Nautilus 2005 Annual Report Download - page 106

amount payable under Article III hereof with respect to the amount being prepaid. Prepayments of Base Rate Loans shall be without any
premium or penalty, other than any prepayment fees, penalties or other charges that may be contained in any Hedge Agreement.
(b) Notice of Prepayment . Borrower shall give Agent notice of prepayment of a Base Rate Loan or Swing Loan by no later than 10:00
A.M. (Pacific time) on the Business Day such prepayment is to be made and written notice of the prepayment of any Eurodollar Loan not later
than 11:00 A.M. (Pacific time) three Business Days before the Business Day on which such prepayment is to be made.
(c) Minimum Amount . Each prepayment of a Eurodollar Loan shall be in the principal amount of not less than the lesser of the entire
outstanding principal balance thereof or Five Million Dollars ($5,000,000), or, with respect to a Swing Loan, the principal balance of such
Swing Loan, except in the case of a mandatory payment pursuant to Section 2.11 or Article III hereof.
Section 2.8. Facility and Other Fees; Reduction of Commitment .
(a) Facility Fee . Borrower shall pay to Agent, for the ratable account of the Lenders, as a consideration for the Commitment, a facility
fee from the Closing Date to and including the last day of the Commitment Period, payable quarterly, at a rate per annum equal to (i) the
Applicable Facility Fee Rate in effect on the payment date, multiplied by (ii) the average daily Total Commitment Amount in effect during
such quarter. The facility fee shall be payable in arrears, on December 31, 2005 and continuing on each Regularly Scheduled Payment Date
thereafter, and on the last day of the Commitment Period.
(b) Agent Fee . Borrower shall pay to Agent, for its sole benefit, the fees set forth in the Agent Fee Letter.
Section 2.9. Reduction of Commitment . Borrower may at any time and from time to time permanently reduce in whole or ratably in part
the Total Commitment Amount to an amount not less than the then existing Revolving Credit Exposure, by giving Agent not fewer than three
Business Days’ (or thirty (30) days if the Commitment is to be reduced or terminated in its entirety) written notice of such reduction, provided
that any such partial reduction shall be in an aggregate amount, for all of the Lenders, of not less than Ten Million Dollars ($10,000,000),
increased by increments of One Million Dollars ($1,000,000). Agent shall promptly notify each Lender of the date of each such reduction and
such Lender’s proportionate share thereof. After each such reduction, the facility fees payable hereunder shall be calculated upon the Total
Commitment Amount as so reduced. If Borrower reduces to zero the Revolving Credit Commitment, on the effective date of such reduction
(Borrower having prepaid in full the unpaid principal balance, if any, of the Loans, together with all interest and facility and other fees accrued
and unpaid, and provided that no Letter of Credit Exposure or Swing Line Exposure shall exist), all of the Notes shall be delivered to Agent
marked “Canceled” and Agent shall redeliver such Notes to Borrower. Any partial reduction in the Total Commitment Amount shall be
effective during the remainder of the Commitment Period.
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