Common use of Notice of Revolver Borrowing Clause in Contracts

Notice of Revolver Borrowing. Subject to Section 2.01(a), whenever the Borrower desires to borrow Revolving Loans under this Section 2.01, it shall deliver to the Agent at its Notice Office a Notice of Revolver Borrowing no later than 12:00 Noon (New York time) one Business Day in advance of the proposed Funding Date (in the case of a requested Base Rate Loan) and three Business Days in advance of the proposed Funding Date (in the case of a requested Eurodollar Rate Loan). The Notice of Revolver Borrowing shall specify (i) the proposed Funding Date (which shall be a Business Day), (ii) the amount of the proposed borrowing and that the proposed borrowing shall be a Revolving Loan, (iii) in the case of any Revolving Loans requested to be made on or within three days after the Effective Date, that such Revolving Loans shall initially be Base Rate Loans, (iv) in the case of Revolving Loans requested to be made more than three days after the Effective Date, whether such Revolving Loans are initially to consist of Base Rate Loans or Eurodollar Rate Loans or a combination thereof, (v) if such Revolving Loans, or any portion thereof, are initially to be Eurodollar Rate Loans, the amounts thereof and the initial Interest Periods therefor and (vi) that the Total Utilization of Revolving Loan Commitments (after giving effect to the Revolving Loans then requested) will not exceed the Total Revolving Loan Commitments then in effect. Revolving Loans shall be made in an aggregate minimum amount of $1,000,000 and integral multiples of $100,000 in excess of that amount. Revolving Loans may be continued as or converted into Base Rate Loans and Eurodollar Rate Loans in the manner provided in Section 2.06(d); provided that unless the Agent otherwise consents in writing, the Revolving Loans made during the period from and including the Effective Date until the date three Business Days after the Effective Date may not be converted until three Business Days after the Effective Date. In lieu of delivering the above-described Notice of Revolver Borrowing, the Borrower may give the Agent telephonic notice by the required time of any proposed borrowing of Revolving Loans under this Section 2.01; provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Revolver Borrowing to the Agent on or prior to the Funding Date of the requested Revolving Loans. Neither the Agent nor any Bank shall incur any liability to the Borrower in acting upon any telephonic notice referred to above that the Agent believes in good faith to have been given by a duly authorized officer or other person authorized to borrow on behalf of the Borrower or for otherwise acting in good faith under this Section 2.01 and upon funding of Revolving Loans by the Banks in accordance with this Agreement pursuant to any such telephonic notice, the Borrower shall have effected Revolving Loans hereunder. Except as provided in Section 2.09(d), a Notice of Revolver Borrowing for a Eurodollar Rate Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the

Notice of Revolver Borrowing. Subject The Company shall request the Bank to Section 2.01(a), whenever the Borrower desires to borrow make each Revolving Loans under this Section 2.01, it shall deliver Loan by an irrevocable notice to the Agent at its Notice Office Bank (a "Notice of Revolver Borrowing no later than 12:00 Noon Borrowing") which specifies: (New York timei) one Business Day Whether the requested loan is to be (A) a loan which bears interest as provided in advance Subsection 1.02(d)(i) hereof (individually a "Reference Rate Revolving Loan" and collectively the "Reference Rate Revolving Loans"), or (B) loan which bears interest as provided in Subsection 1.02(d)(ii) hereof (individually a "LIBOR Revolving Loan" and collectively the "LIBOR Revolving Loans"); (ii) The amount of the proposed Funding Date requested loan, which (A) in the case of a requested Base Reference Rate LoanRevolving Loan shall be a minimum of Twelve Thousand Five Hundred Dollars ($12,500.00), or (B) and three Business Days in advance of the proposed Funding Date (in the case of a LIBOR Revolving Loan shall be a minimum of One Hundred Thousand Dollars ($100,000.00) or an integral multiple of Twelve Thousand Five Hundred Dollars ($12,500.00) in excess thereof; (iii) The date of the requested Eurodollar Rate Loan). The Notice of Revolver Borrowing shall specify (i) the proposed Funding Date (loan, which shall be a Business Banking Day), ; (iiiv) If the amount of the proposed borrowing and that the proposed borrowing shall requested loan is to be a LIBOR Revolving Loan, (iiithe initial Interest Period selected by the Company for such loan in accordance with Subsection 1.02(f) in the case of any Revolving Loans requested to be made on or within three days after the Effective Date, that such Revolving Loans shall initially be Base Rate Loans, (iv) in the case of Revolving Loans requested to be made more than three days after the Effective Date, whether such Revolving Loans are initially to consist of Base Rate Loans or Eurodollar Rate Loans or a combination thereof, hereof; and (v) if such Revolving LoansIf the requested loan is to be used, in whole or in part, to finance reimbursement obligations arising in connection with drafts drawn, or any portion thereofdeferred payment obligations incurred, are initially under Letters of Credit, the drafts or deferred payment obligations with respect to which such loan is to be Eurodollar Rate Loans, the amounts thereof and the initial Interest Periods therefor and (vi) that the Total Utilization of Revolving Loan Commitments (after giving effect to the Revolving Loans then requested) will not exceed the Total Revolving Loan Commitments then in effectmade. Revolving Loans The Company shall be made in an aggregate minimum amount of $1,000,000 and integral multiples of $100,000 in excess of that amount. Revolving Loans may be continued as or converted into Base Rate Loans and Eurodollar Rate Loans in the manner provided in Section 2.06(d); provided that unless the Agent otherwise consents in writing, the Revolving Loans made during the period from and including the Effective Date until the date three Business Days after the Effective Date may not be converted until three Business Days after the Effective Date. In lieu of delivering the above-described Notice of Revolver Borrowing, the Borrower may give the Agent telephonic notice by the required time of any proposed borrowing of Revolving Loans under this Section 2.01; provided that such notice shall be promptly confirmed in writing by delivery of a each Notice of Revolver Borrowing to the Agent on or Bank (x) in the case of a LIBOR Revolving Loan, not later than the third (3rd) Banking Day prior to the Funding Date date of the requested loan, or (y) in the case of a Reference Rate Revolving Loans. Neither Loan, not later than the Agent nor any Bank date of the requested loan, and shall incur any liability do so by telephone, telex or telecopy to the Borrower Bank's Orange County Commercial Portfolio Administration Office, located at the address shown in acting upon any telephonic notice referred to above that Subsection 8.01(a) hereof, during the Agent believes hours specified in good faith to have been given by a duly authorized officer or other person authorized to borrow on behalf of the Borrower or for otherwise acting in good faith under this Section 2.01 and upon funding of Revolving Loans by the Banks in accordance with this Agreement pursuant to any Subsection 8.01(b) hereof. The Company shall immediately confirm all such telephonic notice, the Borrower shall have effected Revolving Loans hereunder. Except as provided in Section 2.09(d), a Notice Notices of Revolver Borrowing for in a Eurodollar Rate Loan (or telephonic notice writing to the Bank in lieu thereof) shall be irrevocable on and after thethe form appended hereto as Exhibit B.

Notice of Revolver Borrowing. Subject to Section 2.01(a), whenever the Borrower desires to borrow Revolving Loans under this Section 2.01, it shall deliver to the Agent at its Notice Office a Notice of Revolver Borrowing no later than 12:00 Noon (New York time) one Business Day in advance of the proposed Funding Date (in the case of a requested Base Rate Loan) and three Business Days in advance of the proposed Funding Date (in the case of a requested Eurodollar Rate Loan). The Notice of Revolver Borrowing shall specify (i) the proposed Funding Date (which shall be a Business Day), (ii) the amount of the proposed borrowing and that the proposed borrowing shall be a Revolving Loan, (iii) in the case of any Revolving Loans requested to be made on or within three days after the Effective Date, that such Revolving Loans shall initially be Base Rate Loans, (iv) in the case of Revolving Loans requested to be made more than three days after the Effective Date, whether such Revolving Loans are initially to consist of Base Rate Loans or Eurodollar Rate Loans or a combination thereof, (v) if such Revolving Loans, or any portion thereof, are initially to be Eurodollar Rate Loans, the amounts thereof and the initial Interest Periods therefor and (vi) that the Total Utilization of Revolving Loan Commitments (after giving effect to the Revolving Loans then requested) will not exceed the Total Revolving Loan Commitments then in effect. Revolving Loans shall be made in an aggregate minimum amount of $1,000,000 and integral multiples of $100,000 in excess of that amount. Revolving Loans may be continued as or converted into Base Rate Loans and Eurodollar Rate Loans in the manner provided in Section 2.06(d); provided that unless the Agent otherwise consents in writing, the Revolving Loans made during the period from and including the Effective Date until the date three Business Days after the Effective Date may not be converted until three Business Days after the Effective Date. In lieu of delivering the above-described Notice of Revolver Borrowing, the Borrower may give the Agent telephonic notice by the required time of any proposed borrowing of Revolving Loans under this Section 2.01; provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Revolver Borrowing to the Agent on or prior to the Funding Date of the requested Revolving Loans. Neither the Agent nor any Bank shall incur any liability to the Borrower in acting upon any telephonic notice referred to above that the Agent believes in good faith to have been given by a duly authorized officer or other person authorized to borrow on behalf of the Borrower or for otherwise acting in good faith under this Section 2.01 and upon funding of Revolving Loans by the Banks in accordance with this Agreement pursuant to any such telephonic notice, the Borrower shall have effected Revolving Loans hereunder. Except as provided in Section 2.09(d), a Notice of Revolver Borrowing for a Eurodollar Rate Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the

Notice of Revolver Borrowing. Subject to Section 2.01(a), whenever the Borrower desires to borrow Revolving Loans under this Section 2.01, it shall deliver to the Agent at its Notice Office a Notice of Revolver Borrowing no later than 12:00 Noon (New York time) one Business Day in advance of the proposed Funding Date (in the case of a requested Base Rate Loan) and three Business Days in advance of the proposed Funding Date (in the case of a requested Eurodollar Rate Loan). The Notice of Revolver Borrowing shall specify (i) the proposed Funding Date (which shall be a Business Day), (ii) the amount of the proposed borrowing and that the proposed borrowing shall be a Revolving Loan, (iii) in the case of any Revolving Loans requested to be made on or within three thirty days after the Effective Closing Date, that such Revolving Loans shall initially be Base Rate LoansLoans (unless the Agent otherwise consents in writing), (iv) in the case of Revolving Loans requested to be made more than three thirty days after the Effective Closing Date, whether such Revolving Loans are initially to consist of Base Rate Loans or Eurodollar Rate Loans or a combination thereof, (v) if such Revolving Loans, or any portion thereof, are initially to be Eurodollar Rate Loans, the amounts thereof and the initial Interest Periods therefor and (vi) that the Total Utilization of Revolving Loan Commitments (after giving effect to the Revolving Loans then requested) will not exceed the Total Revolving Loan Commitments then in effect. Unless made pursuant to Section 2.10(c), Revolving Loans shall be made in an aggregate minimum amount of $1,000,000 and integral multiples of $100,000 in excess of that amount. Revolving Loans may be continued as or converted into Base Rate Loans and Eurodollar Rate Loans in the manner provided in Section 2.06(d); provided that unless the Agent otherwise consents in writing, the Revolving Loans made during the period from and including the Effective Closing Date until through the date three Business Days which is thirty days after the Effective Closing Date may not be converted until three Business Days more than thirty days after the Effective Closing Date. In lieu of delivering the above-described Notice of Revolver Borrowing, the Borrower may give the Agent telephonic notice by the required time of any proposed borrowing of Revolving Loans under this Section 2.01; provided that such notice shall be promptly confirmed in writing by delivery of a Notice of Revolver Borrowing to the Agent on or prior to the Funding Date of the requested Revolving Loans. Neither the Agent nor any Bank shall incur any liability to the Borrower in acting upon any telephonic notice referred to above that the Agent believes in good faith to have been given by a duly authorized officer or other person authorized to borrow on behalf of the Borrower or for otherwise acting in good faith under this Section 2.01 and upon funding of Revolving Loans by the Banks in accordance with this Agreement pursuant to any such telephonic notice, the Borrower shall have effected Revolving Loans hereunder. Except as provided in Section 2.09(d), a Notice of Revolver Borrowing for a Eurodollar Rate Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after thethe related Interest Rate Determination Date, and the Borrower shall be bound to make a borrowing in accordance therewith.

Notice of Revolver Borrowing. Subject The Company shall request the Bank to Section 2.01(a), whenever the Borrower desires to borrow make each Revolving Loans under this Section 2.01, it shall deliver Loan by an irrevocable notice to the Agent at its Notice Office Bank (a "Notice of Revolver Borrowing no later than 12:00 Noon (New York timeBorrowing") one Business Day in advance of the proposed Funding Date (in the case of a requested Base Rate Loan) and three Business Days in advance of the proposed Funding Date (in the case of a requested Eurodollar Rate Loan). The Notice of Revolver Borrowing shall specify which specifies: (i) Whether the proposed Funding Date requested Revolving Loan is to be (A) a loan which bears interest as provided in Subsection 1.01(c)(i) hereof (individually a "Reference Rate Revolving Loan" and collectively the "Reference Rate Revolving Loans"), or (B) a loan which bears interest as provided in Subsection 1.01(c)(ii) hereof (individually a "LIBOR Revolving Loan" and collectively the "LIBOR Revolving Loans"); (ii) The amount of the requested Revolving Loan, which shall be Twenty-five Thousand Dollars ($25,000.00) or an integral multiple thereof; (iii) The date of the requested Revolving Loan, which shall be a Business Banking Day), ; and (iiiv) If the amount of the proposed borrowing and that the proposed borrowing shall requested Revolving Loan is to be a LIBOR Revolving Loan, (iii) in the case of any Revolving Loans requested to be made on or within three days after the Effective Date, that such Revolving Loans shall initially be Base Rate Loans, (iv) in the case of Revolving Loans requested to be made more than three days after the Effective Date, whether such Revolving Loans are initially to consist of Base Rate Loans or Eurodollar Rate Loans or a combination thereof, (v) if such Revolving Loans, or any portion thereof, are initially to be Eurodollar Rate Loans, the amounts thereof and the initial Interest Periods therefor and (vi) that the Total Utilization of Revolving Loan Commitments (after giving effect to the Revolving Loans then requested) will not exceed the Total Revolving Loan Commitments then in effect. Revolving Loans shall be made in an aggregate minimum amount of $1,000,000 and integral multiples of $100,000 in excess of that amount. Revolving Loans may be continued as or converted into Base Rate Loans and Eurodollar Rate Loans in the manner provided in Section 2.06(d); provided that unless the Agent otherwise consents in writing, the Revolving Loans made during the period from and including the Effective Date until the date three Business Days after the Effective Date may not be converted until three Business Days after the Effective Date. In lieu of delivering the above-described Notice of Revolver Borrowing, the Borrower may give the Agent telephonic notice Period selected by the required time of any proposed borrowing of Revolving Loans under this Section 2.01; provided that Company for such notice loan in accordance with Subsection 1.01(e)(i) hereof. The Company shall be promptly confirmed in writing by delivery of a give each Notice of Revolver Borrowing to the Agent on or Bank (x) in the case of a LIBOR Revolving Loan, not later than the third (3rd) Banking Day prior to the Funding Date date of such loan, or (y) in the requested case of a Reference Rate Revolving Loans. Neither Loan, not later than the Agent nor any Bank date of such loan, and shall incur any liability do so by telephone, telex or telecopy to the Borrower Bank's San Diego Regional Office, located at the address shown in acting upon any telephonic notice referred to above that Subsection 8.01(a) hereof, during the Agent believes hours specified in good faith to have been given by a duly authorized officer or other person authorized to borrow on behalf of the Borrower or for otherwise acting in good faith under this Section 2.01 and upon funding of Revolving Loans by the Banks in accordance with this Agreement pursuant to any such telephonic notice, the Borrower Subsection 8.01(b) hereof. The Company shall have effected Revolving Loans hereunder. Except as provided in Section 2.09(d), a immediately confirm each Notice of Revolver Borrowing for in a Eurodollar Rate Loan (or telephonic notice writing to the Bank in lieu thereofthe form appended hereto as Exhibit A. 4. Subsection 1.01(h) shall be irrevocable on and after theof the Credit Agreement is amended to read as follows: