Common use of Agent Loans Clause in Contracts

Agent Loans. Upon the occurrence and during the continuance of an Event of Default, Agent, in its sole discretion, may make Revolving Credit Loans on behalf of Lenders, in an aggregate amount not to exceed One Million Dollars ($1,000,000), if Agent, in its reasonable business judgment, deems that such Revolving Credit Loans are necessary or desirable (i) to protect all or any portion of the Collateral, (ii) to enhance the likelihood, or maximize the amount of, repayment of the Loans and the other Obligations, or (iii) to pay any other amount chargeable to Borrowers pursuant to this Agreement, including without limitation costs, fees and expenses as described in Sections 2.8 and 2.9 (hereinafter, "Agent Loans"); provided, that in no event shall (a) the maximum principal amount of the Revolving Credit Loans exceed the aggregate Revolving Loan Commitments and (b) Majority Lenders (or if there are only two Lenders, any Lender, or if there are three or more Lenders, any two Lenders so long as any one of said two Lenders has one third or more of the Revolving Loan Commitments (or if the Revolving Loan Commitments have been terminated, one third of the outstanding Revolving Credit Loans)) may at any time revoke Agent's authorization to make Agent Loans. Any such revocation must be in writing and shall become effective prospectively upon Agent's receipt thereof. Each Lender shall be obligated to advance its Revolving Loan Percentage of each Agent Loan. If Agent Loans are made pursuant to the preceding sentence, then (a) the Borrowing Base shall be deemed increased by the amount of such permitted Agent Loans, but only for so long as Agent allows such Agent Loans to be outstanding, and (b) all Lenders that have committed to make Revolving Credit Loans shall be bound to make, or permit to remain outstanding, such Agent Loans based upon their Revolving Loan Percentages in accordance with the terms of this Agreement.

Agent Loans. Upon the occurrence and during the continuance of an Event of Default, Agent, in its sole discretion, may make Revolving Credit Loans on behalf of Lenders, in an aggregate amount not to exceed One Million Dollars (exceed, when aggregated with the amount of all existing Overadvances, $1,000,000)4,000,000, if Agent, in its reasonable business judgment, deems that such Revolving Credit Loans are necessary or desirable (i) to protect all or any portion of the Collateral, (ii) to enhance the likelihood, or maximize the amount of, repayment of the Loans and the other Obligations, or (iii) to pay any other amount chargeable to Borrowers pursuant to this Agreement, including without limitation costs, fees and expenses as described in Sections 2.8 and 2.9 (hereinafter, "“Agent Loans"”); provided, that in no event shall (a) the maximum principal amount of the Revolving Credit Loans exceed the aggregate Revolving Loan Commitments and (b) Majority Lenders (or if there are only two Lenders, any Lender, or if there are three or more Lenders, any two Lenders so long as any one of said two Lenders has one third or more of the Revolving Loan Commitments (or if the Revolving Loan Commitments have been terminated, one third of the outstanding Revolving Credit Loans)) may at any time revoke Agent's ’s authorization to make Agent Loans. Any such revocation must be in writing and shall become effective prospectively upon Agent's ’s receipt thereof. Each Lender shall be obligated to advance its Revolving Loan Percentage of each Agent Loan. If Agent Loans are made pursuant to the preceding sentence, then (a) the Borrowing Base shall be deemed increased by the amount of such permitted Agent Loans, but only for so long as Agent allows such Agent Loans to be outstanding, and (b) all Lenders that have committed to make Revolving Credit Loans shall be bound to make, or permit to remain outstanding, such Agent Loans based upon their Revolving Loan Percentages in accordance with the terms of this Agreement.

Agent Loans. Upon the occurrence and during the ----------- continuance of an Event of Default, Agent, in its sole discretion, may make Revolving Credit Loans on behalf of Revolving Credit Lenders, in an aggregate amount not to exceed One Million Dollars ($1,000,000)500,000, if Agent, in its reasonable business judgment, deems that such Revolving Credit Loans are necessary or desirable (i) to protect all or any portion of the Collateral, (ii) to enhance the likelihood, or maximize the amount of, repayment of the Loans and the other Obligations, or (iii) to pay any other amount chargeable to Borrowers any Borrower pursuant to this Agreement, including without limitation costs, fees and expenses as described in Sections 2.8 and 2.9 (hereinafter, "Agent Loans"); provided, that in no event shall (a) the maximum principal amount -------- of the Revolving Credit Loans exceed the aggregate Revolving Loan Commitments and (b) Majority Lenders (or if there are only two Lenders, any Lender, or if there are three or more Lenders, any two Lenders so long as any one of said two Lenders has one third or more of the Revolving Loan Commitments (or if the Revolving Loan Commitments have been terminated, one third of the outstanding Revolving Credit Loans)) may at any time revoke Agent's authorization to make Agent Loans. Any such revocation must be in writing and shall become effective prospectively upon Agent's receipt thereof. Each Revolving Credit Lender shall be obligated to advance its Revolving Loan Percentage of each Agent Loan. If Agent Loans are made pursuant to the preceding sentence, then (a) the Borrowing Base shall be deemed increased by the amount of such permitted Agent Loans, but only for so long as Agent allows such Agent Loans to be outstanding, and (b) all Revolving Credit Lenders that have committed to make Revolving Credit Loans shall be bound to make, or permit to remain outstanding, such Agent Loans based upon their Revolving Loan Percentages in accordance with the terms of this Agreement.

Agent Loans. Upon the occurrence and during the continuance of an Event of Default, Agent, in its sole discretion, may make Revolving Credit Loans on behalf of Lenders, in an aggregate amount not to exceed One Two Million Dollars ($1,000,0002,000,000), if Agent, in its reasonable business judgment, deems that such Revolving Credit Loans are necessary or desirable (i) to protect all or any portion of the Collateral, (ii) to enhance the likelihood, or maximize the amount of, repayment of the Loans and the other Obligations, or (iii) to pay any other amount chargeable to Co-Borrowers pursuant to this Agreement, including without limitation costs, fees and expenses as described in Sections 2.8 and 2.9 that have not been reimbursed by Co-Borrowers or Lenders (hereinafter, "“Agent Loans"”); provided, that in no event shall (a) the maximum principal amount of Agent Loans cause the Revolving Credit Loans exceed the aggregate Revolving Loan Commitments and (b) Majority Lenders (or if there are only two Lenders, any Lender, or if there are three or more Lenders, any two Lenders so long as any one of said two Lenders has one third or more of the Revolving Loan Commitments (or if the Revolving Loan Commitments have been terminated, one third of the outstanding Revolving Credit Loans)) may at any time revoke Agent's ’s authorization to make Agent Loans. Any such revocation must be in writing and shall become effective prospectively upon Agent's ’s receipt thereof. Each Lender shall be obligated to advance its Revolving Loan Percentage of each Agent LoanLoan in the manner provided in subsection 3.1.3 hereof. If Agent Loans are made pursuant to the preceding sentence, then (a) the Borrowing Base shall be deemed increased by the amount of such permitted Agent Loans, but only for so long as Agent allows such Agent Loans to be outstanding, and (b) all Lenders that have committed to make Revolving Credit Loans shall be bound to make, or permit to remain outstanding, such Agent Loans based upon their Revolving Loan Percentages in accordance with the terms of this Agreement.

