Common use of Applicable Margins Clause in Contracts

Applicable Margins. Initially, and continuing through the day immediately preceding the first Adjustment Date occurring on or after [DATE SIX MONTHS AFTER CLOSING DATE], 2003, on which Borrower demonstrates that a change in the Base Rate Margin and the LIBOR Margin is warranted and requests such change in writing, (i) the applicable Base Rate Margin and LIBOR Margin shall be 2.750% and 3.750% per annum, respectively, for the Revolving Loans and the Term A Loan and (ii) 3.0% and 4.0% per annum, respectively, for the Term B Loan. Commencing on such Adjustment Date, the applicable Base Rate Margin and LIBOR Margin shall be for each Calculation Period the applicable per annum percentage set forth in the pricing tables below opposite the Total Leverage Ratio of Borrower, ona consolidated basis for Borrower and its Subsidiaries; provided, that effective (a) upon the occurrence of an Event of Default and until such Event of Default is cured or waived or (b) in the event that Administrative Agent shall not receive the financial statements and compliance certificate required pursuant to Subsections 4.6(A), 4.6(B) and 4.6(C) when due, from such due date and until the fifth (5th) Business Day following Administrative Agent’s receipt of such overdue financial statements and compliance certificate (and in the event a decrease in the applicable margin is then warranted, receipt of the Borrower’s written request to decrease such margin), the applicable Base Rate Margin and LIBOR Rate Margin shall be 2.750% and 3.750% per annum, respectively, for the Revolving Loans and the Term A Loan and 3.0% and 4.0% per annum, respectively, for the Term B Loan. PRICING TABLE Revolving Loans and Term A Loan Total Leverage Ratio Base Rate Margin LIBOR Margin 4.50:1.0 2.750% 3.750% 4.0:1.0 < 4.50:1.0 2.50% 3.50% 3.50:1.0 < 4.0:1.0 2.250% 3.250% < 3.50:1.0 2.0% 3.0% Term B Loan Total Leverage Ratio Base Rate LIBOR Margin Margin 4.50:1.0 3.0% 4.0% 4.0:1.0 < 4.50:1.0 2.750% 3.750% 3.50:1.0 < 4.00:1.0 2.50% 3.50% < 3.50:1.0 2.250% 3.250%

Applicable Margins. InitiallyFrom the Fourth Amendment and RestatementEffective Date, and continuing through the day immediately preceding the first Adjustment Date occurring on or after [DATE SIX MONTHS AFTER CLOSING DATE]December 31, 2003, on which Borrower demonstrates that a change in the Base Rate Margin and the LIBOR Margin is warranted and requests such change in writing, (i) the applicable Base Rate Margin and LIBOR Margin shall be 2.750% and 3.750% per annum, respectively, for the Revolving Loans and the Term A Loan and (ii) 3.0% and 4.0% per annum, respectively, for the Term B Loan. Commencing on such Adjustment 2014the Amendment Effective Date, the applicable Base Rate Margin, LIBOR Margin, and Commitment Fee Margin shall be set based on the Total Net Leverage Ratio of Borrower set forth in the Officer’s Certificate delivered pursuant to Subsection 7.1(B)(i)at Level V. Thereafter, the applicable Base Rate Margin, LIBOR Margin, and LIBOR Commitment Fee Margin shall be for each Calculation Period the applicable per annum percentage set forth in the pricing tables table below opposite the applicable Total Net Leverage Ratio of Borrower, ona determined on a consolidated basis for Borrower and its Restricted Subsidiaries; providedprovided that, that effective (a) upon the occurrence of an Event of Default and until such Event of Default is cured or waived or (b) in the event that Administrative Agent shall not receive the financial statements and compliance certificate Compliance Certificate required pursuant to Subsections 4.6(A4.2(A), 4.6(B4.2(B) and 4.6(C4.2(C) when due, from such due date and until the fifth (5th) Business Day following Administrative Agent’s receipt of such overdue financial statements and compliance certificate Compliance Certificate (and in the event a decrease in the applicable margin is then warranted, receipt of the Borrower’s written request to decrease such margin, which notice shall be deemed given if noted on the applicable Compliance Certificate), the applicable Base Rate Margin Margin, LIBOR Margin, and LIBOR Rate Commitment Fee Margin shall be 2.750% and 3.750% per annum, respectively, for the Revolving Loans and the Term A Loan and 3.0% and 4.0% per annum, respectively, for the Term B Loanset at Level I below. PRICING TABLE Revolving Loans and Term A Loan Level Total Net Leverage Ratio Base LIBORBase Rate Margin LIBOR Base RateLIBOR Margin 4.50:1.0 2.750Commitment Fee Margin I >2.00> 2.75x 1.7501.250 % 3.7500.7502.250 % 4.0:1.0 < 4.50:1.0 2.500.2500.375 % 3.50II > 2.50x and <2.75x 1.000 % 3.50:1.0 < 4.0:1.0 2.2502.000 % 3.2500.375 % < 3.50:1.0 2.0III > 2.00x and <2.50x 0.750 % 3.01.750 % Term B Loan 0.250 % IIIV >1.25x and <2.00x 1.5000.500 % 0.5001.500 % 0.175 % V <1.25x 0.250 % 1.250 % 0.150 % If, as a result of any restatement of or other adjustment to any financial statements referred to above (i) the Total Net Leverage Ratio Base Rate LIBOR Margin Margin 4.50:1.0 3.0% 4.0% 4.0:1.0 < 4.50:1.0 2.750% 3.750% 3.50:1.0 < 4.00:1.0 2.50% 3.50% < 3.50:1.0 2.250% 3.250%as calculated by Borrower as of any applicable date was inaccurate and (ii) a proper calculation of the Total Net Leverage Ratio would have resulted in different pricing for any period, then (1) if the proper calculation of the Total Net Leverage Ratio would have resulted in higher pricing for such period, Borrower shall automatically and retroactively be obligated to pay to Administrative Agent, promptly on demand by Administrative Agent, an amount equal to the excess of the amount of interest that should have been paid for such period over the amount of interest actually paid for such period; and (2) if the proper calculation of the Total Net Leverage Ratio would have resulted in lower pricing for such period, Administrative Agent and the Lenders shall have no obligation to repay any overpaid interest to Borrower, provided that, if, as a result of any restatement or other event a proper calculation of the Total Net Leverage Ratio would have resulted in higher pricing for one or more periods and lower pricing for one or more other periods (due to the shifting of income or expenses from one period to another period or any similar reason), then the amount payable by Borrower pursuant to clause (1) above shall be based upon the excess, if any, of the amount of interest that should have been paid for all applicable periods over the amount of interest paid for all such periods.

Applicable Margins. InitiallyPrior to the Third Amendment Effective Date, the applicable Base Rate Margin and LIBOR Margin for Loans shall be as set forth in this Agreement prior to giving effect to the Third Amendment. On the Third Amendment Effective Date and continuing through the day immediately preceding the first Adjustment Date occurring on or after [DATE SIX MONTHS AFTER CLOSING DATE], 2003, on the first consecutive four (4) fiscal quarter period in which Borrower demonstrates that a change in the Base Rate Margin and the LIBOR Margin is warranted and requests achieves positive Operating Cash Flow for such change in writingperiod, (i) the applicable Base Rate Margin and LIBOR Margin for Loans made under the Term Loan A Facility and the Revolving Credit Facility shall be 2.750% and 3.7504.000% per annum, respectively, for the Revolving Loans and the Term A Loan and (ii) 3.0% and 4.0% per annum, respectively, for the Term B Loan. Commencing on such Adjustment Date, the applicable Base Rate Margin and LIBOR Margin for Loans made under the Term Loan A Facility and the Revolving Credit Facility shall be for each Calculation Period the applicable per annum percentage set forth in the pricing tables table below opposite the Total Leverage Ratio of Borrower, ona consolidated basis for Borrower and its Subsidiariesthen in effect; provided, that effective (a) upon the occurrence of an Event of Default and until such Event