Tier 3

Tier 3. Includes the Company's Senior Vice Presidents.

Tier 3. Means technicians in the network operations center which addresses network issues, such as patterns of call failures to a certain geographical area, patterns of call quality issues, patterns of customer inability to access network features, patterns of customer inability to access the member center, the call center's inability to access the CSI, etc. As a general rule, individual phone issues would not be handled by Tier 3.

Tier 3. A Relevant Consolidated Leverage Ratio that is greater than 7.25:1 but not greater than 8.00:1 (unless the Company made a Restricted Payment during the calendar month ending on the date as of which such Relevant Consolidated Ratio was determined, in which case it means a Relevant Consolidated Leverage Ratio that is greater than 6.25:1 but not greater than 7.00:1).