Common use of Procedures for Obtaining Advances Clause in Contracts

Procedures for Obtaining Advances. (a) The Company may obtain an Advance hereunder, subject to the satisfaction of the conditions set forth in Sections 4.1 and 4.2 hereof, upon compliance with the procedures set forth in this Section 2.2 and in Exhibit “C” attached hereto and made a part hereof. Requests for Advances shall be initiated by the Company (i) by delivering to the Agent, by telecopy, a completed and signed request for an Advance (an “Advance Request”) in the form of Exhibit “A” attached hereto and made a part hereof, or (ii) by using the electronic data transmission service provided by the Agent and its licensor, MBMS Incorporated, to transmit to the Agent a request for Advance (“Electronic Request”), which shall include all information required by Exhibit “A” through the Warehouse Management System software provided by the Agent and its licensor, MBMS Incorporated. The Agent shall have the right, on not less than three (3) Business Days’ prior notice to the Company, to modify the Advance Request, Electronic Request, or any exhibits hereto to conform to current legal requirements or Agent practices, and, as so modified, said Advance Request, Electronic Request or exhibits shall be deemed a part hereof. In consideration of the Lenders permitting the Company to make Electronic Requests for Advances utilizing the Warehouse Management System software or Advance Requests by telecopy, the Company covenants and agrees to assume liability for and to protect, indemnify and save the Lenders and Agent harmless from, any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys’ fees and expenses of employees, which may be imposed, incurred by or asserted against the Lenders or Agent by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with (i) any action of any Lender or the Agent pursuant to Electronic Requests or Advance Requests by telecopy, (ii) the breach of any provisions of this Agreement by the Company, (iii) the transfer of funds pursuant to such Electronic Requests or Advance Requests by telecopy, or (iv) the Agent’s or any Lender’s honoring or failing to honor any Electronic Request or Advance Request by telecopy for any reason or no reason whatsoever. The Agent and each Lender are entitled to rely upon and act upon Electronic Requests or Advance Requests by telecopy, and the Company shall be unconditionally and absolutely estopped from denying (x) the authenticity and validity of any such transaction so acted upon by any Lender once such Lender has advanced funds and has deposited or transferred such funds as requested in any such Electronic Request or Advance Request by telecopy, and (y) the Company’s liability and responsibility therefor. (b) In the case of any Wet Settlement Advances, the Company shall follow the procedures and, at or prior to the Lenders’ making of such Wet Settlement Advance, shall deliver to the Agent or its designee the documents set forth in Section II of Exhibit “C” hereto. In case of Collateral financed through a Wet Settlement Advance, the Company shall cause all Collateral Documents to be delivered to the Agent or its designee within five (5) Business Days after the date of the Wet Settlement Advance relating thereto. (c) Before funding, the Agent and its designee shall have a reasonable time to examine such Advance Request and the Collateral Documents to be delivered prior to such requested Advance, as set forth in the applicable Exhibit hereto, and may reject such of them as do not meet the requirements of this Agreement or of the related Purchase Commitment. The Advance Request and the Collateral Documents must be received by Agent no later than 11:00 a.m. Houston, Texas time in order for funding to occur the same day. (d) The Agent shall promptly, and in any case not later than 1:00 p.m. on the date an Advance is to be made, notify each Lender of its receipt of an Advance Request, the matters specified therein, and of such Lender’s Commitment Percentage of the requested Advance. If all conditions precedent to such Advance have been met, each Lender shall remit its Commitment Percentage of any Advance requested in an Advance Request to Agent’s principal office in Houston, Texas, by wire transfer according to Agent’s wire instructions, in funds that are available for immediate use by Agent by 4:00 p.m. on the date such Advance is to be made. (e) Absent contrary written notice from a Lender received by Agent by 2:00 p.m. on the Advance Date, Agent may assume that each Lender has made its Commitment Percentage of an Advance under an Advance Request available to Agent on the Advance Date and may, but is not obligated to, make available to Company a corresponding amount. If a Lender fails to make its Commitment Percentage of that Advance available to Agent on the Advance Date (whether because of that Lender’s default, because that Lender is not open for business on that Business Day, or otherwise) then Agent may recover that amount on demand (i) from that Lender, together with interest at the Federal Funds Rate, during the period from the Advance Date to the date Agent recovers that amount from that Lender - which payment is deemed to be that Lender’s Commitment Percentage of that Advance or (ii) if that Lender fails to pay that amount upon demand, then from Company together with interest at an annual interest rate equal to the rate applicable to the requested Advance during the period from the Advance Date to the date Agent recovers that amount from Company. If any Lender fails to fund its Commitment Percentage in any Advance, the other Lenders shall be entitled, but not obligated, to fund the defaulting Lender’s Commitment Percentage in such Advance. Thereafter, the Commitment Percentage of each Lender shall be adjusted accordingly. Nothing in these provisions changes or limits the obligation of each Lender to lend its Commitment Percentage of each Advance. Each Lender assumes the credit risk for amounts lent by Agent pursuant to this Section 2.2(e) from the time the Advance is made available to or for the Company, and, after Agent has recovered the amount of interest provided for in clause (i) above of this Section 2.2(e), is entitled to interest on such amount lent from such time. (f) Although no Lender is responsible for the failure of any other Lender to make its Commitment Percentage of any Advance, that failure does not excuse any other Lender from making its Commitment Percentage of that Advance. (g) To make an Advance, the Agent shall credit the Company’s Funding Account upon compliance by the Company with the terms of this Agreement.