of Default is cured or waived or (b) in the event that Administrative Agent shall not receive the financial statements and compliance certificate required pursuant to Subsections 4.6(A), 4.6(B) and 4.6(C) when due, from such due date and until the fifth (5th) Business Day following Administrative Agent’s receipt of such overdue financial statements and compliance certificate (and in the event a decrease in the applicable margin is then warranted, receipt of the Borrower’s written request to decrease such margin), the applicable Base Rate Margin and LIBOR Rate Margin for Loans made under the Term Loan A Facility and the Revolving Credit Facility shall be 2.750% and 3.7504.000% per annum, respectively, . The applicable Base Rate Margin and LIBOR Margin for the Revolving Loans and made under the Term A Loan and 3.0B Facility at all times shall be 3.50% and 4.0% per annum4.50%, respectively. For purposes of this Subsection 1.2(B), Operating Cash Flow and Total Leverage Ratio shall be calculated on a consolidated basis for the Term B LoanBorrower and its Restricted Subsidiaries, but excluding any Unrestricted Subsidiary. PRICING TABLE Revolving Loans and Term FOR TERM LOAN A Loan AND REVOLVING LOANS Total Leverage Ratio Base Rate Margin LIBOR Margin 4.50:1.0 2.750³ 10.00:1 2.500 % 3.7503.750 % 4.0:1.0 < 4.50:1.0 2.50³8.00:1<10.00:1 2.250 % 3.503.500 % 3.50:1.0 < 4.0:1.0 2.250³ 6.00:1<8.00:1 2.000 % 3.2503.250 % ³ 4.00:1<6.00:1 1.750 % 3.000 % < 3.50:1.0 2.04.00:1 1.500 % 3.0% Term B Loan Total Leverage Ratio Base Rate LIBOR Margin Margin 4.50:1.0 3.0% 4.0% 4.0:1.0 < 4.50:1.0 2.750% 3.750% 3.50:1.0 < 4.00:1.0 2.50% 3.50% < 3.50:1.0 2.250% 3.2502.750 %”

Applicable Margins. InitiallyFrom the date hereof, and continuing through the day immediately preceding the first Adjustment Date occurring on or after [DATE SIX MONTHS AFTER CLOSING DATE]September 30, 2003, on which Borrower demonstrates that a change in the Base Rate Margin and the LIBOR Margin is warranted and requests such change in writing, (i) 2011 the applicable Base Rate Margin Margin, LIBOR Margin, Commitment Fee Margin, and LIBOR Swingline Base Rate Margin shall be 2.750% %, 3.750%, 0.500%, and 3.7502.250% per annum, respectively, for the Revolving Loans and the Term A Loan and (ii) 3.0% and 4.0% per annum, respectively, for the Term B Loan. Commencing on such Adjustment DateThereafter, the applicable Base Rate Margin Margin, LIBOR Margin, Commitment Fee Margin, and LIBOR Swingline Base Rate Margin shall be for each Calculation Period the applicable per annum percentage set forth in the pricing tables table below opposite the applicable Total Leverage Ratio of Borrower, ona determined on a consolidated basis for Borrower and its Subsidiaries; provided, that effective (a) upon the occurrence of an Event of Default and until such Event of Default is cured or waived or (b) that, in the event that Administrative Agent shall not receive the financial statements and compliance certificate Compliance Certificate required pursuant to Subsections 4.6(A4.5(A), 4.6(B4.5(B) and 4.6(C4.5(C) when due, from such due date and until the fifth (5th) Business Day following Administrative Agent’s receipt of such overdue financial statements and compliance certificate Compliance Certificate (and in the event a decrease in the applicable margin is then warranted, receipt of the Borrower’s written request to decrease such margin), the applicable Base Rate Margin shall be 3.250% per annum, the LIBOR Margin shall be 4.250% per annum, the Commitment Fee Margin shall be 0.500%, and LIBOR the Swingline Base Rate Margin shall be 2.750% and 3.750% per annum; provided, respectivelyfurther, for that effective upon the Revolving Loans closing of any acquisition that will increase the Total Leverage Ratio on a pro forma basis, the Base Rate Margin, LIBOR Margin, Commitment Fee Margin, and the Term A Loan and 3.0% and 4.0% per annum, respectively, for the Term B LoanSwingline Base Rate Margin will immediately adjust to reflect such higher ratio. PRICING TABLE Revolving Loans and Term A Loan Total Leverage Ratio Base Rate Margin LIBOR Margin 4.50:1.0 2.750Commitment Fee Margin Swingline Base Rate Margin > 2.50x 3.250 % 3.7504.250 % 4.0:1.0 0.500 % 2.750 % > 2.00x and < 4.50:1.0 2.502.50x 2.750 % 3.503.750 % 3.50:1.0 0.500 % 2.250 % > 1.50x and < 4.0:1.0 2.2502.00x 2.250 % 3.2503.250 % 0.375 % 1.750 % < 3.50:1.0 2.01.50x 1.750 % 3.02.750 % Term B Loan Total Leverage Ratio Base Rate LIBOR Margin Margin 4.50:1.0 3.00.375 % 4.0% 4.0:1.0 < 4.50:1.0 2.750% 3.750% 3.50:1.0 < 4.00:1.0 2.50% 3.50% < 3.50:1.0 2.250% 3.2501.250 %

Applicable Margins. InitiallyInitially from the Second Amendment Effective Date, and continuing through the day immediately preceding the first Adjustment Date occurring on or after [DATE SIX MONTHS AFTER CLOSING DATE]the Second Amendment Effective Date, 2003, on which Borrower demonstrates that a change in the Base Rate Margin Applicable Margins and the LIBOR Margin is warranted and requests such change in writing, (i) the applicable Base Rate Margin and LIBOR Commitment Fee Margin shall be 2.750% and 3.750% the applicable per annum, respectively, for annum percentage set forth in the Revolving Loans and pricing table below based on the Term A Loan and (ii) 3.0% and 4.0% per annum, respectively, for pro forma Leverage Ratio certified by the Term B LoanBorrower in the Closing Certificate delivered by the Borrower on the Second Amendment Effective Date. Commencing on such Adjustment DateThereafter, the applicable Base Rate Margin Applicable Margins and LIBOR Commitment Fee Margin shall be for each Calculation Period the applicable per annum percentage set forth in the pricing tables table below opposite the Total applicable Leverage Ratio of the Borrower, ona determined on a consolidated basis for the Borrower and its SubsidiariesSubsidiaries as set forth in the most recently delivered Compliance Certificate received by the Administrative Agent pursuant to Section 5.03; provided, that effective (a) upon the occurrence of an Event of Default and until such Event of Default is cured or waived or (b) that, in the event that (i) the Administrative Agent shall not receive the financial statements and compliance certificate the Compliance Certificate required pursuant to Subsections 4.6(A), 4.6(B) and 4.6(C) Section 5.03 when due, or (ii) at the option of the Administrative Agent or Required Lenders, an Event of Default occurs, then from such due date or dates or the date of the earliest to occur of all existing Events of Default and until the fifth (5th) Business Day following the Administrative Agent’s receipt of such overdue financial statements and compliance certificate statements, Compliance Certificate (and in the event a decrease in the applicable margin is then warranted, receipt of the Borrower’s written request to decrease such margin)) or the waiver of all existing Defaults, the Applicable Margins and Commitment Fee Margin shall be the applicable per annum percentage set forth in Level I of the pricing table below. PRICING TABLE Level Leverage Ratio Revolving Credit and Term Loan A Base Rate Margin and LIBOR Rate Margin shall be 2.750% and 3.750% per annum, respectively, for the Revolving Loans and the Term A Loan and 3.0% and 4.0% per annum, respectively, for the Term B Loan. PRICING TABLE Revolving Loans and Term A Loan Total Leverage Ratio Base Rate Margin LIBOR Revolving Credit and Term Loan A Eurodollar Rate Margin 4.50:1.0 Term Loan B Eurodollar Rate Margin Commitment Fee Margin I ≥ 4.50 2.750% 3.000% 3.750% 4.0:1.0 < 4.50:1.0 2.504.000% 3.500.750% 3.50:1.0 < 4.0:1.0 II ≥ 4.00 and <4.50 2.250% 2.500% 3.250% < 3.50:1.0 2.03.500% 3.00.500% Term B Loan Total III > 3.00 and <4.00 2.000% 2.250% 3.000% 3.250% 0.500% IV <3.00 1.750% 2.000% 2.7500% 3.000% 0.375% If the Administrative Agent determines that (i) the Leverage Ratio Base Rate LIBOR Margin Margin 4.50:1.0 3.0% 4.0% 4.0:1.0 < 4.50:1.0 2.750% 3.750% 3.50:1.0 < 4.00:1.0 2.50% 3.50% < 3.50:1.0 2.250% 3.250%as calculated by the Borrower as of any applicable date was inaccurate and (ii) a proper calculation of the Leverage Ratio would have resulted in different pricing for any period, then (1) if the proper calculation of the Leverage Ratio would have resulted in higher pricing for such period, the Borrower shall automatically and retroactively be obligated to pay to the Administrative Agent, promptly on demand by the Administrative Agent, an amount equal to the excess of the amount of interest that should have been paid for such period over the amount of interest actually paid for such period; and (2) if the proper calculation of the Leverage Ratio would have resulted in lower pricing for such period, the Administrative Agent and the Lenders shall have no obligation to repay any interest to the Borrower; provided that if a proper calculation of the Leverage Ratio would have resulted in higher pricing for one or more periods and lower pricing for one or more other periods (due to the shifting of income or expenses from one period to another period or any similar reason), then the amount payable by the Borrower pursuant to clause (1) above shall be based upon the excess, if any, of the amount of interest that should have been paid for all applicable periods over the amount of interest paid for all such periods. 3

Applicable Margins. InitiallyFrom the Third Amendment Date, and continuing through the day immediately preceding the first Adjustment Date occurring on or after [DATE SIX MONTHS AFTER CLOSING DATE]June 30, 2003, on which Borrower demonstrates that a change in the Base Rate Margin and the LIBOR Margin is warranted and requests such change in writing, (i) the applicable Base Rate Margin and LIBOR Margin shall be 2.750% and 3.750% per annum, respectively, for the Revolving Loans and the Term A Loan and (ii) 3.0% and 4.0% per annum, respectively, for the Term B Loan. Commencing on such Adjustment Date2012, the applicable Base Rate Margin, LIBOR Margin, Commitment Fee Margin, and Swingline Base Rate Margin shall be set at Level III below. Thereafter, the applicable Base Rate Margin, LIBOR Margin, Commitment Fee Margin, and LIBOR Swingline Base Rate Margin shall be for each Calculation Period the applicable per annum percentage set forth in the pricing tables table below opposite the applicable Total Leverage Ratio of Borrower, ona determined on a consolidated basis for Borrower and its Subsidiaries; providedprovided that, that effective (a) upon the occurrence of an Event of Default and until such Event of Default is cured or waived or (b) in the event that Administrative Agent shall not receive the financial statements and compliance certificate Compliance Certificate required pursuant to Subsections 4.6(A4.5(A), 4.6(B4.5(B) and 4.6(C4.5(C) when due, from such due date and until the fifth (5th) Business Day following Administrative Agent’s receipt of such overdue financial statements and compliance certificate Compliance Certificate (and in the event a decrease in the applicable margin is then warranted, receipt of the Borrower’s written request to decrease such margin, which notice shall be deemed given if noted on the applicable Compliance Certificate), the applicable Applicable Margins shall be set at Level I below. PRICING TABLE Level Total Leverage Ratio LIBOR Margin (Revolver Loans; Term Loan A-1) Base Rate Margin and (Revolver Loans; Term Loan A-1) LIBOR Margin (Term Loan A-2) Base Rate Margin shall be 2.750(Term Loan A-2) Commitment Fee Margin Swingline Base Rate Margin I > 2.50x 3.500 % 2.500 % 4.000 % 3.000 % 0.500 % 2.000 % II > 2.00x and 3.750< 2.50x 3.000 % per annum2.000 % 3.500 % 2.500 % 0.375 % 1.500 % III > 1.50x and < 2.00x 2.500 % 1.500 % 3.000 % 2.000 % 0.375 % 1.000 % IV > 1.00x and < 1.50x 2.250 % 1.250 % 2.750 % 1.750 % 0.375 % 0.750 % V < 1.00x 2.000 % 1.000 % 2.500 % 1.500 % 0.250 % 0.500 % If, respectively, for as a result of any restatement