Agent Loans. Upon the occurrence and during the continuance of an Event of Default, each Agent, in its sole discretion, may make Revolving Credit Loans to the Borrowers to which it has a Revolving Loan Commitment on behalf of Lendersthe applicable Lender(s) (to (i) U.S. Borrowers, in an Dollars or Euros, (ii) U.K. Borrower, in Sterling or Euros and (iii) Canadian Borrowers, in Canadian Dollars), so long as the aggregate amount of such Revolving Credit Loans shall not to exceed One Million Dollars (the Dollar Equivalent of $1,000,000)2,500,000, if AgentAgents, in its their reasonable business judgment, deems deem that such Revolving Credit Loans are necessary or desirable (i) to protect all or any portion of the Collateral, (ii) to enhance the likelihood, or maximize the amount of, repayment of the Loans and the other Obligations, or (iii) to pay any other amount chargeable to Borrowers any Borrower pursuant to this Agreement, including without limitation costs, fees and expenses as described in Sections 2.8 SECTIONS 2.9 and 2.9 2.10 (such Revolving Credit Loans, hereinafter, "Agent Loans"); providedPROVIDED, that (a) in no event shall (a) the maximum principal amount of the Revolving Credit Loans and the LC Obligations exceed the aggregate Revolving Loan Commitments and Commitments, (b) Majority Lenders (or if there are only two Lenders, any Lender, or if there are three or more Lenders, any two Lenders so long as any one of said two Lenders has one third or more of the Revolving Loan Commitments (or if the Revolving Loan Commitments have been terminated, one third of the outstanding Revolving Credit Loans)) may at any time revoke Agent's Agents' authorization to make Agent Loans. Any Loans (any such revocation must be in writing and shall become effective prospectively upon Agent's receipt thereof), and (c) any Revolving Credit Loans made to protect all or any portion of the Canadian Collateral or the U.K. Collateral shall not be made to U.S. Borrower. Each applicable Lender shall be obligated to advance to the applicable Borrower its Revolving Loan Percentage of each Agent LoanLoan made in accordance with this SUBSECTION 1.1.4. If Agent Loans are made pursuant to in accordance with the preceding sentence, then (a) the Aggregate Borrowing Base and the U.K. Borrowing Base, U.S. Borrowing Base or Canadian Borrowing Base, as applicable, shall be deemed increased by the amount of such permitted Agent Loans, but only for so long as Agent allows Agents allow such Agent Loans to be outstanding, and (b) all Lenders that have committed to make Revolving Credit Loans shall be bound to make, or permit to remain outstanding, such Agent Loans based upon their Revolving Loan Percentages in accordance with the terms of this Agreement. All Agent Loans shall be repaid on demand, shall be secured by the Collateral (PROVIDED that Agent Loans to U.S. Borrowers shall only be secured by the U.S. Collateral) and shall bear interest at the Default Rate as provided in this Agreement for Base Rate Portions of Revolving Credit Loans (for the applicable Borrower) generally.

Agent Loans. Upon the occurrence and during the continuance of an Event of Default, Agent, in its sole discretion, may make Revolving Credit Loans on behalf of Lenders, in an aggregate amount not to exceed One Million Dollars $3,000,000 ($1,000,000such maximum amount being reduced by the outstanding balance of any Overadvances that have been authorized by Agent alone pursuant to subsection 1.1.2), if Agent, in its reasonable business judgment, deems that such Revolving Credit Loans are necessary or desirable (i) to protect all or any portion of the Collateral, (ii) to enhance the likelihood, or maximize the amount of, repayment of the Loans and the other Obligations, or (iii) to pay any other amount chargeable to Borrowers any Borrower pursuant to this Agreement, including without limitation costs, fees and expenses as described in Sections 2.8 and 2.9 (hereinafter, "Agent Loans"); provided, that in no event shall (a) the maximum principal amount of the Revolving Credit Loans exceed the aggregate Revolving Loan Commitments and (b) Majority Lenders (or if there are only two Lenders, any Lender, or if there are three or more Lenders, any two Lenders so long as any one of said two Lenders has one third or more of the Revolving Loan Commitments (or if the Revolving Loan Commitments have been terminated, one third of the outstanding Revolving Credit Loans)) may at any time revoke Agent's authorization to make Agent Loans. Any such revocation must be in writing and shall become effective prospectively upon Agent's receipt thereof. Each Lender shall be obligated to advance its Revolving Loan Percentage of each Agent Loan. If Agent Loans are made pursuant to the preceding sentence, then (a) the Borrowing Base shall be deemed increased by the amount of such permitted Agent Loans, but only for so long as Agent allows such Agent Loans to be outstanding, and (b) notwithstanding any terms contained herein to the contrary (including, without limitation, the terms of subsection 10.2.2), all Lenders that have committed to make Revolving Credit Loans shall be bound to make, or permit to remain outstanding, such Agent Loans based upon their Revolving Loan Percentages in accordance with the terms of this Agreement.

Agent Loans. Upon the occurrence and during the continuance of an Event of Default, each Agent, in its sole discretion, may make Revolving Credit Loans to the Borrower to which it has a Revolving Loan Commitment on behalf of Lendersthe applicable Lender(s) (to (i) U.S. Borrower, in an Dollars, (ii) U.K. Borrowers, in Sterling and (iii) Canadian Borrower, in Canadian Dollars), so long as the aggregate amount of such Revolving Credit Loans shall not to exceed One Million Dollars ($1,000,000)5,000,000, if Agent, in its reasonable business judgmentReasonable Credit Judgment, deems that such Revolving Credit Loans are necessary or desirable (i) to protect all or any portion of the Collateral, (ii) to enhance the likelihood, or maximize the amount of, repayment of the Loans and the other Obligations, or (iii) to pay any other amount chargeable to Borrowers any Borrower pursuant to this Agreement, including without limitation costs, fees and expenses as described in Sections 2.8 2.9 and 2.9 2.10 (such Revolving Credit Loans, hereinafter, "“Agent Loans"”); provided, provided that (a) in no event shall (a) the maximum principal amount of the Revolving Credit Loans and the LC Obligations exceed the aggregate Revolving Loan Commitments and Commitments, (b) Majority Lenders (or if there are only two Lenders, any Lender, or if there are three or more Lenders, any two Lenders so long as any one of said two Lenders has one third or more of the Revolving Loan Commitments (or if the Revolving Loan Commitments have been terminated, one third of the outstanding Revolving Credit Loans)) may at any time revoke Agent's ’s authorization to make future Agent Loans. Any Loans (provided that existing Agent Loans shall not be subject to such revocation and any such revocation must be in writing and shall become effective prospectively upon Agent's ’s receipt thereof), and (c) any Revolving Credit Loans made to protect all or any portion of the Canadian Collateral or the U.K. Collateral shall not be made to U.S. Borrower. Each applicable Lender shall be obligated to advance to the applicable Borrower its Revolving Loan Percentage of each Agent LoanLoan made in accordance with this Section 1.1.5. If Agent Loans are made pursuant to in accordance with the preceding sentence, then (a) the Aggregate Borrowing Base and the U.K. Borrowing Base, U.S. Borrowing Base or Canadian Borrowing Base, as applicable, shall be deemed increased by the amount of such permitted Agent Loans, but only for so long as Agent allows such Agent Loans to be outstanding, and (b) all Lenders that have committed to make Revolving Credit Loans shall be bound to make, or permit to remain outstanding, such Agent Loans based upon their Revolving Loan Percentages in accordance with the terms of this Agreement.

Agent Loans. Upon (i) Subject to the occurrence limitations set forth below and during notwithstanding anything else in this Agreement to the continuance of contrary, the Administrative Agent is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s sole and absolute discretion, (A) at any time that a Default or an Event of DefaultDefault exists, Agentor (B) at any time that any of the other conditions precedent set forth in Article 4 have not been satisfied, in its sole discretion, may to the extent permitted by law to make Revolving Credit Base Rate Loans to the Borrowers on behalf of Lenders, the Lenders in an aggregate amount outstanding at any time not to exceed One Million Dollars (together with all other Aggregate Revolving Credit Obligations) the Revolving Loan Commitment nor in an amount that would exceed (when aggregated with all Overadvances and other Agent Loans) the lesser of (1) an amount equal to ten percent (10%) of the Borrowing Base and (2) $1,000,000)25,000,000, if which the Administrative Agent, in its reasonable business judgment, deems that such Revolving Credit Loans are necessary or desirable (ix) to preserve or protect all the Collateral, or any portion of the Collateralthereof, (iiy) to enhance the likelihoodlikelihood of, or maximize the amount of, repayment of the Loans and the other Obligations, or (iiiz) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including without limitation costs, fees and expenses as described in Sections 2.8 and 2.9 provided under this Agreement (hereinafter, "any of such advances are herein referred to as “Agent Loans"”); provided, that in no event shall (a) the maximum principal amount of the Revolving Credit Loans exceed the aggregate Revolving Loan Commitments and (b) Majority Lenders (or if there are only two Lenders, any Lender, or if there are three or more Lenders, any two Lenders so long as any one of said two Lenders has one third or more of the Revolving Loan Commitments (or if the Revolving Loan Commitments have been terminated, one third of the outstanding Revolving Credit Loans)) may at any time revoke the Administrative Agent's ’s authorization to make Agent LoansLoans and instruct the Administrative Agent to demand repayment of outstanding Agent Loans from the Credit Parties. Absent such revocation, the Administrative Agent’s determination that funding of an Agent Loan is appropriate shall be conclusive. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent's ’s receipt thereof. The Administrative Agent shall promptly provide to the Borrowers written notice of any Agent Loan. (ii) The Agent Loans shall be secured by the Collateral and shall constitute Obligations hereunder. Each Agent Loan shall bear interest as a Base Rate Loan. Each Agent Loan shall be subject to all terms and conditions of this Agreement and the other Loan Documents applicable to Revolving Loans, except that all payments thereon shall be made to the Administrative Agent solely for its own account (except to the extent Lenders have purchased participations therein pursuant to clause (iii) below) and the making of any Agent Loan shall not require the consent of any Borrower. The Administrative Agent shall have no duty or obligation to make any Agent Loan hereunder. (iii) The Administrative Agent shall notify each Lender no less frequently than weekly, as determined by the Administrative Agent, of the principal amount of Agent Loans outstanding by 12:00 noon (Atlanta, Georgia, time) as of such date, and each Lender’s pro rata share thereof. Each Lender shall before 2:00 p.m. (Atlanta, Georgia, time) on such Business Day make available to the Administrative Agent, in immediately available funds, the amount of its pro rata share of such principal amount of Agent Loans outstanding. Upon such payment by a Lender, such Lender shall be obligated deemed to advance its have made a Revolving Loan Percentage to the Borrowers, notwithstanding any failure of each the Borrowers to satisfy the conditions in Section 4.2. The Administrative Agent Loanshall use such funds to repay the principal amount of Agent Loans. If Additionally, if at any time any Agent Loans are made pursuant outstanding and any of the events described in clauses (g) or (h) of Section 9.1 shall have occurred, then each Lender shall automatically, upon the occurrence of such event, and without any action on the part of the Administrative Agent, the Borrowers or the Lenders, be deemed to have purchased an undivided participation in the principal and interest of all Agent Loans then outstanding in an amount equal to such Lender’s Revolving Commitment Ratio and each Lender shall, notwithstanding such Event of Default, immediately pay to the preceding sentenceAdministrative Agent in immediately available funds, then (a) the Borrowing Base shall be deemed increased by the amount of such permitted Lender’s participation (and upon receipt thereof, the Administrative Agent Loansshall deliver to such Lender, but only for so long as Agent allows a loan participation certificate dated the date of receipt of such funds in such amount). The disbursement of funds in connection with the settlement of Agent Loans to be outstanding, and (b) all Lenders that have committed to make Revolving Credit Loans hereunder shall be bound subject to make, or permit to remain outstanding, such Agent Loans based upon their Revolving Loan Percentages in accordance with the terms and conditions of this AgreementSection 2.2(e).