Common use of 364 Day Facility Clause in Contracts

364 Day Facility. (a) Subject to the terms and conditions of this Agreement, each Lender severally agrees to make Advances to the Borrower, from time to time from the Closing Date until the 364 Day Termination Date on a pro rata basis as to the total borrowing requested by the Borrower under the 364 Day Facility on any day determined by its Applicable Commitment Percentage up to but not exceeding the 364 Day Commitment of such Lender, provided, however, that the Lenders will not be required and shall have no obligation to make any Advance (i) so long as a Default or an Event of Default has occurred and is continuing or (ii) if the Agent, in accordance with the terms of this Agreement, has accelerated the maturity of the Notes as a result of an Event of Default; provided further, however, that immediately after giving effect to each Advance, the principal amount of Outstanding 364 Day Obligations shall not exceed the Total 364 Day Commitment. Within such limits, the Borrower may borrow, repay and reborrow hereunder, on a Business Day from the Closing Date until, but (as to borrowings and reborrowings) not including, the 364 Day Termination Date; provided, however, that (x) no Eurodollar Loan shall be made which has an Interest Period that extends beyond the 364 Day Termination Date and (y) each Eurodollar Loan may, subject to the provisions of Section 2.08, be repaid only on the last day of the Interest Period with respect thereto unless such payment is accompanied by the additional payment, if any, required by Section 3.05.

364 Day Facility. (a) Subject to the terms and conditions of this Agreement, each Lender severally agrees to make Advances to the Borrower, from time to time from the Closing Date until the 364 Day Termination Date on a pro rata basis as to the total borrowing requested by the Borrower under the 364 Day Facility on any day determined by its Applicable Commitment Percentage up to but not exceeding the 364 Day Commitment of such Lender, provided, however, that the Lenders will not be required and shall have no obligation to make any Advance (i) so long as a Default or an Event of Default has occurred and is continuing or (ii) if the Agent, in accordance with the terms of this Agreement, has accelerated the maturity of the Notes as a result of an Event of Default; provided further, however, that immediately after giving effect to each Advance, the principal amount of Outstanding 364 Day Obligations shall not exceed the Total 364 Day Commitment. Within such limits, the Borrower may borrow, repay and reborrow hereunder, on a Business Day from the Closing Date until, but (as to borrowings and reborrowings) not including, the 364 Day Termination Date; provided, however, that (x) no x)no Eurodollar Loan shall be made which has an Interest Period that extends beyond the 364 Day Termination Date and (y) each y)each Eurodollar Loan may, subject to the provisions of Section 2.082.09, be repaid only on the last day of the Interest Period with respect thereto unless such payment is accompanied by the additional payment, if any, required by Section 3.054.05. The Borrower agrees that if at any time the Outstanding 364 Day Obligations shall exceed the Total 364 Day Commitment, the Borrower shall immediately reduce the outstanding principal amount of the 364 Day Loans such that, as a result of such reduction, the Outstanding 364 Day Obligations shall not exceed the Total 364 Day Commitment.

364 Day Facility. (ai) Subject to Each Lender severally agrees, on the terms and conditions hereinafter set forth, to make loans and advances hereunder (the “364-Day Facility Term Loans”) to the Borrowers from time to time during the period from the date of this Agreement up to but not including the 364-Day Facility Term Loan Commitment Termination Date in an aggregate principal amount not to exceed at any time outstanding the 364-Day Facility Amount. (ii) Each 364-Day Facility Term Loan which shall not utilize the 364-Day Facility Amount in full shall be in an amount of not less than Two Hundred Thousand Dollars ($200,000), provided that each LIBOR Rate Loan shall be in an amount which is not less than Five Hundred Thousand Dollars ($500,000). Each 364-Day Facility Term Loan shall be made by each Lender in the proportion which that Lenders Commitment bears to the total amount of all of the Lenders Commitments with respect to such Loan. (iii) Within the limits of this Agreement, each the Borrowers may borrow and repay and reborrow under this Section 2.01(b). The 364-Day Facility Term Loans may be outstanding, at the Borrowers option, as either Alternate Base Rate Loans or LIBOR Rate Loans. Each type of Loan shall be made and maintained at such Lender’s Lending Office for such type of Loan. The failure of any Lender severally agrees to make Advances any requested 364-Day Facility Term Loan to be made by it on the Borrowerdate specified for such Loan shall not relieve any other Lender of its obligation (if any) to make such Loan on such date, from time but no Lender shall be responsible for the failure of any other Lender to time from make such Loans to be made by such other Lender. -13- (iv) Reduction of Commitment. The Borrowers shall have the Closing Date until right, upon at least ten (10) Business Days’notice to Agent, to terminate in whole or reduce in part the 364 unused portion of the 364-Day Termination Date Facility Amount provided that each partial reduction shall be in the amount of at least One Million Dollars ($1,000,000), and provided further that no reduction shall be permitted if, after giving effect thereto, and to any prepayment made therewith, the outstanding and unpaid principal amount of the Loans shall exceed the 364-Day Facility Amount. In the event of such reduction, Lenders Commitments will be reduced on a pro rata basis as to the total borrowing requested by the Borrower under the 364 Day Facility on any day determined by its Applicable Commitment Percentage up to but not exceeding the 364 Day Commitment of such Lender, provided, however, that the Lenders will not be required and shall have no obligation to make any Advance basis. (i) so long as a Default or an Event of Default has occurred and is continuing or (ii) if the Agent, in accordance with the terms of this Agreement, has accelerated the maturity of the Notes as a result of an Event of Default; provided further, however, that immediately after giving effect to each Advance, the principal amount of Outstanding 364 Day Obligations shall not exceed the Total 364 Day Commitment. Within such limits, the Borrower may borrow, repay and reborrow hereunder, on a Business Day from the Closing Date until, but (as to borrowings and reborrowings) not including, the 364 Day Termination Date; provided, however, that (x) no Eurodollar Loan shall be made which has an Interest Period that extends beyond the 364 Day Termination Date and (y) each Eurodollar Loan may, subject to the provisions of Section 2.08, be repaid only on the last day of the Interest Period with respect thereto unless such payment is accompanied by the additional payment, if any, required by Section 3.05.v)

364 Day Facility. (a) Subject to the terms and conditions of this Agreement, each Lender severally agrees to make Advances to the Borrower, from time to time from the Closing Date until the 364 Day Termination Date on a pro rata basis as to the total borrowing requested by the Borrower under the 364 Day Facility on any day determined by its Applicable Commitment Percentage with respect to the 364 Day Facility up to but not exceeding the 364 Day Commitment of such Lender, provided, however, that the Lenders will not be required and shall have no obligation to make any Advance (i) so long as a Default or an Event of Default has occurred and is continuing or (ii) if the Administrative Agent, in accordance with the terms of this Agreement, has accelerated the maturity of the Notes as a result of an Event of Default; provided further, however, that immediately after giving effect to each Advance, the principal amount of Outstanding 364 Day Obligations Outstandings shall not exceed the Total 364 Day Commitment. Within such limits, the Borrower may borrow, repay and reborrow hereunder, on a Business Day from the Closing Date until, but (as to borrowings and reborrowings) not including, the 364 Day Termination Date; provided, however, that (x) no Eurodollar Loan shall be made which has an Interest Period that extends beyond the 364 Day Termination Date and (y) each Eurodollar Loan may, subject to the provisions of Section 2.084.2, be repaid only on the last day of the Interest Period with respect thereto unless such payment is accompanied by the additional payment, if any, required by Section 3.055.5. The Borrower agrees that if at any time the 364 Day Outstandings shall exceed the Total 364 Day Commitment, the Borrower shall immediately reduce the outstanding principal amount of the 364 Day Loans such that, as a result of such reduction, the 364 Day Outstandings shall not exceed the Total 364 Day Commitment.