Certain Fees. Except as set forth on [Schedule 3.1(t)], no brokerage or finder’s fees or commissions are or will be payable by the Company or any Subsidiary to any broker, financial advisor or consultant, finder, placement agent, investment banker, bank or other Person with respect to the transactions contemplated by this Agreement. The Purchaser shall have no obligation with respect to any fees or with respect to any claims made by or on behalf of other Persons for fees of a type contemplated in this Section that may be due in connection with the transactions contemplated by this Agreement.

The Parties agree that if any claims for commissions, fees or other compensation, including brokerage fees, finder’s fees, or commissions are ever asserted against Purchaser or Sellers in connection with this Agreement and the transactions contemplated hereby, all such claims shall be handled and paid by the Party whose actions form the basis of such claim and such Party shall indemnify (with counsel reasonably satisfactory to the Parties entitled to indemnification) and hold the other harmless from and against all such claims or demands asserted by any Person in connection with the transaction contemplated hereby.

Other Fees. (i) The Borrowers shall pay to the Arrangers and the Administrative Agent for their own respective accounts fees in the amounts and at the times specified in the Engagement Letter. Such fees shall be fully earned when paid and shall not be refundable for any reason whatsoever.

Commitment Fees. The Borrowers shall pay to the Administrative Agent # for the account of each Revolving Credit Lender in accordance with its Pro Rata Share, # a commitment fee equal to the Applicable Rate times the average daily unused amount of the Revolving Credit Commitments of such Revolving Credit Lender during the preceding quarter (or other period commencing with and including the Closing Date or ending with but excluding the applicable Revolving Credit Maturity Date or the date on which the Commitments of such Revolving Credit Lender shall expire or be terminated) (the “Commitment Fee”); provided, however, that any Commitment Fee accrued with respect to any of the Revolving Credit Commitments of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that the Commitment Fee shall otherwise have been due and payable by the Borrowers prior to such time; provided, further, that no Commitment Fee shall accrue on any of the Commitments of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. The Commitment Fee shall accrue at all times during the Initial Availability Period (and thereafter so long as any Revolving Credit Loans or L/C Obligations remain outstanding), including at any time during which one or more of the conditions in Article V is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and to but excluding the last day of the Initial Availability Period (and, if applicable, thereafter on demand). The Commitment Fee shall be calculated quarterly in arrears. For the avoidance of doubt, for purposes of computing the Commitment Fee, Revolving Credit Commitments shall be deemed to be used to the extent of the Outstanding Amount of the Revolving Credit Loans and the Outstanding Amount of all L/C Obligations.

Other Fees. (i) The Borrowers shall pay to the Agents for their own respective accounts such fees as shall have been separately agreed upon in writing in the amounts and at the times so specified. Such fees shall be fully earned when paid and shall not be refundable for any reason whatsoever.

Certain Fees. (A) No Defaulting Lender shall be entitled to receive any Commitment Fee for any period during which that Lender is a Defaulting Lender (and the Borrowers shall not be required to pay any such fee that otherwise would have been required to have been paid to that Defaulting Lender).

Attorneys Fees. Costs. In the event that litigation results from or arises out of this Agreement, the Note, the Release and Indemnity Agreement or the performance thereof, the parties agree to reimburse the prevailing party's reasonable attorney's fees. court costs, and all other expenses, whether or not taxable by the court as costs, in addition to any other relief to which the prevailing party may be entitled.

In the event that either party commences litigation to enforce or protect his and/or its rights under this Agreement, said litigation shall be brought in a court of competent jurisdiction in Effingham County, Illinois, before a judge sitting without a jury. Each party hereto waives the right to be tried by jury and consents to trial by judge only, sitting without a jury. The prevailing party in any such litigation shall be entitled to recover reasonable attorneys' fees and court costs relating to such litigation, in addition to all other entitled relief, including but not limited to damages and injunctive relief.

Late Fees. If the Tenant does not pay in full the amounts set forth in subsection # within 5 days after its due date, the Tenant shall pay a late fee of $2000. Total late fees for any given month may not exceed the maximum amount allowable under state law. If any late payment fee under this subsection exceeds an amount specifically set by state law, or local regulation or ordinance, this subsection shall be amended automatically to reflect the maximum amount allowable, without the consent of the parties. The parties agree that all late payments pursuant to this subsection represent a reasonable approximation of the damages the Landlord is likely to suffer from those late payments. Notwithstanding this subsection, the Landlord does not waive any right to insist on full payment of all amounts due under this Lease on their due dates. (c) Insufficient Funds Fees/Bank Fees. The Tenant will be charged a fee for each personal check that is returned to the Landlord for lack of sufficient funds, “stop payment,” or other reason. This fee will be in the amount of the actual charge for a returned check imposed on the Landlord by the Landlord’s financial institution. Unless limited by applicable laws or regulations, if the Tenant’s personal check is returned because of insufficient funds, the Landlord may demand that all future Rent be paid with cashier’s check.

Attorney Fees. The Employment Agreement is amended by adding the following new [Section 22]: