Common use of Equipment Advances Clause in Contracts

Equipment Advances. (a) Through the date which is three hundred sixty-four (364) days following the Closing Date (the "Equipment Availability End Date"), Bank shall make advances ("Equipment Advance" and, collectively, "Equipment Advances") to Borrower in an aggregate amount not exceeding the Committed Equipment Line. To evidence the Equipment Advance or Equipment Advances, Borrower shall deliver to Bank, at the time of each Equipment Advance request, an invoice for the Eligible Equipment to be financed. Except as provided below, the Equipment Advances may only be used to finance Eligible Equipment purchased within ninety (90) days (determined based upon the applicable invoice date of such Eligible Equipment) of each Equipment Advance request. Notwithstanding the foregoing, the initial Equipment Advance may be used to finance Eligible Equipment purchased on or after September 30, 2001 (determined based upon the applicable invoice date of such Eligible Equipment). Equipment Advances shall not exceed one hundred percent (100%) of the invoice amount of such Eligible Equipment, excluding taxes, shipping, warranty charges, freight discounts and installation expense relating to such Equipment. Expect as provided below, each Equipment Advance under the Committed Equipment Line shall be made by Bank on the first (1st) day of the month. Notwithstanding the foregoing, if Borrower requests an Equipment Advance on a day other than the first (1st) day of the month, such Equipment Advance shall be deemed to have occurred on and interest shall be calculated beginning with the first day of such month. Each Equipment Advance must be for a minimum amount of One Hundred Thousand Dollars ($100,000.00). (b) Interest accrues from the date of each Equipment Advance at the per annum rate described in Section 2.3(a), and shall be payable monthly on the Payment Date of each month commencing with the initial Payment Date following each such Equipment Advance. Each Equipment Advance shall be payable in (i) thirty-six (36) equal monthly installments of principal, PLUS (ii) monthly payments of accrued interest, beginning on the first Payment Date following such Equipment Advance and continuing on each Payment Date thereafter through the Equipment Maturity Date applicable to such Equipment Advance. Borrower shall have the right to pre-pay Equipment Advances without penalty. Equipment Advances when repaid may not be reborrowed. (c) To obtain an Equipment Advance, Borrower must notify Bank (the notice is irrevocable) by facsimile no later than 3:00 p.m. Eastern time one (1) Business Day before the day on which the Equipment Advance is to be made. The notice in the form of Exhibit B (Payment/Advance Form) must be signed by a Responsible Officer or designee and include a copy of the invoice for the Equipment being financed.

Equipment Advances. (a) Through Subject to and upon the terms and conditions of this Agreement, at any time from the date which is three hundred sixty-four (364) days following the Closing Date hereof through OCTOBER 9, 1998 (the "Equipment Availability End Date"), Bank shall agrees to make advances (each an "Equipment Advance" and, and collectively, the "Equipment Advances") to Borrower in an aggregate outstanding amount not exceeding to exceed the Committed Equipment Line. To evidence the Equipment Advance or Equipment Advances, Borrower shall deliver to Bank, at the time of each Equipment Advance request, an invoice for the Eligible Equipment equipment to be purchased or financed. Except as provided below, the Equipment Advances may only be used to finance Eligible Equipment purchased within ninety (90) days (determined based upon the applicable invoice date of such Eligible Equipment) of each Equipment Advance request. Notwithstanding the foregoing, the initial Equipment Advance may be used to finance Eligible Equipment purchased on or after September 30, 2001 (determined based upon the applicable invoice date of such Eligible Equipment). The Equipment Advances shall be used only to purchase or finance Equipment purchased after June 30, 1997 and shall not exceed one hundred percent ONE HUNDRED Percent (100%) of the invoice amount of such Eligible Equipmentequipment approved from time to time by Bank, excluding taxes, shipping, warranty charges, freight discounts and installation expense relating expense. Software may, however, constitute up to such EquipmentFIFTEEN percent (15%) of aggregate Equipment Advances. Expect as provided below, each Tenant improvements may constitute no more than THIRTY FIVE percent (35%) of aggregate Equipment Advance under the Committed Equipment Line shall be made by Bank on the first (1st) day of the month. Notwithstanding the foregoing, if Borrower requests an Equipment Advance on a day other than the first (1st) day of the month, such Equipment Advance shall be deemed to have occurred on and interest shall be calculated beginning with the first day of such month. Each Equipment Advance must be for a minimum amount of One Hundred Thousand Dollars ($100,000.00)Advances. (b) Interest accrues shall accrue from the date of each Equipment Advance at the per annum rate described specified in Section 2.3(a2.2(a), and shall be payable monthly on the Payment Date of for each month commencing with through the initial Payment month in which the Equipment Availability End Date following each such falls. Any Equipment Advance. Each Equipment Advance shall Advances that are outstanding on December 31, 1997 will be payable in FORTY EIGHT (i) thirty-six (3648) equal monthly installments of principal, PLUS (ii) monthly payments of plus all accrued interest, beginning on the first Payment Date following such Equipment Advance January 9, 1998 and continuing ending on each Payment Date thereafter through the Equipment Maturity Date applicable to such Equipment AdvanceDecember 9, 2001. Borrower shall have the right to pre-pay Any Equipment Advances without penaltymade after December 31, 1997 that are outstanding on March 31, 1998 will be payable in FORTY EIGHT (48) equal monthly installments of principal, plus all accrued interest, beginning on April 9, 1998 and ending on March 9, 2002. Any Equipment Advances made after March 31, 1998 that are outstanding on June 30, 1998 will be payable in FORTY EIGHT (48) equal monthly installments of principal, plus all accrued interest, beginning on July 9, 1998 and ending on June 9, 2002. Any Equipment Advances made after June 30, 1998 that are outstanding on October 9, 1998 will be payable in FORTY EIGHT (48) equal monthly installments of principal, plus all accrued interest, beginning on November 9, 1998 and ending on October 9, 2002. Equipment Advances when repaid Advances, once repaid, may not be reborrowed. (c) To When Borrower desires to obtain an Equipment Advance, Borrower must shall notify Bank (the which notice is shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Eastern Pacific time one (1) Business Day before the day on which the Equipment Advance is to be made. The Such notice shall be substantially in the form of Exhibit B (Payment/Advance Form) must B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice invoice(s) for the Equipment being to be financed.

Equipment Advances. (ai) Through Subject to and upon the terms and conditions of this Agreement, at any time from the date which is three hundred sixty-four (364) days following hereof through the Closing Date (the "Equipment Availability End Revolving Maturity Date"), Bank shall agrees to make advances (each an "Equipment Advance" and, collectively, the "Equipment Advances") to Borrower in an aggregate outstanding amount not exceeding to exceed the Committed Equipment Line. To evidence the Each Equipment Advance or Equipment Advances, Borrower shall deliver to Bank, at the time of each Equipment Advance request, an invoice for the Eligible Equipment to be financed. Except as provided below, the Equipment Advances may only be used to finance Eligible Equipment purchased within ninety (90) days (determined based upon the applicable invoice date of such Eligible Equipment) of each Equipment Advance request. Notwithstanding the foregoing, the initial Equipment Advance may be used to finance Eligible Equipment purchased on or after September 30, 2001 (determined based upon the applicable invoice date of such Eligible Equipment). Equipment Advances shall not exceed one hundred percent (100%) of the invoice amount of such Eligible Equipmentequipment, furniture, software licenses and corporate purposes approved by Bank from time to time (which Borrower shall, in any case, have purchased within 90 days of the date of the corresponding Equipment Advance), excluding taxes, shipping, warranty charges, freight discounts discounts, soft costs, and installation expense relating expense. The foregoing notwithstanding, the aggregate amount of all Equipment Advances used to such Equipment. Expect as provided below, each Equipment Advance under finance software shall not exceed the Committed Equipment Line shall be made by Bank on the first lesser of (1stA) day twenty-five percent (25%) of the month. Notwithstanding the foregoing, if Borrower requests an Equipment Advance on a day other than the first (1st) day aggregate amount of the monthoutstanding Equipment Advances, such Equipment Advance shall be deemed to have occurred on and interest shall be calculated beginning with the first day of such month. Each Equipment Advance must be for a minimum amount of One Hundred Thousand Dollars or (B) $100,000.00)500,000. (bii) Interest accrues shall accrue from the date of each Equipment Advance at the per annum rate described specified in Section 2.3(a), and shall be payable monthly on the Payment Date eighteenth (18th) day of each month commencing with month. Any Equipment Advances (except for Equipment Advances used to finance software) that are outstanding on April 18, 2002 (the initial Payment Date following each such Equipment Advance. Each Equipment Advance "First Term Date") shall be payable in thirty (i) thirty-six (3630) equal monthly installments of principal, PLUS (ii) monthly payments of plus all accrued interest, beginning on the first Payment Date following such Equipment Advance May 18, 2002, and continuing on the same day of each Payment Date month thereafter through the Equipment Maturity Date applicable to such Equipment AdvanceDate. Borrower shall have the right to pre-pay Any Equipment Advances without penaltyused to finance software that are outstanding on the First Term Date shall be payable in twenty-four (24) equal monthly installments of principal, plus all accrued interest, beginning on May 18, 2002, and continuing on the same day of each month thereafter until paid. Any Equipment Advances (except for Equipment Advances used to finance software) drawn after the First Term Date that are outstanding on the Revolving Maturity Date shall be payable in twenty-four (24) equal monthly installments of principal, plus all accrued interest, beginning on November 18, 2002, and continuing on the same day of each month thereafter through the Equipment Maturity Date. Any Equipment Advances used to finance software drawn after the First Term Date that are outstanding on the Revolving Maturity Date shall be payable in eighteen (18) equal monthly installments of principal, plus all accrued interest, beginning on November 18, 2002, and continuing on the same day of each month thereafter through the Equipment Maturity Date, at which time all amounts due under this Section 2.1(b) and any other amounts due under this Agreement shall be immediately due and payable. Equipment Advances when repaid Advances, once repaid, may not be reborrowed. (c. Borrower may prepay any Equipment Advances without penalty or premium. A new Section 2.1(f) To obtain an Equipment Advanceis added to the Agreement, Borrower must notify Bank (the notice is irrevocable) by facsimile no later than 3:00 p.m. Eastern time one (1) Business Day before the day on which the Equipment Advance is to be made. The notice in the form of Exhibit B (Payment/Advance Form) must be signed by a Responsible Officer or designee and include a copy of the invoice for the Equipment being financed.shall read as follows:

Equipment Advances. (ai) Through Subject to, and upon the terms and conditions of this Agreement, at any time from the date which is three hundred sixty-four (364) days following hereof through the Closing Date (the "Equipment Availability End Revolving Maturity Date"), Bank shall agrees to make advances ("each, an “Equipment Advance" ” and, collectively, "the “Equipment Advances"”) to Borrower in an aggregate outstanding amount not exceeding the Committed Equipment Lineto exceed Five Hundred Thousand Dollars ($500,000). To evidence the Each Equipment Advance or Equipment Advances, Borrower shall deliver to Bank, at the time of each Equipment Advance request, an invoice for the Eligible Equipment to be financed. Except as provided below, the Equipment Advances may only be used to finance Eligible Equipment purchased within ninety (90) days (determined based upon the applicable invoice date of such Eligible Equipment) of each Equipment Advance request. Notwithstanding the foregoing, the initial Equipment Advance may be used to finance Eligible Equipment purchased on or after September 30, 2001 (determined based upon the applicable invoice date of such Eligible Equipment). Equipment Advances shall not exceed one hundred percent (100%) of the invoice amount of such Eligible Equipmentequipment, furniture and software (which Borrower shall, in any case, have purchased within ninety (90) days of the date of the corresponding Equipment Advance), excluding taxes, shipping, warranty charges, freight discounts and installation expense relating expenses. Equipment Advances for software will be limited to such Equipment. Expect as provided below, each Equipment Advance under the Committed Equipment Line shall be made by Bank on the first (1st) day of the month. Notwithstanding the foregoing, if Borrower requests an Equipment Advance on a day other than the first (1st) day of the month, such Equipment Advance shall be deemed to have occurred on and interest shall be calculated beginning with the first day of such month. Each Equipment Advance must be for a minimum amount of One Hundred Thousand Dollars ($100,000.00100,000) in the aggregate (“Software Advances”). Equipment Advances for equipment and furniture are hereinafter referred to as “Standard Equipment Advances”. Notwithstanding the foregoing, on the date of the closing hereof, Borrower may obtain Equipment Advances in an aggregate amount not to exceed One Hundred Fifty Thousand Dollars ($150,000) for equipment, furniture or software purchased on or after January 1, 2002 (“Look-Back Advances”). Each Look-Back Advance shall not exceed seventy-five percent (75%) of the invoice amount of equipment, furniture and software, excluding taxes, shipping, warranty charges, freight discounts and installation expenses. Any Look-Back Advance for software shall be considered a Software Advance, and any other Look-Back Advance shall be considered a Standard Equipment Advance, provided that the provisions of Sections 2.1(c)(ii) and (iii) shall not apply to Look-Back Advances. (bii) Interest accrues shall accrue from the date of each Standard Equipment Advance at the per annum rate described specified in Section 2.3(a), and shall be payable monthly on the Payment Date 14th day of each month commencing with through the initial Payment Date following each such Equipment AdvanceMaturity Date. Each Any Standard Equipment Advance Advances that are outstanding on March 14, 2003, shall be payable in (i) thirty-six three (3633) equal monthly installments of principal, PLUS (ii) monthly payments of plus all accrued interest, beginning on the first Payment Date following such Equipment Advance April 14, 2003, and continuing on the same day of each Payment Date month thereafter through the Equipment Maturity Date applicable to such Equipment AdvanceDate. Borrower shall have the right to pre-pay Any Standard Equipment Advances without penaltythat are outstanding on June 14, 2003 (which were not outstanding on March 14, 2003), shall be payable in thirty (30) equal monthly installments of principal, plus all accrued interest, beginning on July 14, 2003, and continuing on the same day of each month thereafter through the Equipment Maturity Date. Any Standard Equipment Advances when repaid that are outstanding on September 14, 2003 (which were not outstanding on June 14, 2003), shall be payable in twenty-seven (27) equal monthly installments of principal, plus all accrued interest, beginning on October 14, 2003, and continuing on the same day of each month thereafter through the Equipment Maturity Date. Any Standard Equipment Advances that are outstanding on December 14, 2003 (which were not outstanding on September 14, 2003) shall be payable in twenty-four (24) equal monthly installments of principal, plus all accrued interest, beginning on January 14, 2004, and continuing on the same day of each month thereafter through the Equipment Maturity Date, at which time all amounts due under this Section 2.1(c)(ii), and any other amounts due under this Agreement, shall be immediately due and payable. Standard Equipment Advances, once repaid, may not be reborrowed. Borrower may prepay any Standard Equipment Advances without penalty or premium. (ciii) To Interest shall accrue from the date of each Software Advance at the rate specified in Section 2.3(a) hereof, and shall be payable monthly on the 14th day of each month through the Software Maturity Date. Any Software Advances that are outstanding on March 14, 2003, shall be payable in twenty-one (21) equal monthly installments of principal, plus all accrued interest, beginning on April 14, 2003, and continuing on the same day of each month thereafter through the Software Maturity Date. Any Software Advances that are outstanding on June 14, 2003 (which were not outstanding on March 14, 2003), shall be payable in eighteen (18) equal monthly installments of principal, plus all accrued interest, beginning on July 14, 2003, and continuing on the same day of each month thereafter through the Software Maturity Date. Any Software Advances that are outstanding on September 14, 2003 (which were not outstanding on June 14, 2003), shall be payable in fifteen (15) equal monthly installments of principal, plus all accrued interest, beginning on October 14, 2003, and continuing on the same day of each month thereafter through the Software Maturity Date. Any Software Advances that are outstanding on December 14, 2003 (which were not outstanding on September 14, 2003), shall be payable in twelve (12) equal monthly installments of principal, plus all accrued interest, beginning on January 14, 2004, and continuing on the same day of each month thereafter through the Software Maturity Date, at which time all amounts due under this Section 2.1(c)(iii) shall be immediately due and payable. Software Advances, once repaid, may not be reborrowed. Borrower may prepay any Software Advances without penalty or premium. (iv) Interest shall accrue from the date of each Look-Back Advance at the rate specified in Section 2.3(a) hereof, and shall be payable monthly on the 14th day of each month through the Look-Back Maturity Date. Any Look-Back Advances shall be payable in seventeen (17)] equal monthly installments of principal, plus all accrued interest, beginning on February 14, 2003, and continuing on the same day of each month thereafter through the Look-Back Maturity Date. (v) When Borrower desires to obtain an Equipment Advance, Borrower must shall notify Bank (the which notice is shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Eastern Pacific time one (1) three Business Day Days before the day on which the Equipment Advance is to be made. The Such notice shall be substantially in the form of Exhibit B (Payment/Advance Form) must C. The notice shall be signed by a Responsible Officer Officer, or a designee thereof, and shall include a copy of the invoice for the any Equipment being to be financed.

Equipment Advances. (ai) Through Subject to and upon the date which is three hundred sixty-four (364) days following the Closing Date (the "Equipment Availability End Date")terms and conditions of this Agreement, at any time from December 3, 2004 through June 3, 2005, Bank shall agrees to make advances Equipment Advances (each a "Facility A Equipment Advance" and, collectively, the "Facility A Equipment Advances") to Borrower in an aggregate amount not exceeding to exceed Three Hundred Thousand Dollars ($300,000). Subject to and upon the Committed terms and conditions of this Agreement, at any time from August 22, 2005 through the Tranche B-3 Availability End Date, Bank agrees to make Equipment Advances (each a "Facility B Equipment Advance" and, collectively, the "Facility B Equipment Advances") to Borrower in an aggregate amount not to exceed Two Million Five Hundred Thousand Dollars ($2,500,000). In no event with the aggregate amount of all Equipment Advances exceed the Equipment Line. To evidence the Each Equipment Advance or Equipment Advances, Borrower shall deliver to Bank, at the time of each Equipment Advance request, an invoice for the Eligible Equipment to be financed. Except as provided below, the Equipment Advances may only be used to finance Eligible Equipment purchased within ninety (90) days (determined based upon the applicable invoice date of such Eligible Equipment) of each Equipment Advance request. Notwithstanding the foregoing, the initial Equipment Advance may be used to finance Eligible Equipment purchased on or after September 30, 2001 (determined based upon the applicable invoice date of such Eligible Equipment). Equipment Advances shall not exceed one hundred percent (100%) of the invoice amount of such Eligible Equipmentnew equipment and software purchased for use by Borrower and approved by Bank from time to time (which Borrower shall, in any case, have purchased within 90 days of the date of the corresponding Equipment Advance), excluding taxes, shipping, warranty charges, freight discounts and installation expense relating to such Equipment. Expect as provided below, each Equipment Advance under the Committed Equipment Line shall be made by Bank on the first (1st) day of the monthexpense. Notwithstanding the foregoing, if Borrower requests an (i) the aggregate amount of all Facility A Equipment Advance on a day other than Advances financing software shall not exceed $50,000, (ii) in the first (1st) day of the monthinitial Facility A Equipment Advance, such Equipment Advance which shall be deemed to have occurred requested on or before December 31, 2004, Bank will finance equipment and interest software purchased at any time on or after September 3, 2004 (the "Facility A Lookback Equipment Advance"), (iii) the aggregate amount of all Facility B Equipment Advances financing software shall not exceed $250,000, and (iv) in the initial Facility B Equipment Advance, which shall be calculated beginning with requested on or before August 31, 2005, Bank will finance equipment and software purchased at any time on or after January 1, 2005 (the first day of such month. Each "Facility B Lookback Equipment Advance must be for a minimum amount of One Hundred Thousand Dollars ($100,000.00Advance"). (bii) Subject to and upon the terms and conditions of this Agreement, Bank agrees to make the Facility B Equipment Advances to Borrower in three tranches, Tranche X-0, Xxxxxxx X-0 and Tranche B-3. Borrower may request one Equipment Advance under Tranche B-1, also referred to herein as the Facility B Lookback Advance, on or prior to August 31, 2005. Borrower may request Facility B Equipment Advances under Tranche B-2 at any time from the date hereof through the Tranche B-2 Availability End Date. Borrower may request Equipment Advances under Tranche B-3 at any time from the Tranche B-2 Availability End Date through the Tranche B-3 Availability End Date. (iii) Interest accrues shall accrue from the date of each Equipment Advance at the per annum rate described Rate specified in Section 2.3(a)2.2, and shall be payable monthly on the Payment Date first (1st) day of each month commencing with the initial Payment Date following each such so long as any Equipment AdvanceAdvances are outstanding. Each Equipment Advances, once repaid, may not be reborrowed. Borrower may prepay any Equipment Advances without penalty or premium. a) The Facility A Lookback Equipment Advance shall be payable in (i) thirty-thirty six (36) equal monthly installments of principal, PLUS (ii) monthly payments of plus all accrued interest, beginning on the first Payment Date following such Equipment Advance January 1, 2005 and continuing on the same day of each Payment Date month thereafter. Any other Facility A Equipment Advances that are outstanding on June 4, 2005 shall be payable in thirty (30) equal monthly installments of principal, plus all accrued interest, beginning on July 1, 2005, and continuing on the same day of each month thereafter through the Equipment Facility A Maturity Date applicable to such Equipment Advance. Borrower shall have the right to pre-pay Date, at which time all amounts due or owing in connection with Facility A Equipment Advances without penalty. under this Section 2.1(d) shall be immediately due and payable. b) The Facility B Lookback Equipment Advance shall be payable in thirty (30) equal monthly installments of principal, plus all accrued interest, beginning on September 1, 2005, and continuing on the same day of each month thereafter through the Tranche B-1 Maturity Date, at which time all amounts due in connection with the Facility B c) Any Facility B Equipment Advances when repaid may not that are outstanding under Tranche B-2 on the Tranche B-2 Availability End Date shall be reborrowedpayable in thirty (30) equal monthly installments of principal, plus all accrued interest, beginning on March 1, 2006, and continuing on the same day of each month thereafter through the Tranche B-2 Maturity Date, at which time all amounts due in connection with Tranche B-2 Equipment Advances made under this Section 2.1(d) shall be immediately due and payable. d) Any Facility B Equipment Advances that are outstanding under Tranche B-3 on the Tranche B-3 Availability End Date shall be payable in thirty (c30) To obtain an equal monthly installments of principal, plus all accrued interest, beginning on September 1, 2006, and continuing on the same day of each month thereafter through the Tranche B-3 Maturity Date, at which time all amounts due in connection with Tranche B-3 Equipment Advance, Borrower must notify Bank (the notice is irrevocableAdvances made under this Section 2.1(d) by facsimile no later than 3:00 p.m. Eastern time one (1) Business Day before the day on which the Equipment Advance is to and any other amounts owing under this Agreement shall be made. The notice in the form of Exhibit B (Payment/Advance Form) must immediately due and payable shall be signed by a Responsible Officer or designee immediately due and include a copy of the invoice for the Equipment being financedpayable.

Equipment Advances. (a) Through Subject to and upon the terms and conditions of this Agreement, at any time from the date which is three hundred sixty-four (364) days following hereof through the Closing Date (the "Equipment Availability End Revolving Maturity Date"), Bank shall agrees to make advances (each an "Equipment Advance" and, collectively, the "Equipment Advances") to Borrower in an aggregate outstanding amount not exceeding the Committed Equipment Line. To evidence to exceed the Equipment Advance or Line provided that the aggregate amount of all Equipment Advances for software shall not exceed the lesser of (A) thirty percent (30%) of the aggregate amount of the outstanding Equipment Advances, Borrower shall deliver to Bank, at the time of each or (B) Five Hundred Thousand Dollars ($500,000). Each Equipment Advance request, an invoice for the Eligible Equipment to be financed. Except as provided below, the Equipment Advances may only be used to finance Eligible Equipment purchased within ninety (90) days (determined based upon the applicable invoice date of such Eligible Equipment) of each Equipment Advance request. Notwithstanding the foregoing, the initial Equipment Advance may be used to finance Eligible Equipment purchased on or after September 30, 2001 (determined based upon the applicable invoice date of such Eligible Equipment). Equipment Advances shall not exceed one hundred percent (100%) of the invoice amount of such Eligible Equipmentequipment, furniture, software license and corporate purposes approved by Bank from time to time (which Borrower shall, in any case, have purchased within 90 days of the date of the corresponding Equipment Advance), excluding taxes, shipping, warranty charges, freight discounts discounts, soft costs, and installation expense relating to such Equipment. Expect as expense, provided below, each that the initial Equipment Advance under (which must be requested by Borrower on or before September 15, 2000) shall not exceed one hundred percent (100%) of the Committed Equipment Line shall be made invoice amount of equipment, furniture, software license and corporate purposes approved by Bank on the first from time to time (1st) day which Borrower shall, in any case, have purchased within 180 days of the month. Notwithstanding the foregoing, if Borrower requests an Equipment Advance on a day other than the first (1st) day date of the monthcorresponding Equipment Advance), such Equipment Advance excluding taxes, shipping, warranty charges, freight discounts, soft costs, and installation expense. Interest shall be deemed to have occurred on and interest shall be calculated beginning with the first day of such month. Each Equipment Advance must be for a minimum amount of One Hundred Thousand Dollars ($100,000.00). (b) Interest accrues accrue from the date of each Equipment Advance at the per annum rate described specified in Section 2.3(a), and shall be payable monthly on the Payment Date fifteenth (15th) day of each month commencing with the initial Payment Date following each such through August 15, 2003. Any Equipment Advance. Each Equipment Advance Advances that are outstanding on September 15, 2000, shall be payable in (i) thirty-six five (3635) equal monthly installments of principal, PLUS (ii) monthly payments of plus all accrued interest, beginning on the first Payment Date following such Equipment Advance September 15, 2000, and continuing on the same day of each Payment Date month thereafter through August 15, 2003. Any Equipment Advances that are outstanding on December 31, 2000 (which are not outstanding on September 15, 2000) shall be payable in thirty (30) equal monthly installments of principal, plus all accrued interest, beginning on January 15, 2001, and continuing on the same day of each month thereafter through August 15, 2003. Any Equipment Advances that are outstanding on June 30, 2001 (which were not outstanding on September 15, 2000 or December 31, 2000) shall be payable in twenty-four (24) equal monthly installments of principal, plus all accrued interest, beginning on July 15, 2001, and continuing on the same day of each month thereafter through the Equipment Maturity Date applicable to such Equipment Advance. Borrower Date, at which time all amounts due under this Section 2.1(b) and any other amounts due under this Agreement shall have the right to pre-pay Equipment Advances without penaltybe immediately due and payable. Equipment Advances when repaid Advances, once repaid, may not be reborrowed. . Notwithstanding the foregoing, all Equipment Advances used for software license purposes must be requested by Borrower on or prior to June 30, 2001 and shall each be payable in twenty-four (c24) To equal monthly installments of principal, plus all accrued interest, but in any event shall be immediately due and payable no later than the Equipment Maturity Date. Borrower may prepay any Equipment Advances without penalty or premium. When Borrower desires to obtain an Equipment Advance, Borrower must shall notify Bank (the which notice is shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Eastern Pacific time one (1) Business Day before the day on which the Equipment Advance is to be made. The Such notice shall be substantially in the form of Exhibit B (Payment/Advance Form) must B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for the any Equipment being to be financed.

Equipment Advances. (a) Through Subject to and upon the terms and conditions of this Agreement, at any time from the date which is three hundred sixty-four hereof through nine (3649) days following months from the Closing Date (the "Equipment Availability End Date"), Bank shall agrees to make advances (each an "Equipment Advance" and, and collectively, the "Equipment Advances") to Borrower in an aggregate outstanding amount not exceeding to exceed the Committed Equipment Line. To evidence the Equipment Advance or Equipment Advances, Borrower shall deliver to Bank, at the time of each Equipment Advance request, an invoice for the Eligible Equipment equipment purchased or to be financedpurchased. Except as provided below, the The Equipment Advances may only shall be used only to finance Eligible Equipment purchased within ninety (90) days (determined based upon the applicable invoice date of such Eligible Equipment) of each Equipment Advance request. Notwithstanding the foregoing, the initial Equipment Advance may be used to finance Eligible purchase or refinance Equipment purchased on or after September 30June 1, 2001 (determined based upon the applicable invoice date of such Eligible Equipment). Equipment Advances 1997 and shall not exceed one hundred percent One Hundred Percent (100%) of the invoice amount of such Eligible Equipmentequipment approved from time to time by Bank, excluding taxes, shipping, warranty charges, freight discounts and installation expense relating expense. Software may, however, constitute only up to such Equipment. Expect as provided below, each Equipment Advance under the Committed Equipment Line shall be made by Bank on the first (1st) day of the month. Notwithstanding the foregoing, if Borrower requests an Equipment Advance on a day other than the first (1st) day of the month, such Equipment Advance shall be deemed to have occurred on and interest shall be calculated beginning with the first day of such month. Each Equipment Advance must be for a minimum amount of One Hundred Fifty Thousand Dollars ($100,000.00)150,000.00) of aggregate Equipment Advances. (b) Interest accrues shall accrue from the date of each Equipment Advance at the per annum rate described in Section 2.3(a), equal to One and One Half (1.5) percentage points above the Prime Rate and shall be payable monthly for each month through the month in which the Equipment Availability End Date falls. Any Equipment Advances that are outstanding on the Payment Equipment Availability End Date of each month commencing with the initial Payment Date following each such Equipment Advance. Each Equipment Advance shall will be payable in (i) thirtyThirty-six Six (36) equal monthly installments of principal, PLUS (ii) monthly payments of plus all accrued interest, beginning on the first Payment Date of the month following such the Equipment Advance Availability End Date and continuing ending on each Payment Date thereafter through the Equipment Maturity Date applicable to such Equipment Advance. Borrower shall have the right to pre-pay Equipment Advances without penaltyDate. Equipment Advances when repaid Advances, once repaid, may not be reborrowed. (c) To When Borrower desires to obtain an Equipment Advance, Borrower must shall notify Bank (the which notice is shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Eastern Pacific time one (1) Business Day before the day on which the Equipment Advance is to be made. The Such notice shall be substantially in the form of Exhibit B (Payment/Advance Form) must B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for the Equipment being to be financed.

Equipment Advances. (a) Through the date which is three hundred sixty-four (364) days following the Closing Date Borrower may from time to time until September 18, 1998 (the "Equipment Availability End DateEQUIPMENT AVAILABILITY END DATE"), Bank shall make advances ) request Advances (each an "Equipment AdvanceEQUIPMENT ADVANCE" and, and collectively, the "Equipment AdvancesEQUIPMENT ADVANCES") to Borrower from Bank in an aggregate amount not exceeding to exceed the Committed Equipment Line. To evidence the each Equipment Advance or Equipment AdvancesAdvance, Borrower shall deliver to Bank, at the time of each Equipment Advance request, an invoice for the Eligible Equipment to be financedpurchased. Except as provided below, the Total Equipment Advances may only be used to finance Eligible Equipment purchased within ninety for the purchase of Software shall not exceed Two Hundred and Fifty Thousand Dollars (90) days (determined based upon the applicable invoice date of such Eligible Equipment) of each Equipment Advance request. Notwithstanding the foregoing, the initial Equipment Advance may be used to finance Eligible Equipment purchased on or after September 30, 2001 (determined based upon the applicable invoice date of such Eligible Equipment$250,000). The Equipment Advances shall be used only to purchase Equipment and shall not exceed one hundred percent One Hundred Percent (100%) of the invoice amount of such Eligible EquipmentEquipment approved from time to time by Bank, excluding taxes, shipping, warranty charges, freight discounts and installation expense relating to such Equipmentexpense. Expect It is understood by Bank and Borrower that, as provided belowof the Closing Date, each Equipment Advance Advances of One Million Forty-Five Thousand eight Hundred Seventy Eight Dollars and Sixty Cents ($1,045,878.60) have been made under the Committed Equipment Line shall be made Line. Of such amount, Equipment Advances of Three Hundred Twenty-Five Thousand Four Hundred Dollars and Eighty-Seven Cents ($325,400.87) was outstanding on September 18, 1997 and is being paid to Bank by Bank Borrower in thirty-six equal monthly installments of principal plus accrued interest (at the rate specified in Section 2.6(a)) which began on October 18, 1997. With respect to the first (1st) day remainder of the month. Notwithstanding the foregoing, if Borrower requests an Equipment Advance on a day other than the first (1st) day of the month, such Equipment Advance shall be deemed Advances made prior to have occurred on the Closing Date and any additional Equipment Advances made after the Closing Date, interest shall be calculated beginning with the first day of such month. Each Equipment Advance must be for a minimum amount of One Hundred Thousand Dollars ($100,000.00). (b) Interest accrues accrue from the date of each Equipment Advance at the per annum rate described specified in Section 2.3(aSECTION 2.6(A), and shall be payable monthly for each month through the Equipment Availability End Date and such Equipment Advances that are outstanding on the Payment Equipment Availability End Date of each month commencing with the initial Payment Date following each such Equipment Advance. Each Equipment Advance shall will be payable in (i) thirty-six (36) equal monthly installments of principal, PLUS (ii) monthly payments of principal plus accrued interest, beginning on the first Payment Date of the month following such Equipment Advance and continuing on each Payment Date thereafter through the Equipment Maturity Date applicable date. When Borrower desires to such Equipment Advance. Borrower shall have the right to pre-pay Equipment Advances without penalty. Equipment Advances when repaid may not be reborrowed. (c) To obtain an Equipment Advance, Borrower must shall notify Bank (the which notice is shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Eastern Pacific time one (1) Business Day before the day on which the Equipment Advance is to be made. The Such notice shall be substantially in the form of Exhibit B (Payment/Advance Form) must EXHIBIT B. The notice shall be signed by a Responsible Officer or designee and include a copy of the invoice for the Equipment being and/or Software to be financed.

Equipment Advances. (ai) Through Subject to and upon the terms and conditions of this Agreement, at any time from the date which is three hundred sixty-four (364) days following the Closing Date (the "Equipment Availability End Date")hereof through May 16, 2001, Bank shall agrees to make advances (each an "Equipment Advance" and, collectively, the "Equipment Advances") to Borrower in an aggregate outstanding amount not exceeding to exceed the Committed Equipment Line. To evidence the Each Equipment Advance or Equipment Advances, Borrower shall deliver to Bank, at the time of each Equipment Advance request, an invoice for the Eligible Equipment to be financed. Except as provided below, the Equipment Advances may only be used to finance Eligible Equipment purchased within ninety (90) days (determined based upon the applicable invoice date of such Eligible Equipment) of each Equipment Advance request. Notwithstanding the foregoing, the initial Equipment Advance may be used to finance Eligible Equipment purchased on or after September 30, 2001 (determined based upon the applicable invoice date of such Eligible Equipment). Equipment Advances shall not exceed one hundred percent (100%) of the invoice amount of such Eligible EquipmentEquipment approved by Bank from time to time, excluding taxes, shipping, warranty charges, freight discounts and installation expense relating expense. Borrower shall have purchased such Equipment within 90 days of the date of the corresponding Equipment Advance, provided that Bank agrees to such Equipment. Expect as provided below, each make a one-time initial Equipment Advance under for Equipment purchased up to one hundred eighty (180) days prior to the Committed Equipment Line shall be made by Bank on the first (1st) day of the month. Notwithstanding the foregoing, if Borrower requests an Equipment Advance on a day other than the first (1st) day of the month, such Equipment Advance shall be deemed to have occurred on and interest shall be calculated beginning with the first day of such month. Each Equipment Advance must be for a minimum amount of One Hundred Thousand Dollars ($100,000.00)Closing Date. (bii) Interest accrues shall accrue from the date of each Equipment Advance at the per annum rate described specified in Section 2.3(a), and shall be payable monthly in arrears on the Payment Date first day of each month commencing with the initial Payment Date following each such through May 16, 2001. Any Equipment Advance. Each Equipment Advance Advances that are outstanding on November 16, 2000 shall be payable in thirty- six (i36) equal monthly installments of principal, plus all accrued interest, beginning on December 1, 2000, and continuing on the same day of each month thereafter through November 1, 2003. Any Equipment Advances that are outstanding on May 16, 2001 (which were not outstanding on November 16, 2000) shall be payable in thirty-six (36) equal monthly installments of principal, PLUS (ii) monthly payments of plus all accrued interest, beginning on the first Payment Date following such Equipment Advance June 1, 2001, and continuing on the first day of each Payment Date month thereafter through the Equipment Maturity Date applicable to such Equipment Advance. Borrower Date, at which time all amounts due under this Section 2.1(b) and any other amounts due under this Agreement shall have the right to pre-pay Equipment Advances without penaltybe immediately due and payable. Equipment Advances when repaid Advances, once repaid, may not be reborrowed. Borrower may prepay any Equipment Advances without penalty or premium. (ciii) To When Borrower desires to obtain an Equipment Advance, Borrower must shall notify Bank (the which notice is shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Eastern Pacific time one (1) Business Day before the day on which the Equipment Advance is to be made. The Such notice shall identify the advance as an Equipment Advance and shall be substantially in the form of Exhibit B (Payment/Advance Form) must B. The notice shall be signed by a ------- - Responsible Officer or its designee and include a copy of the invoice for the any Equipment being to be financed.

Equipment Advances. (ai) Through Subject to and upon the terms and conditions of this Agreement, at any time from the date which is three hundred sixty-four (364) days following the Closing Date (the "Equipment Availability End Date")hereof through December 1, 2005, Bank shall agrees to make advances (each an "Equipment Advance" and, collectively, the "Equipment Advances") to Borrower in an aggregate amount not exceeding to exceed the Committed Equipment Line. To evidence the Each Equipment Advance or Equipment Advances, Borrower shall deliver to Bank, at the time of each Equipment Advance request, an invoice for the Eligible Equipment to be financed. Except as provided below, the Equipment Advances may only be used to finance Eligible Equipment purchased within ninety (90) days (determined based upon the applicable invoice date of such Eligible Equipment) of each Equipment Advance request. Notwithstanding the foregoing, the initial Equipment Advance may be used to finance Eligible Equipment purchased on or after September 30, 2001 (determined based upon the applicable invoice date of such Eligible Equipment). Equipment Advances shall not exceed one hundred percent (100%) of the invoice amount of such Eligible Equipmentequipment and software approved by Bank from time to time (which Borrower shall, in any case, have purchased within 90 days of the date of the corresponding Equipment Advance), excluding taxes, shipping, warranty charges, freight discounts and installation expense relating to such Equipment. Expect as provided below, each Equipment Advance under the Committed Equipment Line shall be made by Bank on the first (1st) day of the monthexpense. Notwithstanding the foregoing, if Borrower requests an Equipment Advance on a day other no more than the first (1st) day $200,000 of the month, such Equipment Advance shall Line may be deemed used to have occurred on finance software and interest shall be calculated beginning with the first day of such month. Each Equipment Advance must be for a minimum amount of One Hundred Thousand Dollars ($100,000.00)other soft costs. (bii) Interest accrues shall accrue from the date of each Equipment Advance at the per annum rate described specified in Section 2.3(a)2.3, and shall be payable monthly on the Payment Date first day of each month commencing with the initial Payment Date following each such so long as any Equipment AdvanceAdvances are outstanding. Each Any Equipment Advance Advances that are outstanding on June 2, 2005 shall be payable in forty two (i42) thirty-equal monthly installments of principal, plus all accrued interest, beginning on July 1, 2005, and continuing on the same day of each month thereafter. Any Equipment Advances that are outstanding on December 2, 2005 (which have not already begun amortizing) shall be payable in thirty six (36) equal monthly installments of principal, PLUS (ii) monthly payments of plus all accrued interest, beginning on the first Payment Date following such Equipment Advance January 1, 2006, and continuing on the same day of each Payment Date month thereafter thereafter through the Equipment Maturity Date applicable to such Equipment Advance. Borrower Date, at which time all amounts owing under this Section 2.1(b) shall have the right to pre-pay Equipment Advances without penaltybe immediately due and payable. Equipment Advances when repaid Advances, once repaid, may not be reborrowed. Except as set forth in Section 2.3 Borrower may prepay any Equipment Advances without penalty or premium. (ciii) To When Borrower desires to obtain an Equipment Advance, Borrower must shall notify Bank (the which notice is shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Eastern Pacific time one three (13) Business Day Days before the day on which the Equipment Advance is to be made. The Such notice shall be substantially in the form of Exhibit B (Payment/Advance Form) must B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice and proof of payment of such invoice for the any Equipment being to be financed.

Equipment Advances. (a) Through Subject to and upon the terms and conditions of this Agreement, at any time from the date which is three hundred sixty-four (364) days following hereof through the Closing Date (the "Equipment Availability End Revolving Maturity Date"), Bank shall agrees to make advances (each an "Equipment Advance" and, collectively, the "Equipment Advances") to Borrower in an aggregate outstanding amount not exceeding to exceed $500,000; provided, however, that after an Equity Event, Borrower may request Equipment Advances in an aggregate outstanding amount not to exceed $750,000; provided, further, that after an IPO/Equity Infusion, Borrower may request Equipment Advances in an aggregate outstanding amount not to exceed the Committed Equipment Line. To evidence the Each Equipment Advance or Equipment Advances, Borrower shall deliver to Bank, at the time of each Equipment Advance request, an invoice for the Eligible Equipment to be financed. Except as provided below, the Equipment Advances may only be used to finance Eligible Equipment purchased within ninety (90) days (determined based upon the applicable invoice date of such Eligible Equipment) of each Equipment Advance request. Notwithstanding the foregoing, the initial Equipment Advance may be used to finance Eligible Equipment purchased on or after September 30, 2001 (determined based upon the applicable invoice date of such Eligible Equipment). Equipment Advances shall not exceed one hundred percent (100%) of the invoice amount of such Eligible Equipmentequipment, software (which Borrower shall, in any case, have purchased within 90 days of the date of the corresponding Equipment Advance), excluding taxes, shipping, warranty charges, freight discounts and installation expense relating to such Equipment. Expect as provided belowexpense; provided, each Equipment Advance under however, that the Committed Equipment Line shall be made by Bank on the first (1st) day of the month. Notwithstanding the foregoing, if Borrower requests an Equipment Advance on a day other than the first (1st) day of the month, such initial Equipment Advance shall be deemed to have occurred on and interest shall be calculated beginning with not exceed eighty (80%) of the first day of such month. Each Equipment Advance must be for a minimum invoice amount of One equipment, software (which Borrower has purchased within 90 days prior to the Closing Date) excluding taxes, shipping, warranty charges, freight discounts and installation expense. Up to Four Hundred Thousand Dollars ($100,000.00)400,000) of the Equipment Line may be used by Borrower for software purchases. (b) Interest accrues shall accrue from the date of each Equipment Advance at the per annum rate described specified in Section 2.3(a), and shall be payable monthly on the Payment Date 29th day of each month commencing with the initial Payment Date following each such through April 29, 2000. Any Equipment Advance. Each Equipment Advance Advances that are outstanding on April 29, 2000 shall be payable in (i) thirty-six (36) equal monthly installments of principal, PLUS (ii) monthly payments of plus all accrued interest, beginning on the first Payment Date following such Equipment Advance May 29, 2000, and continuing on the same day of each Payment Date month thereafter through the Equipment Maturity Date applicable to such Equipment Advance. Borrower Date, at which time all amounts due under this Section 2.1.4 and any other amounts due under this Agreement shall have the right to pre-pay Equipment Advances without penaltybe immediately due and payable. Equipment Advances when repaid Advances, once repaid, may not be reborrowed. Borrower may prepay any Equipment Advances without penalty or premium. (c) To When Borrower desires to obtain an Equipment Advance, Borrower must shall notify Bank (the which notice is shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Eastern Pacific time one (1) Business Day before the day on which the Equipment Advance is to be made. The Such notice shall be substantially in the form of Exhibit B (Payment/Advance Form) must B-1. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice for any Equipment to be financed. Notwithstanding the foregoing, after an IPO/Equity Infusion, Borrower shall request Equipment being financedAdvances in accordance with Section 2.5 below.

Equipment Advances. (a) Through Subject to and upon the terms and conditions of this Agreement, at any time from the date which is three hundred sixty-four (364) days following the Closing Date hereof through April 8, 1998 (the "Equipment Availability End Date"), Bank shall agrees to make advances (each an "Equipment Advance" and, and collectively, the "Equipment Advances") to Borrower in an aggregate outstanding amount not exceeding to exceed the Committed Equipment Line. To evidence the Equipment Advance or Equipment Advances, Borrower shall deliver to Bank, at the time of each Equipment Advance request, an invoice for the Eligible Equipment equipment to be financed. Except as provided below, the purchased or financed The Equipment Advances may only shall be used only to purchase or finance Eligible Equipment purchased within ninety (90) days (determined based upon the applicable invoice date of such Eligible Equipment) of each Equipment Advance request. Notwithstanding the foregoing, the initial Equipment Advance may be used to finance Eligible Equipment purchased on or after September 30June 1, 2001 (determined based upon the applicable invoice date of such Eligible Equipment). Equipment Advances 1997 and shall not exceed one hundred percent ONE HUNDRED Percent (100%) of the invoice amount of such Eligible Equipmentequipment approved from time to time by Bank, excluding taxes, shipping, warranty charges, freight discounts and installation expense relating expense. Software and tenant improvements may, however, constitute up to such Equipment. Expect as provided belowTWENTY FIVE percent (25%) and THIRTY FIVE percent (35%), each respectively, of aggregate Equipment Advance under the Committed Equipment Line shall be made by Bank on the first (1st) day of the month. Notwithstanding the foregoing, if Borrower requests an Equipment Advance on a day other than the first (1st) day of the month, such Equipment Advance shall be deemed to have occurred on and interest shall be calculated beginning with the first day of such month. Each Equipment Advance must be for a minimum amount of One Hundred Thousand Dollars ($100,000.00)Advances. (b) Interest accrues shall accrue from the date of each Equipment Advance at the a per annum rate described in Section 2.3(a), equal to ONE AND ONE-QUARTER (1.25) percentage points above the Prime Rate and shall be payable monthly for each month through the month in which the Equipment Availability End Date falls. Any Equipment Advances that are outstanding on the Payment Equipment Availability End Date of each month commencing with the initial Payment Date following each such Equipment Advance. Each Equipment Advance shall will be payable in (i) thirty-six THIRTY SIX (36) equal monthly installments of principal, PLUS (ii) monthly payments of plus all accrued interest, beginning on the first Payment Date of each month following such Equipment Advance and continuing on each Payment Date thereafter through the Equipment Availability End Date and ending on the Maturity Date applicable to such Equipment Advance. Borrower shall have the right to pre-pay Equipment Advances without penaltyDate. Equipment Advances when repaid Advances, once repaid, may not be reborrowed. (c) To When Borrower desires to obtain an Equipment Advance, Borrower must shall notify Bank (the which notice is shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Eastern Pacific time one (1) Business Day before the day on which the Equipment Advance is to be made. The Such notice shall be substantially in the form of Exhibit B (Payment/Advance Form) must B. The notice shall be signed by a Responsible Officer or its designee and include a copy of the invoice invoice(s) for the Equipment being to be financed.