Overline. Borrower acknowledges that Lender has advised Borrower that Lender does not intend to permit Borrower to incur Obligations at any time in an outstanding principal amount exceeding the Maximum Facility; however, it is agreed that should the Obligations of Borrower to Lender incurred under the Revolving Loan or otherwise exceed that figure or any other limitation herein set forth, including without limitation, the borrowing formulas set forth in Section 2.1 above, all such excess obligations shall (a) constitute Obligations under this Agreement, (b) shall be entitled to the benefit of all security and protection under this Agreement and all Loan Documents and secured by the Collateral and (c) shall be payable immediately upon demand by Lender.
Overline. (i) Subject to the terms hereof, Bank agrees to extend a revolving seasonal line of credit (the "Overline") to Borrower, in the original principal amount of up to Ten Million Dollars ($10,000,000), for the purpose of financing Borrower's short-term seasonal working capital needs, specifically, payments to be received under documentary letters of credit issued for the benefit of the Borrower for goods sold to Wal-Mart. The Overline will be available during the period commencing on the date hereof and continuing until November 30, 2001 (which date, as extended in accordance with the terms hereof, shall be the "Overline Maturity Date"), provided that advances under the Overline may only be obtained during the period of June 1 through November 30 in each year. Borrower may from time to time borrow, repay and re-borrow, subject to the Borrowing Base Agreement attached hereto as Exhibit "A" and by reference made a part hereof, and the Borrowing Base set forth therein (the "Borrowing Base") for the purpose of reimbursing the Bank for drafts drawn under the letters of credit issued by the Bank. Borrower shall execute and deliver to Bank a promissory note (the "Overline Note") in the principal amount of $10,000,000, which Overline Note shall bear interest and be payable in accordance with the terms set forth hereinbelow. It is further provided that the commitment of the Bank to continue to make the Overline available to the Borrower beyond the Overline Maturity Date is subject to annual review by the Bank (subject to and following receipt of the Borrower's annual report of audit as provided
Overline. Borrower acknowledges that Lender has advised Borrower that Lender does not intend to permit Borrower to incur Obligations under this Agreement at any time in an outstanding principal amount exceeding the Maximum Facility or the maximum amount of the Revolving Loan; however, it is agreed that should the Obligations of Borrower to Lender incurred under the Loans or otherwise exceed either then, such excess Obligations shall (a) constitute Obligations under this Agreement, (b) be entitled to the benefit of all security and protection under this Agreement and the other Loan Documents, and (c) be payable immediately without notice or demand by Lender.
Overline. In the event that the Company draws down the full $3 million amount available under the Amendment #1 to the Revolving Note Agreement dated April 5, 2007 ("Note") on or prior to December 31, 2007, and the Company requires additional working capital to pursue its business strategy and operations and has not closed on alternative debt or equity financing aggregating at least $1 million, Angus Capital Partners agrees to fund up to an additional $1 million during 2007 under the same terms and conditions as set forth in the Note.
Overline. Any amount by which the Aggregate Revolving Obligations exceed the Revolving Commitments shall (A) be immediately due and payable on demand and, once paid to Administrative Agent, shall be applied, first, to the payment of any Swingline Loans; second, to all other Revolving Loans which are Base Rate Loans or LIR Loans; third to Revolving Loans which are LIBOR Loans; and, fourth, to Cash Collateralize the LC Obligations; (B) constitute Obligations secured by the Collateral; and (C) be entitled to all benefits of the Loan Documents. In no event shall Administrative Agent be required to honor any request for a Revolving Loan when an Overadvance exists or would result therefrom.
Overline. (a) Borrowers acknowledge that Lender has advised Borrowers of each and all of the following:
(1) Lender does not intend to permit Borrowers either separately or in the aggregate to incur Obligations at any time in an outstanding principal amount exceeding the Maximum Facility.
(2) With respect to the Revolving Loan, Lender does not intend to permit Borrowers either separately or in the aggregate (i) to borrow at any time that there exists a Term Loan Collateral Deficiency not cured in the manner required by Section 9.20 below or (ii) to at any time have Revolving Loan Advances outstanding in a principal amount which exceeds the Revolving Loan Borrowing Capacity or which creates or results in a Term Loan Collateral Deficiency.
(3) Lender does not intend to permit the existence of any Term Loan Collateral Deficiency which is not cured in the manner required by Section 9.20 below.
(b) Notwithstanding the foregoing, it is agreed that should the Obligations of Borrowers to Lender incurred under the Revolving Loan exceed the Revolving Loan Borrowing Capacity or should the Obligations of Borrowers to Lender incurred under the Revolving Loan and the Term Loan exceed the Maximum Facility then, all such Obligations in excess of the Revolving Loan Borrowing Capacity or the Maximum Facility shall (a) constitute Obligations under this Agreement, (b) be entitled to the benefit of all security and protection under this Agreement and the other Loan Documents, (c) be secured by the Collateral and (d) be payable immediately without notice or demand by Lender.
Overline. A new Section 2(e) is hereby added to the Agreement as follows:
Overline. Borrower acknowledges that Lender has advised Borrower that Lender does not intend to permit Borrower to incur Revolving Loans at any time in an outstanding principal amount exceeding the lesser of the Maximum Facility and the Borrowing Base or in excess of any other sublimit contained herein; however, it is agreed that should the outstanding principal amount of the Revolving Loans exceed the Maximum Facility, the Borrowing Base or any other sublimit contained herein, then such excess Revolving Loans shall (a) constitute Obligations under this Agreement, (b) be entitled to the benefit of all security and protection under this Agreement and the other Loan Documents, (c) be secured by the Collateral and (d) be payable immediately without notice or demand by Lender.
Overline. Borrower acknowledges that Lender has advised Borrower that Lender does not intend to permit Borrower to receive Advances at any time in an outstanding principal amount exceeding either the Borrowing Capacity or the Maximum Facility; however, it is agreed that should the outstanding principal balance of Advances exceed either then, all such Obligations shall (a) constitute Obligations under this Agreement, (b) be entitled to the benefit of all security and protection under this Agreement and the other Loan Documents, (c) be secured by the Collateral and (d) be payable immediately without notice or demand by Lender.
