Common use of Advances and Payments Clause in Contracts

Advances and Payments. a. Except to the extent otherwise set forth in this Agreement (or in the case of an Interest Hedging Instrument under the applicable agreements), all payments of principal and of interest on the Revolving Credit, Reimbursement Obligations and all Expenses, fees, indemnification obligations and all other charges and any other Obligations of Borrower, shall be made to Lender at its main banking office, 0000 Xxxxxx Xxxxxx, 25th floor, Centre Square West, Philadelphia, Pennsylvania 19102, in United States dollars, in immediately available funds. Lender shall have the unconditional right and discretion (and Borrower hereby authorizes Lender) to charge Borrower's checking, operating and/or deposit account(s) for all of Borrower's Obligations as they become due from time to time under this Agreement including, without limitation, interest, principal, fees, indemnification obligations and reimbursement of Expenses. Alternatively, Lender may in its discretion (and Borrower hereby authorizes Lender to) make a cash Advance under the Revolving Credit in a sum sufficient to pay all interest accrued and payable on the Obligations and to pay all costs, fees and Expenses owing hereunder. Borrower acknowledges that Borrower’s failure to maintain sufficient funds in any checking, operating or deposit account for payment of any of the Obligations, or Lender’s failure to charge any such account shall not relieve Borrower of any payment obligation under this Agreement or any other Loan Document. Any payments received prior to 3:00 p.m. Eastern time on any Business Day shall be deemed received on such Business Day. Any payments (including any payment in full of the Obligations), received after 3:00 p.m. Eastern time on any Business Day shall be deemed received on the immediately following Business Day. b. Borrower shall establish and maintain a lockbox account ("Lockbox") with Lender (on terms and conditions satisfactory to Lender) and a depository account(s) ("Cash Collateral Account") subject to the provisions of this subparagraph. Borrower shall instruct all Account Debtors to make all payments on Accounts through the Lockbox. Borrower shall then cause (and Lender is hereby irrevocably authorized to cause) the transfer of such collections from the Lockbox into the Cash Collateral Account. Deposits into the Cash Collateral Account shall be applied by Lender daily, subject to Lender's standard clearing procedures and clearing periods for deposited funds, to reduce the outstanding principal amount under the Revolving Credit. All collections of Accounts and proceeds of other Collateral to the extent received by Borrower shall be held in trust for the benefit of Lender and remitted, in specie, to Lender for deposit in the Cash Collateral Account immediately upon receipt by Borrower. Borrower shall have no right of access to or withdrawal from the Cash Collateral Account; provided that if there are no outstanding Advances and no Default or Event of Default has occurred and is continuing, then all collections of Accounts shall be, subject to Lender's standard clearing procedures and clearing periods for deposited funds, transferred to Borrower's operating account with Lender. All funds deposited into the Lock Box Account and Cash Collateral Account shall immediately become the property of Lender. c. i. Cash Advances which may be made by Lender from time to time under the Revolving Credit shall be made available by crediting such proceeds to Borrower's operating account with Lender.

Advances and Payments. a. Except to the extent otherwise set forth in this Agreement (or in the case of an Interest Hedging Instrument under the applicable agreements), all payments of principal and of interest on the Term Loan, the Revolving Credit, Reimbursement Obligations Credit and all Expenses, fees, indemnification obligations and all other charges and any other Obligations of BorrowerBorrowers, shall be made to Lender at its main banking office, office at 0000 Xxxxxx Xxxxxx, 25th floorHarrisburg, Centre Square WestPA 17111, Philadelphia, Pennsylvania 19102or such other office as Lender may designate in writing, in United States dollars, in immediately available funds. Lender shall have the unconditional right and discretion (and Borrower hereby authorizes Lender) to charge Borrower's checking, operating and/or deposit account(s) for all of Borrower's Obligations as they become due from time to time under this Agreement including, without limitation, interest, principal, fees, indemnification obligations and reimbursement of Expenses. Alternatively, Lender may in its discretion (and Borrower hereby authorizes Lender to) make a cash Advance under the Revolving Credit in a sum sufficient to pay all interest accrued and payable on the Obligations and to pay all costs, fees and Expenses owing hereunder. Each Borrower hereby authorizes Lender and further agrees that Lender shall have the unconditional right and discretion (and each Borrower hereby authorizes Lender) to automatically deduct from any of such Borrower’s checking, operating and/or deposit accounts (but excluding any Trust Account) with Lender all of such Borrower’s Obligations as they become due from time to time under this Agreement including, without limitation, interest, principal, fees, indemnification obligations and reimbursement of Expenses. Alternatively, Lender may in its discretion (and each Borrower hereby authorizes Lender to) make a cash Advance under the Revolving Credit in a sum sufficient to pay all interest accrued and payable on the Obligations and to pay all costs, fees and Expenses owing hereunder. Each Borrower acknowledges that such Borrower’s failure to maintain sufficient funds in any checking, operating or deposit account for payment of any of the Obligations, or Lender’s failure to charge any such account shall not relieve Borrower Borrowers of any payment obligation under this Agreement or any other Loan Document. Any payments received prior to 3:00 2:00 p.m. Eastern time on any Business Day shall be deemed received on such Business Day. Any payments (including any payment in full of the Obligations), received after 3:00 2:00 p.m. Eastern time on any Business Day shall be deemed received on the immediately following Business Day. b. Borrower shall establish and maintain a lockbox account ("Lockbox") with Lender (on terms and conditions satisfactory to Lender) and a depository account(s) ("Cash Collateral Account") subject to the provisions of this subparagraph. Borrower shall instruct all Account Debtors to make all payments on Accounts through the Lockbox. Borrower shall then cause (and Lender is hereby irrevocably authorized to cause) the transfer of such collections from the Lockbox into the Cash Collateral Account. Deposits into the Cash Collateral Account shall be applied by Lender daily, subject to Lender's standard clearing procedures and clearing periods for deposited funds, to reduce the outstanding principal amount under the Revolving Credit. All collections of Accounts and proceeds of other Collateral to the extent received by Borrower shall be held in trust for the benefit of Lender and remitted, in specie, to Lender for deposit in the Cash Collateral Account immediately upon receipt by Borrower. Borrower shall have no right of access to or withdrawal from the Cash Collateral Account; provided that if there are no outstanding Advances and no Default or Event of Default has occurred and is continuing, then all collections of Accounts shall be, subject to Lender's standard clearing procedures and clearing periods for deposited funds, transferred to Borrower's operating account with Lender. All funds deposited into the Lock Box Account and Cash Collateral Account shall immediately become the property of Lender. c. i. Cash Advances which may be made by Lender from time to time under the Revolving Credit shall be made available by crediting such proceeds to Borrower's ’s operating account with Lender. (i) All cash Advances requested by Borrower under the Revolving Credit must be in the minimum amount of Two Hundred Thousand Dollars ($200,000) and integrated multiples of Fifty Thousand Dollars ($50,000) in excess thereof. (ii) All cash Advances requested by Borrowers under the Revolving Credit are to be in writing pursuant to a written request (“Advance Request”) executed by an Authorized Officer in the form of Exhibit “C” attached hereto. Requests for Advances must be requested by 2:00 P.M.., Eastern time, on the date such Advance is to be made. (iii) Upon receiving a request for an Advance in accordance with subparagraph (ii) above, and subject to the conditions set forth in this Agreement, Lender shall make the requested Advance available to Borrowers as soon as is reasonably practicable thereafter on the day the requested Advance is to be made.

Advances and Payments. a. Except to the extent otherwise set forth in this Agreement (or in the case of an Interest Hedging Instrument under the applicable agreements), all payments of principal and of interest on the Revolving Credit, Reimbursement Obligations and all Expenses, fees, indemnification obligations and all other charges and any other Obligations of Borrower, shall be made to Lender at its main banking office, 0000 Xxxxx 00 Xxxx, Xxxxxx Xxxx, Xxx Xxxxxx, 25th floor, Centre Square West, Philadelphia, Pennsylvania 19102, in United States xx Xxxxxx Xxxxxx dollars, in immediately available funds. Lender shall have the unconditional right and discretion (and Borrower hereby authorizes Lender) to charge Borrower's checking’s Deposit Accounts with Lender (or with any bank affiliate of Lender), operating and/or deposit account(s) for all of Borrower's ’s Obligations as they become due from time to time under this Agreement including, without limitation, interest, principal, fees, indemnification obligations and reimbursement of Expenses. Alternatively, Lender may in its discretion (and Borrower hereby authorizes Lender to) make a cash Advance under the Revolving Credit in a sum sufficient to pay all interest accrued and payable on the Obligations and to pay all costs, fees and Expenses owing hereunder. Borrower acknowledges that Borrower’s failure to maintain sufficient funds in any checking, operating or deposit account for payment of any of the Obligations, or Lender’s failure to charge any such account shall not relieve Borrower of any payment obligation under this Agreement or any other Loan Document. Any payments received prior to 3:00 2:00 p.m. Eastern time on any Business Day shall be deemed received on such Business Day. Any payments (including any payment in full of the Obligations), received after 3:00 2:00 p.m. Eastern time on any Business Day shall be deemed received on the immediately following Business Day. b. Borrower shall establish and maintain a lockbox account ("Lockbox") with Lender (on terms and conditions satisfactory to Lender) and a depository account(s) ("Cash Collateral Account") subject to the provisions of this subparagraph. Borrower shall instruct all Account Debtors to make all payments on Accounts through the Lockbox. Borrower shall then cause (and Lender is hereby irrevocably authorized to cause) the transfer of such collections from the Lockbox into the Cash Collateral Account. Deposits into the Cash Collateral Account shall be applied by Lender daily, subject to Lender's standard clearing procedures and clearing periods for deposited funds, to reduce the outstanding principal amount under the Revolving Credit. All collections of Accounts and proceeds of other Collateral to the extent received by Borrower shall be held in trust for the benefit of Lender and remitted, in specie, to Lender for deposit in the Cash Collateral Account immediately upon receipt by Borrower. Borrower shall have no right of access to or withdrawal from the Cash Collateral Account; provided that if there are no outstanding Advances and no Default or Event of Default has occurred and is continuing, then all collections of Accounts shall be, subject to Lender's standard clearing procedures and clearing periods for deposited funds, transferred to Borrower's operating account with Lender. All funds deposited into the Lock Box Account and Cash Collateral Account shall immediately become the property of Lender. c. i. Cash Advances which may be made by Lender from time to time under the Revolving Credit shall be made available by crediting such proceeds to Borrower's ’s operating account with Lender or as otherwise directed by Borrower. i. All cash Advances requested by Borrower under the Revolving Credit must be in the minimum amount of One Hundred Thousand Dollars ($100,000) and integral multiples of One Thousand Dollars ($1,000) in excess thereof. All cash Advances under the Revolving Credit must be requested by 11:00 A.M., Eastern time, on the date such cash Advance is to be made. ii. All requests for an Advance are to be in writing pursuant to an Advance Request in the form of Exhibit “A” attached hereto and made part hereof (“Advance Request”), which request is to be executed by an Authorized Officer. Such request may be sent by telecopy or facsimile transmission provided that Lender shall have the right to require that receipt of such request not be effective unless confirmed via telephone with Lender. iii. Upon receiving an Advance Request in accordance with subparagraph (iii) above, and subject to the conditions set forth in this Agreement, Lender shall make the requested Advance available to Borrower as soon as is reasonably practicable thereafter on the day the requested Advance is to be made.