of or other adjustment to any financial statements referred to above (i) the Revolving Loans and the Term A Loan and 3.0% and 4.0% per annum, respectively, for the Term B Loan. PRICING TABLE Revolving Loans and Term A Loan Total Leverage Ratio Base Rate Margin LIBOR Margin 4.50:1.0 2.750% 3.750% 4.0:1.0 < 4.50:1.0 2.50% 3.50% 3.50:1.0 < 4.0:1.0 2.250% 3.250% < 3.50:1.0 2.0% 3.0% Term B Loan as calculated by Borrower as of any applicable date was inaccurate and (ii) a proper calculation of the Total Leverage Ratio Base Rate LIBOR Margin Margin 4.50:1.0 3.0% 4.0% 4.0:1.0 < 4.50:1.0 2.750% 3.750% 3.50:1.0 < 4.00:1.0 2.50% 3.50% < 3.50:1.0 2.250% 3.250%would have resulted in different pricing for any period, then (1) if the proper calculation of the Total Leverage Ratio would have resulted in higher pricing for such period, Borrower shall automatically and retroactively be obligated to pay to Administrative Agent, promptly on demand by Administrative Agent, an amount equal to the excess of the amount of interest that should have been paid for such period over the amount of interest actually paid for such period; and (2) if the proper calculation of the Total Leverage Ratio would have resulted in lower pricing for such period, Administrative Agent and the Lenders shall have no obligation to repay any overpaid interest to Borrower, provided that if, as a result of any restatement or other event a proper calculation of the Total Leverage Ratio would have resulted in higher pricing for one or more periods and lower pricing for one or more other periods (due to the shifting of income or expenses from one period to another period or any similar reason), then the amount payable by Borrower pursuant to clause (1) above shall be based upon the excess, if any, of the amount of interest that should have been paid for all applicable periods over the amount of interest paid for all such periods.

Applicable Margins. Initially, and continuing through the day immediately preceding the first Adjustment Date occurring on or after [DATE SIX MONTHS AFTER CLOSING DATE]Date, 2003, on which Borrower demonstrates that a change in the Base Rate Margin and the LIBOR Margin is warranted and requests such change in writing, (i) the applicable Base Rate Margin and LIBOR Margin shall be 2.7500.75% and 3.7501.75% per annum, respectively, for the Revolving Loans and the Term A Loan and (ii) 3.0% and 4.0% per annum, respectively, for the Term B Loan. Commencing on such Adjustment Date, the applicable Base Rate Margin and LIBOR Margin shall be for each Calculation Period the applicable per annum percentage set forth in the pricing tables table below opposite the Total applicable Leverage Ratio of Borrower, ona consolidated basis for Borrower and its Subsidiaries; provided, that at the election of Requisite Lenders, effective (a) upon the occurrence of an Event of Default and until such Event of Default is cured or waived or (b) in the event that Administrative Agent shall not receive the financial statements and compliance certificate required pursuant to Subsections 4.6(A), 4.6(BSubsection 6.1(A) or Subsection 6.1(C) with respect to failure to comply with a financial covenant in Section 4 and 4.6(C) when due, from such due date and until the fifth (5th) Business Day following Administrative Agent’s receipt of such overdue financial statements and compliance certificate (and in the event a decrease in for so long as it continues the applicable margin is then warrantedBase Rate Margin and LIBOR Margin shall be 0.75% and 1.75% per annum, receipt of the Borrower’s written request respectively. Second Amended and Restated Credit Agreement/SureWest Communications TERM LOAN A, TERM LOAN B AND REVOLVING LOAN PRICING TABLE Leverage Ratio Base Rate Margin LIBOR Margin ≥ 3.00:1 0.75% 1.75% ≥ 2.00:1 < 3.00:1 0.50% 1.50% ≥ 1.00:1< 2.00:1 0.25% 1.25% < 1.00:1 0.00% 1.00% ; provided, that with respect to decrease such margin)Term Loan B outstanding on and after May 13, 2008, the applicable Base Rate Margin and LIBOR Rate Margin shall be 2.750% and 3.750% per annum, respectively, for the Revolving Loans and the Term A Loan and 3.0% and 4.0% per annum, respectively, for the Term B Loan. PRICING TABLE Revolving Loans and Term A Loan Total Leverage Ratio Base Rate Margin and LIBOR Margin 4.50:1.0 2.750% 3.750% 4.0:1.0 < 4.50:1.0 2.50% 3.50% 3.50:1.0 < 4.0:1.0 2.250% 3.250% < 3.50:1.0 2.0% 3.0% set forth in the pricing table above plus an additional 0.25%; provided, further, that unless the outstanding principal amount of the Term Loan B has been reduced to $30,000,000 or less from the proceeds of the Wireless Sale on or before May 31, 2008, then with respect to Term Loan Total Leverage Ratio B outstanding on and after such date the applicable Base Rate Margin and LIBOR Margin shall be the Base Rate Margin 4.50:1.0 3.0% 4.0% 4.0:1.0 < 4.50:1.0 2.750% 3.750% 3.50:1.0 < 4.00:1.0 2.50% 3.50% < 3.50:1.0 2.250% 3.250and LIBOR Margin set forth in the pricing table above plus an additional 3.00%; and provided, further, that if the outstanding principal amount of the Term Loan B has been reduced to $30,000,000 or less from the proceeds of the Wireless Sale on or before May 31, 2008, then with respect to Term Loan B outstanding on and after August 12, 2008, the applicable Base Rate Margin and LIBOR Margin shall be the Base Rate Margin and LIBOR Margin set forth in the pricing table above plus an additional 0.75%.

Applicable Margins. Initially, and continuing through the day immediately preceding the first Adjustment Date occurring on or after [DATE SIX MONTHS AFTER CLOSING DATE]September 30, 20032008, on which Borrower demonstrates that a change in the LIBOR Margin shall be 1.25% and the Base Rate Margin and the LIBOR Margin is warranted and requests such change in writing, (i) the applicable Base Rate Margin and LIBOR Margin shall will be 2.750% and 3.750% per annum, respectively, for the Revolving Loans and the Term A Loan and (ii) 3.0% and 4.0% per annum, respectively, for the Term B Loan0.00%. Commencing on such Adjustment Date, the applicable Base Rate Margin and LIBOR Margin for any Revolver Loan, the Term Loan and the applicable Commitment Fee Margin for the unused portion of the Revolver Loan Commitment shall be for each Calculation Period the applicable per annum percentage set forth in the pricing tables table below opposite the applicable Total Net Leverage Ratio of Borrower, ona determined on a consolidated basis for Borrower and its Subsidiaries; provided, that effective (a) upon the occurrence of an Event of Default and until such Event of Default is cured or waived or (b) that, in the event that Administrative Agent shall not receive the financial statements and compliance certificate Compliance Certificate required pursuant to Subsections 4.6(A4.4(A), 4.6(B4.4(B) and 4.6(C4.4(C) when due, from such due date and until the fifth (5th) Business Day following Administrative Agent’s receipt of such overdue financial statements and compliance certificate Compliance Certificate (and in the event a decrease in the applicable margin is then warranted, receipt of the Borrower’s written request to decrease such margin), the applicable Base Rate Margin and the LIBOR Rate Margin shall be 2.7500.50% and 3.7502.00% per annum, respectively, for the Revolving Loans with respect to any Revolver Loan and the Term A Loan, and the Commitment Fee Margin shall be 0.375% with respect to the unused portion of the Revolver Loan Commitment; provided, further, that effective upon the closing of any acquisition that will increase the Total Net Leverage Ratio on a pro forma basis, the Base Rate Margin, LIBOR Margin and 3.0% and 4.0% per annum, respectively, for the Term B LoanCommitment Fee Margin will immediately adjust to reflect such higher ratio. PRICING TABLE Revolving Loans – Revolver Loan, Term Loan and Term A Loan Commitment Fee Total Net Leverage Ratio Base Rate Margin LIBOR Margin 4.50:1.0 2.750Commitment Fee Margin > 2.50x 0.50 % 3.7502.00 % 4.0:1.0 0.375 % > 2.00x and < 4.50:1.0 2.502.50x 0.25 % 3.501.75 % 3.50:1.0 0.375 % > 1.50x and < 4.0:1.0 2.2502.00x 0.00 % 3.2501.50 % 0.325 % > 1.00x and < 1.50x 0.00 % 1.375 % 0.250 % < 3.50:1.0 2.01.00x 0.00 % 3.01.25 % Term B Loan 0.250 % If, as a result of any restatement of or other adjustment to any financial statements referred to above (i) the Total Net Leverage Ratio Base Rate LIBOR Margin Margin 4.50:1.0 3.0% 4.0% 4.0:1.0 < 4.50:1.0 2.750% 3.750% 3.50:1.0 < 4.00:1.0 2.50% 3.50% < 3.50:1.0 2.250% 3.250%as calculated by Borrower as of any applicable date was inaccurate and (ii) a proper calculation of the Total Net Leverage Ratio would have resulted in different pricing for any period, then (1) if the proper calculation of the Total Net Leverage Ratio would have resulted in higher pricing for such period, Borrower shall automatically and retroactively be obligated to pay to Administrative Agent, promptly on demand by Administrative Agent, an amount equal to the excess of the amount of interest that should have been paid for such period over the amount of interest actually paid for such period; and (2) if the proper calculation of the Total Net Leverage Ratio would have resulted in lower pricing for such period, Administrative Agent and the Lenders shall have no obligation to repay any interest to Borrower; provided that if, as a result of any restatement or other event a proper calculation of the Total Net Leverage Ratio would have resulted in higher pricing for one or more periods and lower pricing for one or more other periods (due to the shifting of income or expenses form one period to another period or any similar reason), then the amount payable by Borrower pursuant to clause (1) above shall be based upon the excess, if any, of the amount of interest that should have been paid for all applicable periods over the amount of interest paid for all such periods.

Applicable Margins. Initially, and continuing through the day immediately preceding the first Adjustment Date occurring on or after [DATE SIX MONTHS AFTER CLOSING DATE], 2003, on which Borrower demonstrates that a change in the Base Rate Margin and the LIBOR Margin is warranted and requests such change in writing, (i) the applicable Base Rate Margin and LIBOR Margin shall be 2.750% and 3.750% per annum, respectively, for the Revolving Loans and the Term A Loan and (ii) 3.0% and 4.0% per annum, respectively, for the Term B Loan. Commencing on such Adjustment Date, the applicable Base Rate Margin and LIBOR Margin shall be for each Calculation Period the applicable per annum percentage set forth in the pricing tables below opposite the Total Leverage Ratio of Borrower, ona consolidated basis for Borrower and its Subsidiaries; provided, that effective (a) upon the occurrence of an Event of Default and until such Event of Default is cured or waived or (b) in the event that Administrative Agent shall not receive the financial statements and compliance certificate required pursuant to Subsections 4.6(A), 4.6(B) and 4.6(C) when due, from such due date and until the fifth (5th) Business Day following Administrative Agent’s receipt of such overdue financial statements and compliance certificate (and in the event a decrease in the applicable margin is then warranted, receipt of the Borrower’s written request to decrease such margin), the applicable Base Rate Margin and LIBOR Rate Margin shall be 2.750% and 3.750% per annum, respectively, for the Revolving Loans and the Term A Loan and 3.0% and 4.0% per annum, respectively, for the Term B Loan. PRICING TABLE Revolving Loans and Term A Loan Total Leverage Ratio Base Rate Margin LIBOR Margin □ 4.50:1.0 2.750% 3.750% □ 4.0:1.0 < 4.50:1.0 2.50% 3.50% □ 3.50:1.0 < 4.0:1.0 2.250% 3.250% < 3.50:1.0 2.0% 3.0% Term B Loan Total Leverage Ratio Base Rate LIBOR Margin Margin □ 4.50:1.0 3.0% 4.0% □ 4.0:1.0 < 4.50:1.0 2.750% 3.750% □ 3.50:1.0 < 4.00:1.0 2.50% 3.50% < 3.50:1.0 2.250% 3.250%