Common use of Facility B Loans Clause in Contracts

Facility B Loans. Each Lender severally agrees, on the terms and conditions of this Agreement, to make loans to the Borrower in Dollars during the period from and including the Amendment Effective Date to but not including the Commitment Termination Date in an aggregate principal amount up to but not exceeding the amount of the Facility B Loan Commitment of such Lender (such loans being herein called the "Facility B Loans"), provided that in no event shall the aggregate outstanding principal amount of all Facility B Loans exceed the aggregate amount of the Facility B Commitments as in effect from time to time. Subject to the terms and conditions hereof, during such period the Borrower may borrow, repay and reborrow the amount of the Facility B Commitments by means of Base Rate Loans and Eurodollar Loans and may Convert Facility B Loans of one Type into Facility B Loans of another Type (as provided in Section 2.09) or Continue Facility B Loans of one Type as Facility B Loans of the same Type (as provided in Section 2.09). Proceeds of Facility B Loans shall be available to provide financing for any transaction permitted under Section 9.14(b) by the Borrower provided that, in the event that, as contemplated by Section 2.10(d), the Borrower shall prepay Facility B Loans from the proceeds of a Disposition, then an amount of Facility B Commitments equal to the amount of such prepayment (herein the "Reserved Commitment Amount") shall be reserved and shall not be available for borrowings hereunder except and to the extent that the proceeds of such borrowings are to be applied to a Permitted Reinvestment Transaction. The Borrower agrees, upon the occasion of any borrowing of Facility B Loans hereunder that is to constitute a utilization of any Reserved Commitment Amount, to advise the Administrative Agent in writing of such fact at the time of such borrowing, identifying the portion of such borrowing that is to constitute such utilization and the reduced Reserved Commitment Amount to be in effect after giving effect to such borrowing (and the Reserved Commitment Amount shall be automatically reduced at the time of such borrowing by an amount equal to such portion of such borrowing).

Facility B Loans. Each Lender severally agrees, on Subject to the terms and conditions hereof and provided there exists no Default or Event of this AgreementDefault, to make loans to each of the Borrower in Dollars during the period from and including the Amendment Effective Date to Lenders severally, but not including jointly, agrees to make, upon the Commitment Termination Date in an aggregate principal amount up to but not exceeding the amount request of the Facility B Loan Commitment of such Lender Parent therefor, a loan (such loans being herein called collectively, the "Facility B Loans"), provided that ) to Parent on the Merger Date in no event shall the aggregate outstanding a principal amount requested by Parent not to exceed such Lender's Pro Rata Share of all Ten Million Dollars ($10,000,000.00); provided, however, that any -------- ------- request by Parent for the making of a Facility B Loan shall be deemed to be a notice of the payment of the Facility A Loans exceed by TI and the aggregate amount Lenders shall (i) be entitled to treat the making of the Facility B Commitments Loans as in effect from time a simultaneous repayment by Parent of the Affiliate Loan and a repayment by TI of the Facility A Loans; (ii) be entitled to time. Subject to apply the terms and conditions hereof, during such period the Borrower may borrow, repay and reborrow the amount proceeds of the Facility B Commitments by means Loans to the outstanding principal balance of Base Rate the Facility A Loans and Eurodollar Loans to the accrued and may Convert unpaid interest thereon; and (iii) be obligated to remit to Parent the proceeds of the Facility B Loans only to the extent such proceeds exceed the outstanding principal balance of one Type into the Facility A Loan owed to such Lender and to the accrued and unpaid interest thereon; provided, further, neither Lender shall have any -------- ------- obligation to make a Facility B Loans of another Type (as provided in Section 2.09) or Continue Loan after December 29, 1995. The Facility B Loans of one Type as Facility B Loans of the same Type (as provided in Section 2.09). Proceeds of Facility B Loans Loan made by each Lender shall be available to provide financing for any transaction permitted under Section 9.14(b) evidenced by the Borrower provided that, a promissory note substantially in the event thatform of Exhibit B attached hereto, as contemplated executed by Section 2.10(d), Parent and payable to such --------- Lender in the Borrower shall prepay Facility B Loans from the proceeds of a Disposition, then an amount of Facility B Commitments equal to the original principal amount of such prepayment Lender's Pro Rata Share of $10,000,000.00 (herein each a "Facility B Note" and collectively, the "Reserved Commitment Amount") shall be reserved and shall not be available for borrowings hereunder except and to the extent that the proceeds of such borrowings are to be applied to a Permitted Reinvestment Transaction. The Borrower agrees, upon the occasion of any borrowing of Facility B Loans hereunder that is to constitute a utilization of any Reserved Commitment Amount, to advise the Administrative Agent in writing of such fact at the time of such borrowing, identifying the portion of such borrowing that is to constitute such utilization and the reduced Reserved Commitment Amount to be in effect after giving effect to such borrowing (and the Reserved Commitment Amount shall be automatically reduced at the time of such borrowing by an amount equal to such portion of such borrowingNotes").

Facility B Loans. Each Lender severally agrees, on the terms and conditions of this Agreement, to make loans to the Borrower in Dollars during the period from and including the Amendment Effective Date to but not including the Commitment Termination Date in an aggregate principal amount up to but not exceeding the amount of the Facility B Loan Commitment of such Lender (such loans being herein called the "Facility B Loans"), provided that in no event shall the aggregate outstanding principal amount of all Facility B Loans exceed the aggregate amount of the Facility B Commitments as in effect from time to time. Subject to the terms and conditions hereofset forth in this Credit Agreement, during such period each of the Banks severally agrees to lend to the Borrower and the Borrower may borrow, repay repay, and reborrow from time to time from the Closing Date up to but not including the Facility B Maturity Date upon notice by the Borrower to the Agent given in accordance with Section 2.6, such sums as are requested by the Borrower up to a maximum aggregate amount outstanding (after giving effect to all amounts requested) at any one time equal to such Bank's Facility B Commitment, provided that (i) the sum of the outstanding amount of the Facility B Commitments by means Loans (after giving effect to all amounts requested) shall not at any time exceed the Total Facility B Commitment and (ii) the sum of Base Rate the outstanding amount of the Facility A Loans and Eurodollar Loans and may Convert (after giving effect to all amounts requested) plus the outstanding amount of Facility B Loans (after giving effect to all amounts requested) plus the outstanding amount of one Type into Facility B all Swing Line Loans (after giving effect to all amounts requested) plus the Maximum Drawing Amount and all Unpaid Reimbursement Obligations shall not exceed the lesser of another Type (as provided in Section 2.09A) or Continue Facility B Loans of one Type as Facility B Loans of the same Type Total Commitment and (as provided in Section 2.09)B) the Borrowing Base. Proceeds of Facility B Loans shall be available to provide financing made pro rata in accordance with each Bank's Facility B Commitment Percentage. (c) Each request for any transaction permitted under Section 9.14(b) a Revolving Credit Loan hereunder shall constitute a representation and warranty by the Borrower provided thatthat the conditions set forth in Section 11 and Section 12, in the event thatcase of the initial Revolving Credit Loans to be made on the Closing Date, as contemplated by and Section 2.10(d)12, in the Borrower shall prepay Facility B Loans from case of all other Revolving Credit Loans, have been satisfied on the proceeds of a Disposition, then an amount of Facility B Commitments equal to the amount date of such prepayment (herein the "Reserved Commitment Amount") shall be reserved and shall not be available for borrowings hereunder except and to the extent that the proceeds of such borrowings are to be applied to a Permitted Reinvestment Transactionrequest. The Borrower agrees, upon the occasion of any borrowing of Facility B Loans hereunder that is to constitute a utilization of any Reserved Commitment Amount, to advise the Administrative Agent in writing of such fact at the time of such borrowing, identifying the portion of such borrowing that is to constitute such utilization and the reduced Reserved Commitment Amount to be in effect after giving effect to such borrowing (and the Reserved Commitment Amount shall be automatically reduced at the time of such borrowing by an amount equal to such portion of such borrowing)2.2.

Facility B Loans. Each Lender severally agrees, on the terms and conditions of this Agreement, to make loans to the Borrower in Dollars during the period from and including the Amendment Effective Date to but not including the Commitment Termination Date in an aggregate principal amount up to but not exceeding the amount of the Facility B Loan Commitment of such Lender (such loans being herein called the "Facility B Loans"), provided that in no event shall the aggregate outstanding principal amount of all Facility B Loans exceed the aggregate amount of the Facility B Commitments as in effect from time to time. Subject to the terms and conditions hereof, during the Facility B Credit may be availed of by the Company in the form of loans (individually a "Facility B Loan" and collectively the "Facility B Loans"). Except to the extent Section 2 requires otherwise for LIBOR Portions, each Facility B Loan shall be in a minimum amount of $1,000,000 or such period greater amount which is an integral multiple of $1,000,000; and each Facility B Loan shall be made pro rata by the Borrower may borrow, repay Lenders in accordance with the amounts of their Available Facility B Commitments. Each advance made by a Lender of its pro rata share of a Facility B Loan shall be made against and reborrow evidenced by a Revolving Credit Note of the Company (individually a "Facility B Note" and collectively the "Facility B Notes") payable to the order of such Lender in the amount of its Facility B Commitment, with each Facility B Note to be in the form (with appropriate insertions) attached hereto as Exhibit B. Each Facility B Note shall be dated the date of issuance thereof, be expressed to bear interest as set forth in Section 2 hereof, and be expressed to mature on the Facility B Termination Date. Without regard to the principal amount of each Facility B Note stated on its face, the actual principal amount at any time outstanding and owing by the Company on account thereof shall be the sum of all advances then or theretofore made thereon less all payments of principal actually received. Borrowings under the Available Facility B Commitments by means of Base Rate Loans and Eurodollar Loans and may Convert be made during the period commencing on the first date (the "Facility B Activation Date") on which both the Company requests that Facility B Loans be made available to it and the conditions of one Type into Section 1.2(c) hereof shall have been satisfied and ending on the Facility B Termination Date, provided that the Lenders will not make Facility B Loans of another Type more frequently than four (as provided in Section 2.094) or Continue times per calendar year and no more than once per calendar quarter. Each Facility B Loans of one Type as Loan shall mature on the Facility B Loans of the same Type (as provided in Section 2.09). Proceeds of Facility B Loans shall be available to provide financing for any transaction permitted under Section 9.14(b) by the Borrower provided thatTermination Date, in the event that, as contemplated by Section 2.10(d), the Borrower shall prepay Facility B Loans from the proceeds of a Disposition, then an amount of Facility B Commitments equal to the amount of such prepayment (herein the "Reserved Commitment Amount") shall be reserved and shall not be available for borrowings hereunder except unless and to he extent the extent that the proceeds of such borrowings are Company elects to be applied to a Permitted Reinvestment Transaction. The Borrower agrees, upon the occasion of convert all or any borrowing of Facility B Loans hereunder that is to constitute a utilization of any Reserved Commitment Amount, to advise the Administrative Agent in writing of such fact at the time of such borrowing, identifying the portion of such borrowing that is Facility B Loan to constitute such utilization and the reduced Reserved Commitment Amount to be term loans as set forth in effect after giving effect to such borrowing (and the Reserved Commitment Amount shall be automatically reduced at the time of such borrowing by an amount equal to such portion of such borrowing)Section 1.2(d) hereof.

Facility B Loans. Each Lender severally agreesThe amount of each Facility-B Loan made by Bank to Borrower hereunder shall be debited to the loan ledger account of Borrower maintained by Bank for the Facility-B Commitment (herein called the "Facility-B Loan Account") and Bank shall credit the Facility-B Loan Account with all loan repayments in respect thereof made by Borrower. When Borrower desires to obtain a Facility-B Loan, Borrower shall notify Bank (which notice shall be signed by an officer of Borrower and shall be irrevocable) in accordance with Section 4 hereof, to be received no later than 3:00 p.m. Pacific time one (1) business day before the day on which the Facility-B Loan is to be made. Facility-B Loans may only be used for general corporate and working capital purposes. Borrower promises to pay to Bank the entire outstanding principal balance (and all accrued unpaid interest thereon) of the Facility-B Loan Account on the Facility-B Maturity Date; provided, however, if Borrower delivers at least two (2) business days' prior written notice to Bank that it does not intend to repay the outstanding principal balance of the Facility-B Loan Account on the Facility-B Maturity Date, then on the day immediately following the Facility-B Maturity Date ("Facility-B Conversion Date"), the outstanding principal balance of the Facility-B Loan Account shall be added to the outstanding principal balance of the Facility-A Loan Account (the "Facility-B Conversion Option"), and thereafter shall be subject to all of the terms and conditions of this Agreement, to make loans to the Borrower in Dollars during the period from and including the Amendment Effective Date to but not including the Commitment Termination Date in an aggregate principal amount up to but not exceeding the amount of the Facility B Loan Commitment of such Lender (such loans being herein called the "Facility B Loans"), provided that in no event shall the aggregate outstanding principal amount of all Facility B Loans exceed the aggregate amount of the Facility B Commitments as in effect from time to time. Subject to the terms and conditions hereof, during such period the Borrower may borrow, repay and reborrow the amount of the Facility B Commitments by means of Base Rate Loans and Eurodollar Loans and may Convert Facility B Loans of one Type into Facility B Loans of another Type (as provided in Section 2.09) or Continue Facility B Loans of one Type as Facility B Loans of the same Type (as provided in Section 2.09). Proceeds of Facility B Loans shall be available to provide financing for any transaction permitted under Section 9.14(b) by the Borrower provided that, in the event that, as contemplated by Section 2.10(d), the Borrower shall prepay Facility B Loans from the proceeds of a Disposition, then an amount of Facility B Commitments equal to the amount of such prepayment (herein the "Reserved Commitment Amount") shall be reserved and shall not be available for borrowings hereunder except and to the extent that the proceeds of such borrowings are to be applied to a Permitted Reinvestment Transaction. The Borrower agrees, upon the occasion of any borrowing of Facility B Loans hereunder that is to constitute a utilization of any Reserved Commitment Amount, to advise the Administrative Agent in writing of such fact at the time of such borrowing, identifying the portion of such borrowing that is to constitute such utilization and the reduced Reserved Commitment Amount to be in effect after giving effect to such borrowing (and the Reserved Commitment Amount shall be automatically reduced at the time of such borrowing by an amount equal to such portion of such borrowing)Facility-A Commitment.