Advances and Payments. ​ a. Except to the extent otherwise set forth in this Agreement (or in the case of an Interest Hedging Instrument under the applicable agreements), all payments of principal and of interest on the Revolving Credit, Reimbursement Obligations Obligations, Term Loan and all Expenses, fees, indemnification obligations and all other charges and any other Obligations of Borrower, shall be made to Lender at its main banking officeoffice located at 00000 Xxxxxxx Xxxx., 0000 Xxxxxx XxxxxxXxxxxxx, 25th floor, Centre Square West, Philadelphia, Pennsylvania 19102Xxxxxxxx 00000, in United States dollars, in immediately available funds. Lender shall have the unconditional right and discretion (and Borrower hereby authorizes Lender) to charge any of Borrower's checking, ’s operating and/or deposit account(s) ), for all of Borrower's ’s Obligations as they become due from time to time under this Agreement including, without limitation, interest, principal, fees, indemnification obligations and reimbursement of Expenses. Alternatively, Lender may in its discretion (and Borrower hereby authorizes Lender to) make a cash Advance under the Revolving Credit in a sum sufficient to pay all interest accrued and payable on the ​ ​ Obligations and to pay all costs, fees and Expenses owing hereunder. Borrower acknowledges that BorrowerXxxxxxxx’s failure to maintain sufficient funds in any checking, operating or deposit account for payment of any of the Obligations, or Lender’s failure to charge any such account shall not relieve Borrower of any payment obligation under this Agreement or any other Loan Document. Any payments received prior to 3:00 4:00 p.m. Eastern time on any Business Day shall be deemed received on such Business Day. Any payments (including any payment in full of the Obligations), received after 3:00 4:00 p.m. Eastern time on any Business Day shall be deemed received on the immediately following Business Day.. ​ b. Borrower shall establish and maintain a lockbox account ("Lockbox") Axxum has established with Lender depository account number 2010060857 (on together with any other similar depository account established and maintained by any Borrower with Lender with terms and conditions satisfactory acceptable to Lender) and a depository account(s) (", the “Cash Collateral Account") subject to the provisions of this subparagraph”). Each Borrower shall instruct all Account Debtors to make all payments on Accounts through the Lockbox. Borrower shall then cause (and Lender is hereby irrevocably authorized to cause) the transfer of all payments on such collections from Borrower’s Accounts into the Lockbox Cash Collateral Account. For each Borrower (other than KAE) to achieve this, such Borrower shall amend its System for Award Management to provide that all payments due to it will be deposited into the Cash Collateral Account. Deposits into the Cash Collateral Account shall be applied by Lender daily, subject to Lender's ’s standard clearing procedures and clearing periods for deposited funds, to reduce the outstanding principal amount under the Revolving Credit. All collections of Accounts and proceeds of other Collateral to the extent received by Borrower shall be held in trust for the benefit of Lender and remitted, in specie, to Lender for deposit in the Cash Collateral Account immediately upon receipt by Borrower. Borrower shall have no right of access to or withdrawal from the Cash Collateral Account; provided that if there are no outstanding Advances and no Default or Event of Default has occurred and is continuing, then all collections of Accounts shall be, subject to Lender's ’s standard clearing procedures and clearing periods for deposited funds, transferred to a Borrower's ’s operating account with Lender. All funds deposited into the Lock Box Account and Cash Collateral Account shall immediately become the property of Lender. c. i. Cash x. Xxxx Advances which may be made by Lender Xxxxxx from time to time under the Revolving Credit shall be made available by crediting such proceeds to a Borrower's ’s operating account with Lender.. ​ d. All requests for a cash Advance under the Revolving Credit are to be pursuant to a working capital loan sweep or a written request (“Advance Request”) executed by an Authorized Officer of Axxum. Requests for Advances must be requested by 2:00 p.m., Eastern time, on the date such Advance is to be made. Upon receiving a request for an Advance in accordance with this subparagraph, and subject to the conditions set forth in this Agreement, Lender shall make the requested Advance available to Axxum (or another Borrower as instructed) as soon as is reasonably practicable thereafter on the day the requested Advance is to be made. ​

Advances and Payments. a. Except to the extent otherwise set forth in this Agreement (or in the case of an Interest Hedging Instrument under the applicable agreements), all payments of principal and of interest on the Revolving Credit, Reimbursement Obligations Obligations, Term Loan and all Expenses, fees, indemnification obligations and all other charges and any other Obligations of Borrower, shall be made to Lender at its main banking office, 0000 Xxxxxx office located at 00000 Xxxxxxx Xxxxxx, 25th floorXxxxx, Centre Square West, Philadelphia, Pennsylvania 19102Xxxxxxxx 00000, in United States dollars, in immediately available funds. Lender shall have the unconditional right and discretion (and Borrower hereby authorizes Lender) to charge Borrower's checking, any of Parent’s operating and/or deposit account(s) (or if there are insufficient funds in such accounts, any operating and/or deposit account(s) of any other Borrower), for all of Borrower's ’s Obligations as they become due from time to time under this Agreement including, without limitation, interest, principal, fees, indemnification obligations and reimbursement of Expenses. Alternatively, Lender may in its discretion (and Borrower hereby authorizes Lender to) make a cash Advance under the Revolving Credit in a sum sufficient to pay all interest accrued and payable on the Obligations and to pay all costs, fees and Expenses owing hereunder. Borrower acknowledges that Borrower’s failure to maintain sufficient funds in any checking, operating or deposit account for payment of any of the Obligations, or Lender’s failure to charge any such account shall not relieve Borrower of any payment obligation under this Agreement or any other Loan Document. Any payments received prior to 3:00 4:00 p.m. Eastern time on any Business Day shall be deemed received on such Business Day. Any payments (including any payment in full of the Obligations), received after 3:00 4:00 p.m. Eastern time on any Business Day shall be deemed received on the immediately following Business Day. b. Each Borrower shall establish and maintain a lockbox account ("Lockbox") with Lender (on terms and conditions satisfactory to Lender) and a depository account(s) ("Cash Collateral Account") subject to the provisions of this subparagraph. Borrower shall instruct all Account Debtors to make all payments on Accounts through the Lockbox. Borrower shall then cause (and Lender is hereby irrevocably authorized to cause) the transfer of all payments on such collections from the Lockbox Borrower’s Accounts into the Cash Collateral Parent’s operating account maintained at Lender (the “Operating Account”). Deposits into the Cash Collateral Operating Account shall be applied by Lender daily, subject to Lender's ’s standard clearing procedures and clearing periods for deposited funds, to reduce the outstanding principal amount under the Revolving Credit. All collections of Accounts and proceeds of other Collateral to the extent received by Borrower shall be held in trust for the benefit of Lender and remitted, in specie, to Lender for deposit in the Cash Collateral Account immediately upon receipt by Borrower. Borrower shall have no right of access to or withdrawal from the Cash Collateral Account; provided that if there are no outstanding Advances and no Default or Event of Default has occurred and is continuing, then all collections of Accounts shall be, subject to Lender's standard clearing procedures and clearing periods for deposited funds, transferred to Borrower's operating account with Lender. All funds deposited into the Lock Box Account and Cash Collateral Account shall immediately become the property of Lender. c. i. Cash Advances which may be made by Lender from time to time under the Revolving Credit shall be made available by crediting such proceeds to Borrower's Parent’s operating account with Lender. d. All requests for a cash Advance under the Revolving Credit are to be pursuant to a working capital loan sweep or a written request (“Advance Request”) executed by an Authorized Officer of a Borrower. Requests for Advances must be requested by 2:00 p.m., Eastern time, on the date such Advance is to be made. Upon receiving a request for an Advance in accordance with this subparagraph, and subject to the conditions set forth in this Agreement, Lender shall make the requested Advance available to Parent as soon as is reasonably practicable thereafter on the day the requested Advance is to be made.

