Common use of Making of Revolving Credit Advances Clause in Contracts

Making of Revolving Credit Advances. (a) Each Revolving Credit Advance shall be made on notice given by Gerber to the Agent not later than 3:00 p.m., Boston time on the date one (1) Business Day prior to the date of the proposed Borrowing (a "Notice of Revolving Credit Borrowing"); provided, however that if Gerber elects a LIBOR Rate Pricing Option or an Alternative Currency Loan with respect to any Revolving Credit Advance in accordance with Section 2.4 hereof, such Notice of Revolving Credit Borrowing shall so specify and be given by Gerber contemporaneously with a Pricing Notice (in the case of a LIBOR Rate Pricing Option) and in the manner and within the time specified in Section 2.4. The Agent shall give the Lenders notice of each Notice of Revolving Credit Borrowing in accordance with the Agent's customary practice. Each such Notice of Revolving Credit Borrowing shall be by telephone or telecopy, in each case confirmed immediately in writing by Gerber in substantially the form of Exhibit B hereto, specifying therein (i) the requested date of such Revolving Credit Advance, and (ii) the amount of such Revolving Credit Advance (which must be a minimum of $3,000,000 and in increments of $1,000,000). The Borrowers agree to indemnify and hold the Lenders harmless for any action, including the making of any Revolving Credit Advances hereunder, or loss or expense, taken or incurred by the Agent and the Lenders in good faith reliance upon such telephone request, absent its gross negligence or willful misconduct. (b) Subject to the terms and conditions of this Agreement, each Lender shall make available on or before 12:00 p.m., Boston time on the date of each proposed Revolving Credit Advance, to the Agent at the Agent's address and in immediately available funds, such Lender's Commitment Percentage of such Revolving Credit Advance. After the Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article 3, the Agent will credit such funds to an account designated by Gerber on the date of the proposed Revolving Credit Advance. (c) Unless the Agent shall have received notice from a Lender prior to the date of any Revolving Credit Advance that such Lender will not make available to the Agent such Lender's Commitment Percentage of such Revolving Credit Advance, the Agent may assume that such Lender has made such amount available to the Agent on the date of such Revolving Credit Advance in accordance with and as provided in this Section 2.2 and the Agent may, in reliance upon such assumption, make available on such date a corresponding amount to the Borrowers. If and to the extent such Lender shall not have so made its Commitment Percentage of such Revolving Credit Advance available to the Agent and the Agent shall have made available such corresponding amount to the Borrowers, such Lender agrees to pay to the Agent forthwith on demand, and the Borrowers agree to repay to the Agent on demand (but only after demand for payment has first been made to such Lender and such Lender has failed to make such payment), an amount equal to such corresponding amount together with interest thereon for each day from the date the Agent shall make such amount available to the Borrowers until the date such amount is paid or repaid to the Agent, at an interest rate equal to the interest rate applicable at the time to such Revolving Credit Advances. If such Lender shall pay to the Agent such corresponding amount, such amount so paid shall constitute such Lender's Revolving Credit Advance for purposes of this Agreement. If the Borrowers make a repayment required by the foregoing provisions of this Section 2.2(c) and thereafter the applicable Lender or Lenders make the payments to the Agent required by this Section 2.2(c), the Agent shall promptly refund the amount of the Borrowers' payment. (d) The failure of any Lender to make the Revolving Credit Advance to be made by it on any date shall not relieve any other Lender of its obligation, if any, hereunder to make its Revolving Credit Advance on such date, but no Lender shall be responsible for the failure of any other Lender to make the Revolving Credit Advance to be made by such other Lender.

Making of Revolving Credit Advances. (a) Each Revolving Credit Advance shall be made on notice given by Gerber to the Agent not later than 3:00 p.m., Boston time on the date one (1) Business Day prior to the date of the proposed Borrowing (a "“Notice of Revolving Credit Borrowing"”); provided, however that if Gerber elects a LIBOR Rate Pricing Option or an Alternative Currency Loan with respect to any Revolving Credit Advance in accordance with Section 2.4 hereof, such Notice of Revolving Credit Borrowing shall so specify and be given by Gerber contemporaneously with a Pricing Notice (in the case of a LIBOR Rate Pricing Option) and in the manner and within the time specified in Section 2.4. The Agent shall give the Lenders notice of each Notice of Revolving Credit Borrowing in accordance with the Agent's ’s customary practice. Each such Notice of Revolving Credit Borrowing shall be by telephone or telecopy, in each case confirmed immediately in writing by Gerber in substantially the form of Exhibit B hereto, specifying therein (i) the requested date of such Revolving Credit Advance, and (ii) the amount of such Revolving Credit Advance (which must be a minimum of $3,000,000 and in increments of $1,000,000). The Borrowers agree to indemnify and hold the Lenders harmless for any action, including the making of any Revolving Credit Advances hereunder, or loss or expense, taken or incurred by the Agent and the Lenders in good faith reliance upon such telephone request, absent its gross negligence or willful misconduct. (b) Subject to the terms and conditions of this Agreement, each Lender shall make available on or before 12:00 p.m., Boston time on the date of each proposed Revolving Credit Advance, to the Agent at the Agent's ’s address and in immediately available funds, such Lender's ’s Commitment Percentage of such Revolving Credit Advance. After the Agent's ’s receipt of such funds and upon fulfillment or written waiver of the applicable conditions set forth in Article 3, the Agent will credit such funds to an account designated by Gerber on the date of the proposed Revolving Credit Advance. (c) Unless the Agent shall have received notice from a Lender prior to the date of any Revolving Credit Advance that such Lender will not make available to the Agent such Lender's ’s Commitment Percentage of such Revolving Credit Advance, the Agent may assume that such Lender has made such amount available to the Agent on the date of such Revolving Credit Advance in accordance with and as provided in this Section 2.2 and the Agent may, in reliance upon such assumption, make available on such date a corresponding amount to the Borrowers. If and to the extent such Lender shall not have so made its Commitment Percentage of such Revolving Credit Advance available to the Agent and the Agent shall have made available such corresponding amount to the Borrowers, such Lender agrees to pay to the Agent forthwith on demand, and the Borrowers agree to repay to the Agent on demand (but only after demand for payment has first been made to such Lender and such Lender has failed to make such payment), an amount equal to such corresponding amount together with interest thereon for each day from the date the Agent shall make such amount available to the Borrowers until the date such amount is paid or repaid to the Agent, at an interest rate equal to the interest rate applicable at the time to such Revolving Credit Advances. If such Lender shall pay to the Agent such corresponding amount, such amount so paid shall constitute such Lender's ’s Revolving Credit Advance for purposes of this Agreement. If the Borrowers make a repayment required by the foregoing provisions of this Section 2.2(c) and thereafter the applicable Lender or Lenders make the payments to the Agent required by this Section 2.2(c), the Agent shall promptly refund the amount of the Borrowers' ’ payment. (d) The failure of any Lender to make the Revolving Credit Advance to be made by it on any date shall not relieve any other Lender of its obligation, if any, hereunder to make its Revolving Credit Advance on such date, but no Lender shall be responsible for the failure of any other Lender to make the Revolving Credit Advance to be made by such other Lender.

Making of Revolving Credit Advances. (a) Each Borrower may, by telephone or telefax, request a Revolving Credit Advance from the Banks. This request shall be made on notice given promptly confirmed in writing by Gerber the submission of a Credit Request, in the form attached hereto as Exhibit 2.03 (a “Credit Request”). Subject to the Agent not later than 3:00 p.m., Boston time on the date one (1) Business Day prior to the date of the proposed Borrowing (a "Notice of Revolving Credit Borrowing"); providedLimit, however that if Gerber elects each draw on a LIBOR Rate Pricing Option or an Alternative Currency Loan with respect to any Letter of Credit shall automatically constitute a Credit Request for a Revolving Credit Advance in accordance with Section 2.4 hereofthe amount of the amount so drawn. Borrower shall notify the Agent no later than 10:00 a.m., such Notice of Revolving Credit Borrowing shall so specify and be given by Gerber contemporaneously with a Pricing Notice (in the case of a LIBOR Rate Pricing Option) and in the manner and within the time specified in Section 2.4. The Agent shall give the Lenders notice of each Notice of Revolving Credit Borrowing in accordance with the Agent's customary practice. Each such Notice of Revolving Credit Borrowing shall be by telephone or telecopy, in each case confirmed immediately in writing by Gerber in substantially the form of Exhibit B hereto, specifying therein Philadelphia time: (i) On the requested date of such Revolving Credit Advanceday, and (ii) the amount of such Revolving Credit Advance (which must be a minimum Business Day, of $3,000,000 and in increments of $1,000,000). The Borrowers agree to indemnify and hold the Lenders harmless for any action, including the making of any each proposed Revolving Credit Advances hereunderAdvance to be made either as a Prime Rate Revolving Loan or a LIBOR Market Index Rate Revolving Loan, specifying the date and amount of the proposed Prime Rate Revolving Loan or loss or expensea LIBOR Market Index Rate Revolving Loan, taken or incurred by and the Agent shall promptly notify each other Bank of the proposed Prime Rate Revolving Loan or a LIBOR Market Index Rate Revolving Loan; and (ii) At least three (3) Business Days before the borrowing date for each proposed Revolving Credit Advance to be made as a LIBOR Revolving Loan, specifying the date and the Lenders amount of the proposed LIBOR Revolving Loan and the length of the proposed LIBOR Interest Period, and the Agent shall in good faith reliance upon such telephone request, absent its gross negligence or willful misconductturn promptly notify each other Bank of the proposed LIBOR Revolving Loan. (b) Subject to the terms and conditions of this Agreement, each Lender shall make available on or before 12:00 By 2:00 p.m., Boston time Philadelphia time, on the borrowing date of for each proposed Revolving Credit AdvanceAdvance (including those arising by reason of a Letter of Credit draw), each Bank shall make available to the Agent Agent, at 000 Xxxxx Xxxxx Xxxxxx, Xxxxxxxxxxxx, XX 00000, in funds immediately available to the Agent's address and in immediately available funds, such Lender's Commitment Percentage Bank’s Ratable Share of such Revolving Credit Advance. After the Agent's Upon receipt of such funds by the Agent and upon the Borrower’s fulfillment of the applicable conditions set forth in Article 3VIII hereof, the Agent will credit immediately make such funds available to an account designated by Gerber on the date of the proposed Revolving Credit Advance. (c) Unless the Borrower. The Agent shall have received notice from a Lender prior no obligation to make funds available to the date Borrower in excess of any Revolving Credit Advance amounts received by it from the Banks; provided, however, that such Lender will not if one or more Banks fail to make available to the Agent such Lender's Commitment Percentage of such Revolving Credit Advance, the Agent may assume that such Lender has made such amount available to the Agent on the date Bank’s Ratable Share of such Revolving Credit Advance in accordance with and as provided in this Section 2.2 and the Agent may, in reliance upon such assumption, make available on such date a corresponding its discretion elects to advance the full amount to of the Borrowers. If and to the extent such Lender shall not have so made its Commitment Percentage of such Revolving Credit Advance available to requested by the Agent and Borrower, the Agent Borrower shall have made available such corresponding amount to the Borrowers, such Lender agrees to pay to the Agent forthwith on demand, and the Borrowers agree be obligated to repay to the Agent on demand (but only after demand for payment has first been made to such Lender and such Lender has failed to make such payment)the Agent’s account the amount, an amount equal to such corresponding amount together with interest thereon for each day from the date interest, so advanced by the Agent shall make such amount available to and not advanced by the Borrowers until the date such amount is paid or repaid to the Agent, at an interest rate equal to the interest rate applicable Bank(s) in amounts and at the time times the Borrower otherwise would be obligated to repay such Revolving Credit Advances. If such Lender shall pay to the Agent such corresponding amount, such amount so paid shall constitute such Lender's Revolving Credit Advance for purposes of this Agreement. If the Borrowers make a repayment required by the foregoing provisions of this Section 2.2(c) and thereafter the applicable Lender or Lenders make the payments to the Agent required by this Section 2.2(c), the Agent shall promptly refund the amount of the Borrowers' paymentAdvance. (d) The failure of any Lender to make the Revolving Credit Advance to be made by it on any date shall not relieve any other Lender of its obligation, if any, hereunder to make its Revolving Credit Advance on such date, but no Lender shall be responsible for the failure of any other Lender to make the Revolving Credit Advance to be made by such other Lender.

Making of Revolving Credit Advances. (a) Each Borrower may, by telephone or telefax, request a Revolving Credit Advance from the Banks on behalf of one or more operating Company Affiliates, in an aggregate principal amount of $250,000 or a multiple of $50,000 in excess thereof, if under the Working Capital Facility, and in an aggregate principal amount of $250,000 or a multiple of $50,000 in excess thereof, if under the Acquisition Facility. This request shall be made on notice given by Gerber to the Agent not later than 3:00 p.m., Boston time on the date one (1) Business Day prior to the date of the proposed Borrowing (a "Notice of Revolving Credit Borrowing"); provided, however that if Gerber elects a LIBOR Rate Pricing Option or an Alternative Currency Loan with respect to any Revolving Credit Advance in accordance with Section 2.4 hereof, such Notice of Revolving Credit Borrowing shall so specify and be given by Gerber contemporaneously with a Pricing Notice (in the case of a LIBOR Rate Pricing Option) and in the manner and within the time specified in Section 2.4. The Agent shall give the Lenders notice of each Notice of Revolving Credit Borrowing in accordance with the Agent's customary practice. Each such Notice of Revolving Credit Borrowing shall be by telephone or telecopy, in each case promptly confirmed immediately in writing by Gerber the submission of a Credit Request, in substantially the form of attached hereto as Exhibit B hereto2.03(a "Credit Request"). Borrower shall notify the Agent no later than 11:00 a.m., specifying therein Philadelphia time: (i) On the requested date of such Revolving Credit Advanceday, and (ii) the amount of such Revolving Credit Advance (which must be a minimum Business Day, of $3,000,000 and in increments of $1,000,000). The Borrowers agree to indemnify and hold the Lenders harmless for any action, including the making of any each proposed Revolving Credit Advances hereunderAdvance to be made as a Base Rate Loan, or loss or expensespecifying the date and amount of the proposed Base Rate Loan, taken or incurred by and the Agent shall promptly notify each other Bank of the proposed Base Rate Loan; and (ii) At least three Business Days before the borrowing date for each proposed Revolving Credit Advance to be made as a LIBOR Loan, specifying the date and the Lenders amount of the proposed LIBOR Loan and the length of the proposed LIBOR Interest Period, and the Agent shall in good faith reliance upon such telephone request, absent its gross negligence or willful misconductturn promptly notify each other Bank of the proposed LIBOR Loan. (b) Subject to the terms and conditions of this Agreement, each Lender shall make available on or before 12:00 By 2:00 p.m., Boston time Philadelphia time, on the borrowing date of for each proposed Revolving Credit Advance, Advance each Bank shall make available to the Agent Agent, at Broad and Chestnut Streets, Philadelphia, Pennsylvania, in funds immediately available to the Agent's address and in immediately available funds, such LenderBank's Commitment Percentage Ratable Share of such Revolving Credit Advance. After the Agent's Upon receipt of such funds by the Agent and upon the Borrower's fulfillment of the applicable conditions set forth in Article 3VI hereof, the Agent will credit immediately make such funds available to an account designated by Gerber on the date of the proposed Revolving Credit Advance. (c) Unless the Borrower. The Agent shall have received notice from a Lender prior no obligation to make funds available to the date Borrower in excess of any Revolving Credit Advance amounts received by it from the Banks; provided, however, that such Lender will not if one or more Banks fail to make available to the Agent such LenderBank's Commitment Percentage of such Revolving Credit Advance, the Agent may assume that such Lender has made such amount available to the Agent on the date Ratable Share of such Revolving Credit Advance in accordance with and as provided in this Section 2.2 and the Agent may, in reliance upon such assumption, make available on such date a corresponding its discretion elects to advance the full amount to of the Borrowers. If and to the extent such Lender shall not have so made its Commitment Percentage of such Revolving Credit Advance available to requested by the Agent and Borrower, the Agent Borrower shall have made available such corresponding amount to the Borrowers, such Lender agrees to pay to the Agent forthwith on demand, and the Borrowers agree be obligated to repay to the Agent on demand (but only after demand for payment has first been made to such Lender and such Lender has failed to make such payment)the Agent's account the amount, an amount equal to such corresponding amount together with interest thereon for each day from the date interest, so advanced by the Agent shall make such amount available to and not advanced by the Borrowers until the date such amount is paid or repaid to the Agent, at an interest rate equal to the interest rate applicable Bank(s) in amounts and at the time times the Borrower otherwise would be obligated to repay such Revolving Credit Advances. If such Lender shall pay to the Agent such corresponding amount, such amount so paid shall constitute such Lender's Revolving Credit Advance for purposes of this Agreement. If the Borrowers make a repayment required by the foregoing provisions of this Section 2.2(c) and thereafter the applicable Lender or Lenders make the payments to the Agent required by this Section 2.2(c), the Agent shall promptly refund the amount of the Borrowers' paymentAdvance. (d) The failure of any Lender to make the Revolving Credit Advance to be made by it on any date shall not relieve any other Lender of its obligation, if any, hereunder to make its Revolving Credit Advance on such date, but no Lender shall be responsible for the failure of any other Lender to make the Revolving Credit Advance to be made by such other Lender.