination occurs Prepayment Fee ------------------------------------------------------------------- On or prior to the first anniversary of the 2% of the Aggregate Closing Date Commitment -------------------------------------------------------------------- After the first anniversary of the Closing 1% of the Aggregate Date and prior to December 2, 2007 Commitment -------------------------------------------------------------------- On and After December 2, 2007 None -------------------------------------------------------------------- No such Prepayment Fee shall be payable in the event this Agreement is terminated in connection with refinancing of the Obligations in a transaction in which Bank One or one of its Affiliates that is a banking institution provides or arranges a replacement bank credit facility for the Borrowers.

Termination of the Facility. (a) Without limiting Section 2.3 or Section 8.1, (a) the Aggregate Commitments shall expire on the Facility Termination Date and (b) the Aggregate Credit Exposure and all other unpaid Obligations shall be paid in full by the Borrowers on the Facility Termination Date. (b) The Borrowers may terminate this Agreement upon (i) with at least 10 ten Business Days' prior written notice thereof to the Agent and the Lenders, upon (iii) the payment in full of all outstanding Loans, together with accrued and unpaid interest thereon, (iiiii) the cancellation and return of all outstanding Facility LCs (or alternatively, with respect to A&R CREDIT AGREEMENT each such Facility LC, the furnishing to the Agent of a cash deposit or Supporting Letter of Credit as required by Section 2.1.2(l)), (iviii) the payment in full of the early termination fee set forth in the following sentence (the "Prepayment Fee"), (viv) the payment in full of all reimbursable expenses and other Obligations together with accrued and unpaid interest thereon, and (viv) the payment in full of any amount due under Section 3.4. If Subject to Section 2.24, if this Agreement is terminated at any time prior to the Facility Termination Date, whether pursuant to this Section 2.16 or pursuant to Section 8.1, the Borrowers Borrower shall pay to the Agent, for the account of the Lenders in accordance with their respective Pro Rata Shares of the Aggregate Revolving CommitmentLenders, an early termination fee determined in accordance with the following table: Period during which early termination occurs Prepayment Fee ------------------------------------------------------------------- ------------------------------------------- ----------------------- On or prior to the first anniversary of the 21.0% of the Aggregate Closing Date Commitment -------------------------------------------------------------------- After the first anniversary of the Closing 1Date but on or prior to the second 0.50% of the Aggregate anniversary of the Closing Date and prior to December 2, 2007 Commitment -------------------------------------------------------------------- On and After December 2, 2007 None -------------------------------------------------------------------- No such Prepayment Fee shall be payable in the event this Agreement is terminated in connection with refinancing of the Obligations in a transaction in which Bank One or one of its Affiliates that is a banking institution provides or arranges a replacement bank credit facility for the Borrowers.

Termination of the Facility. (a) Without limiting Section 2.3 2.2 or Section 8.1, (a) the Aggregate Commitments Commitment shall expire on the Facility Termination Date and (b) the Aggregate Credit Exposure and all other unpaid Obligations shall be paid in full by the Borrowers on the Facility Termination Date. (b) The Borrowers may terminate this Agreement upon (i) at least 10 Business Days' ’ prior written notice thereof from the Borrowing Representative to the Agent and the LendersLender, upon (iii) the payment in full of all outstanding Loans, together with accrued and unpaid interest thereon, (iiiii) the cancellation and return of all outstanding Facility LCs (or alternatively, with respect to each such Facility LC, the furnishing to the Agent Lender of a cash deposit or Supporting Letter of Credit as required by Section 2.1.2(l2.1.2(i)), (iviii) the payment in full of the early termination fee set forth in the following sentence (the "“Prepayment Fee"”), (viv) the payment in full of all reimbursable expenses and other Obligations together with accrued and unpaid interest thereon, and (viv) the payment in full of any amount due under Section 3.4. If Subject to Section 2.20, if this Agreement is terminated at any time prior to the Facility Termination Date, other than by virtue of a refinancing by the Lender, or by a group of lenders agented by the Lender, whether pursuant to this Section 2.16 2.14 or pursuant to Section 8.1, the Borrowers shall pay to the Agent, for the account of the Lenders in accordance with their respective Pro Rata Shares of the Aggregate Revolving Commitment, Lender an early termination fee determined in accordance with the following table: Period during which early termination occurs Prepayment Fee ------------------------------------------------------------------- On or prior to the first anniversary of the 2% of the Aggregate Closing Date Commitment -------------------------------------------------------------------- $ 500,000 After the first anniversary of the Closing 1% Date but on or prior to the second anniversary of the Aggregate Closing Date and $ 300,000 After the second anniversary of the Closing Date but on or prior to December 2, 2007 Commitment -------------------------------------------------------------------- On and After December 2, 2007 None -------------------------------------------------------------------- No such Prepayment Fee shall be payable in the event this Agreement is terminated in connection with refinancing third anniversary of the Obligations in a transaction in which Bank One or one of its Affiliates that is a banking institution provides or arranges a replacement bank credit facility for the Borrowers.Closing Date $ 100,000

Termination of the Facility. (a) Without limiting Section 2.3 or Section 8.1, (a) the Aggregate Commitments shall expire on the Facility Termination Date and (b) the Aggregate Credit Exposure and all other unpaid Obligations shall be paid in full by the Borrowers Borrower on the Facility Termination Date. (b) The Borrowers Borrower may terminate this Agreement upon (i) at least 10 Business Days' prior written notice thereof to the Agent and the Lenders, (ii) the payment in full of all outstanding Loans, together with accrued and unpaid interest thereon, (iii) the cancellation and return of all outstanding Facility LCs (or alternatively, with respect to each such Facility LC, the furnishing to the Agent of a cash deposit or Supporting Letter of Credit as required by Section 2.1.2(l)), (iv) the payment in full of the early termination fee set forth in the following sentence (the "Prepayment FeePREPAYMENT FEE"), (v) the payment in full of all reimbursable expenses and other Obligations together with accrued and unpaid interest thereon, and (vi) the payment in full of any amount due under Section 3.4. If this Agreement is terminated at any time prior to the Facility Termination first anniversary of the Closing Date, whether pursuant to this Section 2.16 or pursuant to Section 8.1, the Borrowers Borrower shall pay to the Agent, for the account of the Lenders in accordance with their respective Pro Rata Shares of the Aggregate Revolving CommitmentLenders, an early termination fee determined in accordance with the following table: Period during which early termination occurs Prepayment Fee ------------------------------------------------------------------- On or prior an amount equal to the first anniversary of the 2% of the Aggregate Closing Date Commitment -------------------------------------------------------------------- After the first anniversary of the Closing 1% of the Aggregate Date and prior to December 2, 2007 Commitment -------------------------------------------------------------------- On and After December 2, 2007 None -------------------------------------------------------------------- Commitment. No such Prepayment Fee shall be payable in the event this Agreement is terminated in connection with refinancing of the Obligations in a transaction in which Bank One or one of its Affiliates that is a banking institution provides or arranges a replacement bank credit facility for the BorrowersBorrower.

Termination of the Facility. (a) Without limiting Section 2.3 or Section 8.1, (a) the Aggregate Commitments shall expire on the Facility Termination Date and (b) the Aggregate Credit Exposure and all other unpaid Obligations shall be paid in full by the Borrowers Borrower owing such amount on the Facility Termination Date. (b) The Borrowers Company may terminate this Agreement upon (i) at least 10 Business Days' prior written notice thereof to the Agent and the Lenders, upon (iii) the payment in full of all outstanding Loans, together with accrued and unpaid interest thereon, (iiiii) the cancellation and return of all outstanding Facility LCs (or alternatively, with respect to each such Facility LC, the furnishing to the Agent of a cash deposit or Supporting Letter of Credit as required by Section 2.1.2(l)), (iviii) the payment in full of the early termination fee set forth in the following sentence (the "Prepayment Fee"), (viv) the payment in full of all reimbursable expenses and other Obligations together with accrued and unpaid interest thereon, and (viv) the payment in full of any amount due under Section 3.4. If Subject to Section 2.24, if this Agreement is terminated at any time prior to the Facility Termination Date, whether pursuant to this Section 2.16 or pursuant to Section 8.1, the Borrowers Company shall pay to the Agent, for the account of the Lenders in accordance with their respective Pro Rata Shares of the Aggregate Revolving CommitmentLenders, an early termination fee determined in accordance with the following table: ===================================================== ==================================== Period during which early termination occurs Prepayment Fee ------------------------------------------------------------------- ===================================================== ==================================== On or prior to the first anniversary of the 2Closing 1.0% of the Aggregate Closing Commitment Date Commitment -------------------------------------------------------------------- ===================================================== ==================================== After the first anniversary of the Closing 1Date but 0.5% of the Aggregate Date and Commitment on or prior to December 2, 2007 Commitment -------------------------------------------------------------------- On and the second anniversary of the Closing Date ----------------------------------------------------- ------------------------------------ After December 2, 2007 the second anniversary of the Closing Date None -------------------------------------------------------------------- but on or prior to the third anniversary of the Closing Date ===================================================== ==================================== No such Prepayment Fee shall be payable in the event this Agreement is terminated in connection with refinancing of the Obligations in a transaction in which Bank One or one of its Affiliates that is a banking institution provides or arranges a replacement bank credit facility for the BorrowersCompany.

Termination of the Facility. (a) Without limiting Section 2.3 or Section 8.1, (a) the Aggregate Commitments shall expire on the Facility Termination Date and (b) the Aggregate Credit Exposure and all other unpaid Obligations shall be paid in full by the Borrowers applicable Borrower on the Facility Termination Date. (b) The Borrowers Domestic Borrower may terminate this Agreement upon (i) at least 10 Business Days' prior written notice thereof to the Agent and the Lenders, (ii) the payment in full of all outstanding Loans, together with accrued and unpaid interest thereon, (iii) the cancellation and return of all outstanding Facility LCs (or alternatively, with respect to each such Facility LC, the furnishing to the Agent of a cash deposit or Supporting Letter of Credit as required by Section 2.1.2(l)), (iv) the payment in full of the early termination fee set forth in the following sentence (the "Prepayment FeePREPAYMENT FEE"), (v) the payment in full of all reimbursable expenses and other Obligations together with accrued and unpaid interest thereon, and (vi) the payment in full of any amount due under Section 3.4. If this Agreement is terminated at any time prior to the Facility Termination first anniversary of the Closing Date, whether pursuant to this Section 2.16 or pursuant to Section 8.1, the Borrowers Domestic Borrower shall pay to the Agent, for the account of the Lenders in accordance with their respective Pro Rata Shares of the Aggregate Revolving CommitmentLenders, an early termination fee determined in accordance with the following table: Period during which early termination occurs Prepayment Fee ------------------------------------------------------------------- On or prior an amount equal to the first anniversary of the 2% of the Aggregate Closing Date Commitment -------------------------------------------------------------------- After the first anniversary of the Closing 1% of the Aggregate Date and prior to December 2, 2007 Commitment -------------------------------------------------------------------- On and After December 2, 2007 None -------------------------------------------------------------------- Commitment. No such Prepayment Fee shall be payable in the event this Agreement is terminated in connection with refinancing of the Obligations in a transaction in which Bank One or one of its Affiliates that is a banking institution provides or arranges a replacement bank credit facility for the BorrowersBorrower.

Termination of the Facility. (a) Without limiting Section 2.3 or Section 8.1, (a) the Aggregate Commitments shall expire on the Facility Termination Date and (b) the Aggregate Credit Exposure and all other unpaid Obligations shall be paid in full by the Borrowers on the Facility Termination Date. (b) The Borrowers may terminate this Agreement upon (i) at least 10 Business Days' ’ prior written notice thereof to the Agent and the Lenders, (ii) the payment in full of all outstanding Loans, together with accrued and unpaid interest thereon, (iii) the cancellation and return of all outstanding Facility LCs (or alternatively, with respect to each such Facility LC, the furnishing to the Agent of a cash deposit or Supporting Letter of Credit as required by Section 2.1.2(l)), (iv) the payment in full of the early termination fee set forth in the following sentence (the "“Prepayment Fee"”), (v) the payment in full of all reimbursable expenses and other Obligations together with accrued and unpaid interest thereon, and (vi) the payment in full of any amount due under Section 3.4. If this Agreement is terminated at any time prior to the Facility Termination Date, whether pursuant to this Section 2.16 or pursuant to Section 8.1, the Borrowers shall pay to the Agent, for the account of the Lenders in accordance with their respective Pro Rata Shares of the Aggregate Revolving Commitment, an early termination fee determined in accordance with the following table: Period during which early termination occurs Prepayment Fee ------------------------------------------------------------------- On or prior to From the first anniversary of the 2% of the Aggregate Closing Date Commitment -------------------------------------------------------------------- After the first anniversary of the Closing up to December 2, 2007 1% of the Aggregate Date and prior to December 2, 2007 Commitment -------------------------------------------------------------------- On and After December 2, 2007 None -------------------------------------------------------------------- No such Prepayment Fee shall be payable in the event this Agreement is terminated in connection with refinancing of the Obligations in a transaction in which Bank One Chase or one of its Affiliates that is a banking institution provides or arranges a replacement bank credit facility for the Borrowers.