Advances and Payments. a. Except to the extent otherwise set forth in this Agreement (or in the case of an Interest Hedging Instrument under the applicable agreements), all payments of principal and of interest on the Revolving Credit, Reimbursement Obligations Term Loan and all Expenses, fees, indemnification obligations and all other charges and any other Obligations of BorrowerBorrowers, shall be made to Lender at its main banking officeoffices in Burlington Massachusetts, 0000 Xxxxxx Xxxxxx, 25th floor, Centre Square West, Philadelphia, Pennsylvania 19102or such other office as Lender may designate in writing, in United States dollars, in immediately available funds. Each Borrower hereby authorizes Lender to charge any operating account maintained by such Borrower with Lender and further agrees that Lender shall have the unconditional right and discretion (and each Borrower hereby authorizes Lender) to charge Borrower's checking, any of Borrowers’ operating and/or deposit account(s) ), in any event for all of Borrower's Borrowers’ Obligations as they become due from time to time under this Agreement including, without limitation, interest, principal, fees, indemnification obligations and reimbursement of Expenses. Alternatively, Lender may in its discretion (and each Borrower hereby authorizes Lender to) make a cash Advance under the Revolving Credit in a sum sufficient to pay all interest accrued and payable on the Obligations and to pay all costs, fees and Expenses owing hereunder. Each Borrower acknowledges that Borrower’s Borrowers’ failure to maintain sufficient funds in any checking, operating or deposit account for payment of any of the Obligations, or Lender’s failure to charge any such account shall not relieve any Borrower of any payment obligation under this Agreement or any other Loan Document. Any payments received prior to 3:00 2:00 p.m. Eastern time on any Business Day shall be deemed received on such Business Day. Any payments (including any payment in full of the Obligations), received after 3:00 2:00 p.m. Eastern time on any Business Day shall be deemed received on the immediately following Business Day. b. Borrower Borrowers shall establish and maintain either (i) a lockbox account ("“Lockbox"”) with Lender (on terms and conditions satisfactory to Lender, or (ii) and a depository account(s) ("“Cash Collateral Account") ”), subject to the provisions of this subparagraph. Borrower Borrowers shall instruct all Account Debtors to make all payments on Accounts through the Lockbox. Borrower shall then cause (and Lender is hereby irrevocably authorized to cause) ), the transfer of such collections all payments on Accounts from the Lockbox (if applicable) into the Cash Collateral Account. Deposits into the Cash Collateral Account shall be applied by Lender dailydaily on each Business Day, subject to Lender's ’s standard clearing procedures and clearing periods for deposited funds, to reduce the outstanding principal amount under the Revolving CreditCredit and the Business Day on which each such item of payment is credited shall be referred to, with respect to such item as the “Application Date”. All collections of Accounts and proceeds of other Collateral to the extent received by any Borrower shall be held in trust for the benefit of Lender and remitted, in specie, to Lender for deposit in the Cash Collateral Account immediately upon receipt by BorrowerBorrowers. No Borrower shall have no any right of access to or withdrawal from the Cash Collateral Account; provided that if there are no outstanding Advances and no Default or Event of Default has occurred and is continuing, then all collections of Accounts shall be, subject to Lender's standard clearing procedures and clearing periods for deposited funds, transferred to Borrower's operating account with Lender. All funds deposited into the Lock Box Account Lockbox and Cash Collateral Account shall immediately become the property of Lender. Subject to the foregoing, Borrowers agree that for purposes of computing the interest charges under this Agreement, each item of payment received by Lender shall be deemed applied by Lender on account of the Obligations on its respective Application Date. Borrowers further agree that there is a monthly float charge payable to Lender, in an amount equal to (y) the face amount of all items of payment received during the prior month (including items of payment received by Lender as a wire transfer or electronic depository check) multiplied by (z) the interest rate applicable to cash Advances under the Revolving Credit for two (2) Business Days. Borrowers acknowledge that Lender shall apply proceeds of collections against any Accounts of the Borrowers as reported by Borrowers’ in their last delivered Borrowing Base Certificate as and when collections on such Accounts are received. c. i. Cash Advances which may be made by Lender from time to time under the Revolving Credit shall be made available by crediting such proceeds to the applicable Borrower's ’s operating account with Lender. i. All cash Advances requested by any Borrower under the Revolving Credit (other than through the zero balance cash management arrangement) must be in the minimum amount of Fifty Thousand Dollars ($50,000) and integral multiples of Ten Thousand Dollars ($10,000) in excess thereof. ii. All cash Advances requested by any Borrower under the Revolving Credit are to be in writing pursuant to a written request (“Advance Request”) executed by an Authorized Officer of Borrowing Agent in the form of Exhibit “A” attached hereto or pursuant to a zero balance cash management arrangement with Lender. Loans must be requested by 10:00 A.M., Eastern time, on the date such Advance is to be made. iii. Upon receiving a request for an Advance in accordance with subparagraph (ii) above, and subject to the conditions set forth in this Agreement, Lender shall make the requested Advance available to the applicable Borrower as soon as is reasonably practicable thereafter on the day the requested Advance is to be made.

