Common use of OVERADVANCE TERM LOAN Clause in Contracts

OVERADVANCE TERM LOAN. Subject to the terms and conditions set forth in this Credit Agreement, and in reliance on the representations and warranties of the Borrowers set forth herein, from time to time prior to the Overadvance Maturity Date, the Overadvance Term Lender will make term loans (collectively, the "Overadvance Term Loan") to the Borrowers as follows: (i) at any time that a Subsequent Overadvance is not outstanding, and upon receipt of notice from the Agent that Excess Availability is less than $12,000,000 (which amount shall include the amount set forth in subsection (d) in the definition of Borrowing Base), the Overadvance Term Lender will make term loans (each an "Initial Overadvance") to the Borrowers, as soon as reasonably practicable and in no event more than 10 Business Days after receiving such notice from the Agent, each in the original principal amount of $10,000,000. In no event may more than one Initial Overadvance be outstanding at any time; and (ii) at any time that a Initial Overadvance is outstanding, and upon receipt of notice from the Agent that Excess Availability is less than $6,000,000 (which amount shall include the amount set forth in subsection (e) in the definition of Borrowing Base), the Overadvance Term Lender will make term loans (each a "Subsequent Overadvance") to the Borrowers, as soon as reasonably practicable and in no event more than 10 Business Days after receiving such notice from the Agent, each in the original principal amount of $5,000,000. In no event may more than nine Subsequent Overadvances be outstanding at any time. The proceeds of each Initial Advance and each Subsequent Advance will be immediately deposited with the Agent and, notwithstanding the provisions of Section 4.11, will be applied by the Agent to pay down the outstanding principal of the Revolving Loans on such date. The Overadvance Term Loan shall be evidenced by an Overadvance Term Note and shall be governed in all respects by the terms of this Credit Agreement and the other Credit Documents. 1.4 Section 4.7B of the Credit Agreement is hereby amended and restated in its entirety to read as follows:

OVERADVANCE TERM LOAN. Subject to the terms and conditions set forth in this Credit Agreement, and in reliance on the representations and warranties of the Borrowers set forth herein, from time to time prior to the Overadvance Maturity Date, Date the Overadvance Term Lender will make term loans (collectively, the "Overadvance Term Loan") to the Borrowers as follows: (i) at any time that a Subsequent Overadvance is not outstanding, and upon receipt of notice from the Agent that Excess Availability is less than $12,000,000 (which amount shall include the amount set forth in subsection (d) in the definition of Borrowing Base), the Overadvance Term Lender will make term loans (each an "Initial Overadvance") to the Borrowers, as soon as reasonably practicable and in no event more than 10 Business Days after receiving such notice from the Agent, each in the original principal amount of $10,000,000. In no event may more than one Initial Overadvance be outstanding at any time. Notwithstanding anything to the contrary contained in Section 4.7B and Section 4.11 and provided that (A) no Default or Event of Default then exists and (B) no Subsequent Overadvance shall be outstanding after giving effect thereto, Borrowers shall repay the principal amount of any Initial Overadvance in the event that Excess Availability is equal to or greater than $18,000,000 for the five (5) consecutive Business Days prior to the date of such prepayment (after giving effect to the repayment of any Subsequent Overadvance made during such five day period or which is to be made contemporaneously with the repayment of a Subsequent Overadvance); and (ii) at any time that a Initial Overadvance is outstanding, and upon receipt of notice from the Agent that Excess Availability is less than $6,000,000 5,000,000 (which amount shall include the amount set forth in subsection (e) in the definition of Borrowing Base), the Overadvance Term Lender will make term loans (each a "Subsequent Overadvance") to the Borrowers, as soon as reasonably practicable and in no event more than 10 Business Days after receiving such notice from the Agent, each in the original principal amount of $5,000,000. In no event may more than nine one Subsequent Overadvances Overadvance be outstanding at any time. Notwithstanding anything to the contrary contained in Section 4.7B and Section 4.11 and provided that no Default or Event of Default then exists, Borrowers shall repay the principal amount of any Subsequent Overadvance in the event that Excess Availability is equal to or greater than $12,000,000 for the five (5) consecutive Business Days prior to the date of such prepayment. The proceeds of each Initial Advance and each Subsequent Advance will be immediately deposited with the Agent and, notwithstanding the provisions of Section 4.11, will be applied by the Agent to pay down the outstanding principal of the Revolving Loans on such date. The Overadvance Term Loan shall be evidenced by an Overadvance Term Note and shall be governed in all respects by the terms of this Credit Agreement and the other Credit Documents. 1.4 Section 4.7B of the Credit Agreement is hereby amended and restated in its entirety to read as follows: