Common use of PAYMENT AND OTHER TERMS Clause in Contracts

PAYMENT AND OTHER TERMS. Customer shall pay the indebtedness under this Note in 60 consecutive monthly installments commencing on the first day of the second calendar month following the Closing Date and continuing on the first day of each calendar month thereafter until this Note shall be paid in full. Each such installment in an amount equal to the sum of (i) accrued interest, and (ii) 1/60th of the Loan Amount (with the first such installment including interest accrued from the date of funding). Each payment received hereunder shall be applied first to any fees and expenses of MLBFS payable by Customer under the terms of the Loan Agreement (including, without limitation, collection fees), next to accrued interest at the Interest Rate and/or Default Interest Rate, as applicable, with the balance applied on account of the unpaid principal hereof. Upon the occurrence and during the continuance of any Default, but without limiting the rights and remedies otherwise available to MLBFS or waiving such Default, the interest payable by Customer hereunder shall at the option of MLBFS accrue and be payable at the Default Interest Rate. The Default Interest Rate, once implemented, shall continue to apply to this Note and be payable by Customer until the date such Default is either cured or waived in writing by MLBFS. All interest shall be computed on the basis of actual days elapsed over a 360-day year. All sums payable hereunder shall be payable at the office of MLBFS at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, or at such other place or places as the holder hereof may from time to time appoint in writing. Customer may prepay this Note at any time in whole or in part without premium or penalty. Any partial prepayment shall be applied to installments of the Loan Amount in inverse order of maturity. This Note is the Collateral Installment Note referred to in, and is entitled to all of the benefits of the Loan Agreement and any Additional Agreements. If Customer shall fail to pay when due any installment or other sum due hereunder, and any such failure shall continue for more than five (5) Business Days after written notice thereof shall have been given by the holder hereof to Customer, or if any other Event of Default shall have occurred and be continuing, then at the option of the holder hereof (or, upon the occurrence of any Bankruptcy Event, automatically, without any action on the part of the holder hereof), and in addition to all other rights and remedies available to such holder under the Loan Agreement, any Additional Agreements, and otherwise, the entire Loan Amount at such time remaining unpaid, together with accrued interest thereon and all other sums then owing by Customer under the Loan Agreement, may be declared to be and thereby become immediately due and payable. It is expressly understood, however, that nothing contained in the Loan Agreement, any other agreement, instrument or document executed by Customer, or otherwise, shall affect or impair the right, which is unconditional and absolute, of the holder hereof to enforce payment of all sums due under this Note at or after maturity, whether by acceleration or otherwise, or shall affect the obligation of Customer, which is also unconditional and absolute, to pay the sums payable under this Note in accordance with its terms. Except as otherwise expressly set forth herein or in the Loan Agreement, Customer hereby waives presentment, demand for payment, protest and notice of protest, notice of dishonor, notice of acceleration, notice of intent to accelerate and all other notices and formalities in connection with this Note. Wherever possible each provision of this Note shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Note shall be prohibited by or invalid under such law, such provision shall be ineffective to the extent of such prohibition or invalidity without invalidating the remainder of such provision or the remaining provisions of this Note. Notwithstanding any provision to the contrary in this Note, the Loan Agreement or any of the Additional Agreements, no provision of this Note, the Loan Agreement or any of the Additional Agreements shall require the payment or permit the collection of any Excess Interest. If any Excess Interest is provided for, or is adjudicated as being provided for, in this Note, the Loan Agreement or any of the Additional Agreements, then: (a) Customer shall not be obligated to pay any Excess Interest; and (b) any Excess Interest that MLBFS may have received under this Note, the Loan Agreement or any of the Additional Agreements shall, at the option of MLBFS, be: (i) applied as a credit against the then unpaid principal balance of this Note, or accrued interest hereon not to exceed the maximum amount permitted by law, or both, (ii) refunded to the payor thereof, or (iii) any combination of the foregoing. This Note shall be construed in accordance with the laws of the State of Illinois and may be enforced by the holder hereof in any jurisdiction in which the Loan Agreement may be enforced.

PAYMENT AND OTHER TERMS. Customer shall pay the indebtedness under this Note including without limitation, all principal, interest and fees, in 60 consecutive monthly installments commencing full on the first day of Maturity Date. Interest shall be due (i) for periods in which the second calendar month following the Closing Date and continuing on Base Rate is in effect, the first day of each calendar month thereafter until this Note shall be paid in full. Each such installment in an amount equal to month, and on the sum of (i) accrued interestMaturity Date, and (ii) 1/60th for periods in which the LIBOR Rate is in effect, on that day which is one calendar month following the first day of the Loan Amount applicable LIBOR Interest Period (or, if there is no corresponding day, on the next succeeding day which is a Business Day) and at the end of each such LIBOR Interest Period. Whenever any payment to be made under the Note shall be stated to be due on a day which is not a Business Day, such payment may be made on the next succeeding Business Day, subject to the definition of LIBOR Interest Period in the case of any payment of the Note to which the LIBOR Rate applies, and such extension of time shall in each such case be included in computing interest and commitment fees in connection with the first such installment including interest accrued from the date of funding)payment. Each payment received hereunder shall be applied first to any fees and expenses of MLBFS payable by Customer under the terms of the Loan Agreement (including, without limitationimitation, collection feeslate charges), next to accrued interest at the Interest Rate and/or Default Interest Rate, as applicable, with the balance applied on account of the unpaid principal hereof, or in such other manner as the holder hereof may hereinafter determine from time to time for the allocation of such payments thereof. Upon Any part of the occurrence and during principal hereof or interest hereon or other sums payable hereunder or under the continuance Loan Agreement not paid within ten (10) days of any Defaultthe applicable due date shall be subject to a late charge equal to the lesser of (i) 5% of the overdue amount, but without limiting or (ii) the rights and remedies otherwise available to MLBFS or waiving such Default, the interest payable maximum amount permitted by Customer hereunder shall at the option of MLBFS accrue and be payable at the Default Interest Rate. The Default Interest Rate, once implemented, shall continue to apply to this Note and be payable by Customer until the date such Default is either cured or waived in writing by MLBFSlaw. All interest shall be computed on the basis of actual days elapsed over a 360-day year. All sums payable hereunder shall be payable at the office of MLBFS 2356 Collections Center Drive, Chicago, Illinois 60693, or at such o▇▇▇▇ ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇, or at such other place or places as the holder hereof may from time e to time appoint in writing. Upon at least five (5) Business Days' prior written notice to MLBFS, Customer may prepay this Note at any time in whole or in part without premium or penaltypart. Any partial Notwithstanding the foregoing (i) each prepayment shall must be applied in integral multiples of not less than $1,000,000.00, and (ii) if a LIBOR Rate is in effect, prepayment may not be made on any day other than the last day of the LIBOR Interest Period corresponding to installments the LIBOR Rate, and (iii) each prepayment of principal must also include the amount of any accrued but unpaid interest to the date of such prepayment. Each notice of prepayment is irrevocable and must specify the payment date and the principal amount of the Loan Amount in inverse order to be prepaid. If the Note is accruing interest at a LIBOR Rate, and repayment occurs for any reason prior to the Maturity Date, including a demand for payment by MLBFS upon the occurrence of maturitya Default or Event of Default, on a day other than the last day of the applicable LIBOR Interest Period corresponding to the LIBOR Rate, Customer will pay MLBFS on demand the amount MLBFS reasonably determines will compensate it for any loss (including loss of profit), cost or expense incurred by MLBFS as a result of any repayment of the Note on a date other than the last day of the applicable LIBOR Interest Period. This Note is the Collateral Installment Note referred to in, and is entitled to all of the benefits of the Loan Agreement and any Additional AgreementsLoan Documents. If Customer shall fail to pay when due any installment or other sum due hereunder, and any such failure shall continue for more than five (5) Business Days after written notice thereof shall have been given by the holder hereof to Customer, or if any other Event of Default shall have occurred and be continuing, then at the option of the holder hereof (or, upon the occurrence of any Bankruptcy Event, automatically, without any action on the part of the holder hereof), and in addition to all other rights and remedies available to such holder under the Loan Agreement, any Additional AgreementsLoan Documents, and otherwise, the entire Loan Amount at such time remaining unpaid, together with accrued interest thereon and all other sums then owing by Customer under the Loan Agreement, may be declared to be and thereby become immediately due and payable. It is expressly understood, however, that nothing contained in the Loan Agreement, any other agreement, instrument or document executed by Customer, or otherwise, shall affect or impair the right, which is unconditional and absolute, of the holder hereof to enforce payment of all sums due under this Note at or after maturity, whether by acceleration or otherwise, or shall affect the obligation of Customer, which is also unconditional and absolute, to pay the sums payable under this Note in accordance with its terms. Except as otherwise expressly set forth herein or in the Loan Agreement, Customer hereby waives presentment, demand for payment, protest and notice of protest, notice of dishonor, notice of acceleration, notice of intent to accelerate and all other notices and formalities in connection with this Note. Wherever possible each provision of this Note . (a) Customer shall not be interpreted in such manner as obligated to be effective and valid under applicable law, but if any provision of this Note shall be prohibited by or invalid under such law, such provision shall be ineffective to the extent of such prohibition or invalidity without invalidating the remainder of such provision or the remaining provisions of this Note. Notwithstanding any provision to the contrary in this Note, the Loan Agreement or any of the Additional Agreements, no provision of this Note, the Loan Agreement or any of the Additional Agreements shall require the payment or permit the collection of pay any Excess Interest. Interest and (b) If any Excess Interest is provided for, or is adjudicated as being provided for, in this Note, the Loan Agreement or any of the Additional Agreementsin, then: (ai) Customer shall not be obligated to pay any Excess Interest; and (bii) any Excess Interest that MLBFS may have received under this Note, the Loan Agreement or any of the Additional Agreements Loan Documents shall, at the option of MLBFS, be: (i) be applied as a credit against the then unpaid principal balance of this Note, or accrued interest hereon not to exceed the maximum amount permitted by law, law or both, (ii) refunded to the payor thereof. Upon the occurrence and during the continuance of any Default, but without limiting the rights and remedies otherwise available to MLBFS hereunder or (iii) waiving such Default, the interest payable by Customer hereunder shall at the option of MLBFS accrue and be payable at the Default Rate. The Default Rate, once implemented, shall continue to apply to the Obligations under this Note, the Loan Agreement or any combination of the foregoingLoan Documents and be payable by Customer until the date MLBFS gives written notice (which shall not be unreasonably delayed or withheld) that such Default has been cured to the satisfaction of MLBFS. This Note shall be construed in accordance with the laws of the State of Illinois and may be enforced by the holder hereof in any jurisdiction in which the Loan Agreement may be enforced.

PAYMENT AND OTHER TERMS. Customer shall pay the indebtedness under this Note in 60 6 consecutive monthly installments commencing on the first day of the second calendar month following the Closing Date February 1, 2003 and continuing on the first day of each calendar month thereafter until this Note shall be paid in full. Each such installment in an amount equal to the sum of (i) accrued interest, and (ii) 1/60th 1/6th of the Loan Amount (with the first such installment including interest accrued from the date of funding). Each payment received hereunder shall be applied first to any fees and expenses of MLBFS payable by Customer under the terms of the Loan Agreement (including, without limitation, collection feeslate charges), next to accrued interest at the Interest Rate and/or Default Interest Rate, as applicable, with the balance applied on account of the unpaid principal hereof, or in such other manner as the holder hereof may hereinafter determine from time to time for the allocation of such payments thereof. Upon Any part of the occurrence and during principal hereof or interest hereon or other sums payable hereunder or under the continuance Loan Agreement not paid within ten (10) days of any Defaultthe applicable due date shall be subject to a late charge equal to the lesser of (i) 5% of the overdue amount, but without limiting or (ii) the rights and remedies otherwise available to MLBFS or waiving such Default, the interest payable maximum amount permitted by Customer hereunder shall at the option of MLBFS accrue and be payable at the Default Interest Rate. The Default Interest Rate, once implemented, shall continue to apply to this Note and be payable by Customer until the date such Default is either cured or waived in writing by MLBFSlaw. All interest shall be computed on the basis of actual days elapsed over a 360-day year. All sums payable hereunder shall be payable at the office of MLBFS at 23▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, or at such other place or places as the holder hereof may from time to time appoint in writing. Customer may prepay this Note at any time in whole or in part without premium or penalty. Any partial prepayment shall be applied to installments of the Loan Amount in inverse order of maturity. This Note is the Collateral Installment Note referred to in, and is entitled to all of the benefits of the Loan Agreement and any Additional AgreementsLoan Documents. If Customer shall fail to pay when due any installment or other sum due hereunder, and any such failure shall continue for more than five (5) Business Days after written notice thereof shall have been given by the holder hereof to Customer, or if any other Event of Default shall have occurred and be continuing, then at the option of the holder hereof (or, upon the occurrence of any Bankruptcy Event, automatically, without any action on the part of the holder hereof), and in addition to all other rights and remedies available to such holder under the Loan Agreement, any Additional AgreementsLoan Documents, and otherwise, the entire Loan Amount at such time remaining unpaid, together with accrued interest thereon and all other sums then owing by Customer under the Loan Agreement, may be declared to be and thereby become immediately due and payable. It is expressly understood, however, that nothing contained in the Loan Agreement, any other agreement, instrument or document executed by Customer, or otherwise, shall affect or impair the right, which is unconditional and absolute, of the holder hereof to enforce payment of all sums due under this Note at or after maturity, whether by acceleration or otherwise, or shall affect the obligation of Customer, which is also unconditional and absolute, to pay the sums payable under this Note in accordance with its terms. Except as otherwise expressly set forth herein or in the Loan Agreement, Customer hereby waives presentment, demand for payment, protest and notice of protest, notice of dishonor, notice of acceleration, notice of intent to accelerate and all other notices and formalities in connection with this Note. Wherever possible each provision of this Note shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Note shall be prohibited by or invalid under such law, such provision shall be ineffective to the extent of such prohibition or invalidity without invalidating the remainder of such provision or the remaining provisions of this Note. Notwithstanding any provision to the contrary in this Note, the Loan Agreement or any of the Additional AgreementsLoan Documents, no provision of this Note, the Loan Agreement or any of the Additional Agreements Loan Documents shall require the payment or permit the collection of any Excess Interest. Notwithstanding any provision to the contrary in any of the Loan Documents, no provision of the Loan Documents shall require the payment or permit the collection of Excess Interest. If any Excess Interest is provided for, or is adjudicated as being provided for, in this Note, the Loan Agreement or any of the Additional AgreementsLoan Documents, then: (a) Customer shall not be obligated to pay any Excess Interest; and (b) If any Excess Interest is provided for, or is adjudicated as being provided for, in, then: (i) Customer shall not be obligated to pay any Excess Interest; and (ii) any Excess Interest that MLBFS may have received under this Note, the Loan Agreement or any of the Additional Agreements Loan Documents shall, at the option of MLBFS, be: (i) be applied as a credit against the then unpaid principal balance of this Note, or accrued interest hereon not to exceed the maximum amount permitted by law, law or both, (ii) refunded to the payor thereof,. Upon the occurrence and during the continuance of any Default, but without limiting the rights and remedies otherwise available to MLBFS hereunder or (iii) waiving such Default, the interest payable by Customer hereunder shall at the option of MLBFS accrue and be payable at the Default Rate. The Default Rate, once implemented, shall continue to apply to the Obligations under this Note, the Loan Agreement or any combination of the foregoingLoan Documents and be payable by Customer until the date MLBFS gives written notice (which shall not be unreasonably delayed or withheld) that such Default has been cured to the satisfaction of MLBFS. This Note shall be construed in accordance with the laws of the State of Illinois and may be enforced by the holder hereof in any jurisdiction in which the Loan Agreement may be enforced.