Advances and Payments. a. Except to the extent otherwise set forth in this Agreement (or in the case of an Interest Hedging Instrument under the applicable agreements)Agreement, all payments of principal and of interest on the Revolving Credit, Reimbursement Obligations Obligations, and all Expenses, fees, indemnification obligations and all other charges and any other Obligations of Borrower, shall be made to Lender at its main regional banking office, 0000 Xxxxxx XxxxxxGreenway Plaza Office Park, 25th floor000 Xxxxxxxx Xxxx, Centre Square WestXxxxxxxx, Philadelphia, Pennsylvania 19102Xxx Xxxx 00000, in United States dollars, in immediately available funds. Upon the occurrence and during the continuance of an Event of Default, Lender shall have the unconditional right and discretion (and Borrower hereby authorizes Lender) to charge Borrower's checking, operating and/or deposit account(s) for all of Borrower's Obligations as they may thereafter become due from time to time under this Agreement including, without limitation, interest, principal, fees, indemnification obligations and reimbursement of Expenses. AlternativelyProvided that no Event of Default has occurred and is continuing, if Borrower so requests, Lender may in its discretion (and Borrower shall hereby authorizes Lender to) to make a cash Advance under the Revolving Credit in a sum sufficient to pay all interest accrued and payable on the Obligations and to pay all costs, fees and Expenses owing hereunder. Borrower acknowledges that Borrower’s failure to maintain sufficient funds in any checking, operating or deposit account for payment of any of the Obligations, or Lender’s failure to charge any such account shall not relieve Borrower of any payment obligation under this Agreement or any other Loan Document. Any payments received prior to 3:00 2:00 p.m. Eastern time on any Business Day shall be deemed received on such Business Day. Any payments (including any payment in full of the Obligations), received after 3:00 2:00 p.m. Eastern time on any Business Day shall be deemed received on the immediately following Business Day. b. Borrower shall establish and maintain a lockbox account ("Lockbox") with Lender (on terms and conditions satisfactory to Lender) and a depository account(s) ("Cash Collateral Account") subject to the provisions of this subparagraph. Borrower shall instruct all Account Debtors to make all payments on Accounts through the Lockbox. Borrower shall then cause (and Lender is hereby irrevocably authorized to cause) the transfer of such collections from the Lockbox into the Cash Collateral Account. Deposits into the Cash Collateral Account shall be applied by Lender daily, subject to Lender's standard clearing procedures and clearing periods for deposited funds, to reduce the outstanding principal amount under the Revolving Credit. All collections of Accounts and proceeds of other Collateral to the extent received by Borrower shall be held in trust for the benefit of Lender and remitted, in specie, to Lender for deposit in the Cash Collateral Account immediately upon receipt by Borrower. Borrower shall have no right of access to or withdrawal from the Cash Collateral Account; provided that if there are no outstanding Advances and no Default or Event of Default has occurred and is continuing, then all collections of Accounts shall be, subject to Lender's standard clearing procedures and clearing periods for deposited funds, transferred to Borrower's operating account with Lender. All funds deposited into the Lock Box Account and Cash Collateral Account shall immediately become the property of Lender. c. i. Cash Advances which may be made by Lender from time to time under the Revolving Credit shall be made available by crediting such proceeds to Borrower's operating account with Lender. i. All cash Advances requested by Borrower under the Revolving Credit must be in the minimum amount of One Hundred Thousand Dollars ($100,000.00) and integral multiples of One Hundred Thousand Dollars ($100,000.00) in excess thereof. All cash Advances under the Revolving Credit must be requested by 11:00 A.M., Eastern time, on the date such cash Advance is to be made. ii. All requests for an Advance are to be in writing pursuant to a written request executed by an Authorized Officer in the form of Exhibit "A" ("Advance Request") attached hereto and made part hereof. Such request may be sent by telecopy or facsimile transmission provided that Lender shall have the right to require that receipt of such request not be effective unless confirmed via telephone with Lender. iii. Upon receiving a request for an Advance in accordance with subparagraph (ii) above, and subject to the conditions set forth in this Agreement, Lender shall make the requested Advance available to Borrower as soon as is reasonably practicable thereafter on the day the requested Advance is to be made.

Advances and Payments. a. Except to the extent otherwise set forth in this Agreement (or in the case of an Interest Hedging Instrument under the applicable agreements)Agreement, all payments of principal and of interest on the Revolving Credit, Reimbursement Obligations Credit and all Expenses, fees, indemnification obligations and all other charges payable by Borrower under this Agreement and any other Loan Document and any other Obligations of Borrower, shall be made to Lender at its main banking officeoffice at 300 Xxxxx Xxxxxxx Xxxx, 0000 Xxxxxx XxxxxxXxxxxxxx, 25th floor, Centre Square West, Philadelphia, Pennsylvania 19102Xxx Xxxx 00000 or such other office as Lender may designate in writing, in United States dollarsDollars, in immediately available funds. Lender shall have the unconditional right and discretion (and Borrower hereby authorizes Lender) Lender to charge Borrower's checking, operating and/or deposit account(saccount number 4250727240 maintained at Lender (the “Direct Debit Account”) for all of Borrower's ’s Obligations as they become due from time to time under this Agreement including, without limitation, interest, principal, principal and fees, indemnification obligations and reimbursement of Expenses. Alternatively, Lender may in its discretion (and Borrower hereby authorizes Lender to) make a cash Advance under the Revolving Credit in a sum sufficient to pay all interest accrued and payable on the Obligations and to pay all costs, fees and Expenses owing hereunder. Borrower acknowledges that Borrower’s failure to maintain sufficient funds in any checking, operating or deposit account the Direct Debit Account for payment of any of the Obligations, or Lender’s failure to charge any such account shall not relieve Borrower of any payment obligation under this Agreement or any other Loan Document. Any payments received prior to 3:00 2:00 p.m. Eastern time on any Business Day shall be deemed received on such Business Day. Any payments (including any payment in full of the Obligations), ) received after 3:00 2:00 p.m. Eastern time on any Business Day shall be deemed received on the immediately following Business Day. b. Borrower shall establish and maintain a lockbox account ("Lockbox") with Lender (on terms and conditions satisfactory to Lender) and a depository account(s) ("Cash Collateral Account") subject to the provisions of this subparagraph. Borrower shall instruct all Account Debtors to make all payments on Accounts through the Lockbox. Borrower shall then cause (and Lender is hereby irrevocably authorized to cause) the transfer of such collections from the Lockbox into the Cash Collateral Account. Deposits into the Cash Collateral Account shall be applied by Lender daily, subject to Lender's standard clearing procedures and clearing periods for deposited funds, to reduce the outstanding principal amount under the Revolving Credit. i. All collections of Accounts and proceeds of other Collateral to the extent received cash Advances requested by Borrower shall be held in trust for the benefit of Lender and remitted, in specie, to Lender for deposit in the Cash Collateral Account immediately upon receipt by Borrower. Borrower shall have no right of access to or withdrawal from the Cash Collateral Account; provided that if there are no outstanding Advances and no Default or Event of Default has occurred and is continuing, then all collections of Accounts shall be, subject to Lender's standard clearing procedures and clearing periods for deposited funds, transferred to Borrower's operating account with Lender. All funds deposited into the Lock Box Account and Cash Collateral Account shall immediately become the property of Lender. c. i. Cash Advances which may be made by Lender from time to time under the Revolving Credit that are (a) LIBOR Rate Loans must be in the minimum amount of Five Hundred Thousand Dollars ($500,000) and integral multiples of Fifty Thousand Dollars ($50,000) in excess thereof and (b) Base Rate Loans must be in the minimum amount of One Hundred Thousand Dollars ($100,000) and integrated multiples of Ten Thousand Dollars ($10,000) in excess thereof. ii. All cash Advances requested by Borrower under the Revolving Credit are to be in writing pursuant to a written request (“Advance Request”) executed by an Authorized Officer in the form of Exhibit ”A” attached hereto. Such Requests must be requested by 10:00 A.M., Eastern time, on the date such Advance is to be made. Requests for LIBOR Rate Loans must be requested three (3) Business Days in advance and must specify the amount of the LIBOR Rate Loan and the LIBOR Interest Period. If no LIBOR Interest Period is specified, the LIBOR Interest Period shall be made deemed to be a one month period. iii. Upon receiving a request for an Advance in accordance with subparagraph (ii) above, and subject to the conditions set forth in this Agreement, Lender shall make the requested Advance available by crediting such proceeds to Borrower's operating account with Lender.