Procedures for Obtaining Advances. (a) The Company may obtain an Advance hereunder subject to the following: (1) The Company may obtain an Advance hereunder, subject to the satisfaction of the conditions set forth in Sections 4.1 and 4.2 hereof, upon compliance with the procedures set forth in this Section 2.2 and in Exhibit “EXHIBIT "C” " attached hereto and made a part hereof. Requests for Advances shall be initiated by the Company (i) by delivering to the AgentLender and its designee, by telecopy, telecopy (with original to be sent immediately thereafter by overnight mail) a completed and signed request for an Advance (an “"Advance Request”") in the form of Exhibit “EXHIBIT "A” " attached hereto and made a part hereof, or (ii) by using the electronic data transmission service provided by the Agent Lender and its licensor, MBMS Incorporated, to transmit to the Agent Lender a request for Advance (“"Electronic Request”"), which shall include all information required by Exhibit “EXHIBIT "A” " through the Warehouse Management System software provided by the Agent Lender and its licensor, MBMS Incorporated. The Agent Lender shall have the right, on not less than three (3) Business Days’ ' prior notice to the Company, to modify the Advance Request, Electronic Request, or any exhibits hereto to conform to current legal requirements or Agent Lender practices, and, as so modified, said Advance Request, Electronic Request or exhibits shall be deemed a part hereof. In consideration of the Lenders Lender permitting the Company to make Electronic Requests for Advances utilizing the Warehouse Management System software or Advance Requests by telecopy, the Company covenants and agrees to assume liability for and to protect, indemnify and save the Lenders and Agent Lender harmless from, any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys’ ' fees and expenses of employees, which may be imposed, incurred by or asserted against the Lenders or Agent Lender by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with (i) any action of any the Lender or the Agent pursuant to Electronic Requests or Advance Requests by telecopy, (ii) the breach of any provisions of this Agreement by the Company, (iii) the transfer of funds pursuant to such Electronic Requests or Advance Requests by telecopy, or (iv) the Agent’s or any Lender’s 's honoring or failing to honor any Electronic Request or Advance Request by telecopy for any reason or no reason whatsoever. The Agent and each Lender are is entitled to rely upon and act upon Electronic Requests or Advance Requests by telecopy, and the Company shall be unconditionally and absolutely estopped from denying (x) the authenticity and validity of any such transaction so acted upon by any the Lender once such the Lender has advanced funds and has deposited or transferred such funds as requested in any such Electronic Request or Advance Request by telecopy, and (y) the Company’s 's liability and responsibility therefor. (b2) In the case of any Wet Settlement Advances, the Company shall follow the procedures and, at or prior to the Lenders’ Lender's making of such Wet Settlement Advance, shall deliver to the Agent Lender or its designee the documents set forth in Section II 11 of Exhibit “EXHIBIT "C” " hereto. In case of Collateral financed through a Wet Settlement Advance, the Company shall cause all Collateral Documents to be delivered to the Agent Lender or its designee within five seven (57) Business Days after the date of the Wet Settlement Advance relating thereto. (c) Before funding, the Agent and its designee shall have a reasonable time to examine such Advance Request and the Collateral Documents to be delivered prior to such requested Advance, as set forth in the applicable Exhibit hereto, and may reject such of them as do not meet the requirements of this Agreement or of the related Purchase Commitment. The Advance Request and the Collateral Documents must be received by Agent no later than 11:00 a.m. Houston, Texas time in order for funding to occur the same day. (d) The Agent shall promptly, and in any case not later than 1:00 p.m. on the date an Advance is to be made, notify each Lender of its receipt of an Advance Request, the matters specified therein, and of such Lender’s Commitment Percentage of the requested Advance. If all conditions precedent to such Advance have been met, each Lender shall remit its Commitment Percentage of any Advance requested in an Advance Request to Agent’s principal office in Houston, Texas, by wire transfer according to Agent’s wire instructions, in funds that are available for immediate use by Agent by 4:00 p.m. on the date such Advance is to be made. (e) Absent contrary written notice from a Lender received by Agent by 2:00 p.m. on the Advance Date, Agent may assume that each Lender has made its Commitment Percentage of an Advance under an Advance Request available to Agent on the Advance Date and may, but is not obligated to, make available to Company a corresponding amount. If a Lender fails to make its Commitment Percentage of that Advance available to Agent on the Advance Date (whether because of that Lender’s default, because that Lender is not open for business on that Business Day, or otherwise) then Agent may recover that amount on demand (i) from that Lender, together with interest at the Federal Funds Rate, during the period from the Advance Date to the date Agent recovers that amount from that Lender - which payment is deemed to be that Lender’s Commitment Percentage of that Advance or (ii) if that Lender fails to pay that amount upon demand, then from Company together with interest at an annual interest rate equal to the rate applicable to the requested Advance during the period from the Advance Date to the date Agent recovers that amount from Company. If any Lender fails to fund its Commitment Percentage in any Advance, the other Lenders shall be entitled, but not obligated, to fund the defaulting Lender’s Commitment Percentage in such Advance. Thereafter, the Commitment Percentage of each Lender shall be adjusted accordingly. Nothing in these provisions changes or limits the obligation of each Lender to lend its Commitment Percentage of each Advance. Each Lender assumes the credit risk for amounts lent by Agent pursuant to this Section 2.2(e) from the time the Advance is made available to or for the Company, and, after Agent has recovered the amount of interest provided for in clause (i) above of this Section 2.2(e), is entitled to interest on such amount lent from such time. (f) Although no Lender is responsible for the failure of any other Lender to make its Commitment Percentage of any Advance, that failure does not excuse any other Lender from making its Commitment Percentage of that Advance. (g) To make an Advance, the Agent shall credit the Company’s Funding Account upon compliance by the Company with the terms of this Agreement.

Procedures for Obtaining Advances. (a) The Company may obtain an Advance hereunder subject to the following: (1) The Company may obtain an Advance hereunder, subject to the satisfaction of the conditions set forth in Sections 4.1 and 4.2 hereof, upon compliance with the procedures set forth in this Section 2.2 and in Exhibit “EXHIBIT "C” " attached hereto and made a part hereof. Requests for Advances shall be initiated by the Company (i) by delivering to the AgentLender and its designee, by telecopy, telecopy (with original to be sent immediately thereafter by overnight mail) a completed and signed request for an Advance (an “"Advance Request”") in the form of Exhibit “EXHIBIT "A” " attached hereto and made a part hereof, or (ii) by using the electronic data transmission service provided by the Agent Lender and its licensor, MBMS Incorporated, to transmit to the Agent Lender a request for Advance (“"Electronic Request”"), which shall include all information required by Exhibit “EXHIBIT "A” " through the Warehouse Management System software provided by the Agent Lender and its licensor, MBMS Incorporated. The Agent Lender shall have the right, on not less than three (3) Business Days’ ' prior notice to the Company, to modify the Advance Request, Electronic Request, or any exhibits hereto to conform to current legal requirements or Agent Lender practices, and, as so modified, said Advance Request, Electronic Request or exhibits shall be deemed a part hereof. In consideration of the Lenders Lender permitting the Company to make Electronic Requests for Advances utilizing the Warehouse Management System software or Advance Requests by telecopy, the Company covenants and agrees to assume liability for and to protect, indemnify and save the Lenders and Agent Lender harmless from, any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys’ ' fees and expenses of employees, which may be imposed, incurred by or asserted against the Lenders or Agent Lender by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with (i) any action of any the Lender or the Agent pursuant to Electronic Requests or Advance Requests by telecopy, (ii) the breach of any provisions of this Agreement by the CompanyCompany or, willful misconduct or gross negligence (iii) the transfer of funds pursuant to such Electronic Requests or Advance Requests by telecopy, or (iv) the Agent’s or any Lender’s honoring or failing to honor any Electronic Request or Advance Request by telecopy for any reason or no reason whatsoever. The Agent and each Lender are is entitled to rely upon and act upon Electronic Requests or Advance Requests by telecopy, and the Company shall be unconditionally and absolutely estopped from denying (x) the authenticity and validity of any such transaction so acted upon by any the Lender once such the Lender has advanced funds and has deposited or transferred such funds as requested in any such Electronic Request or Advance Request by telecopy, and (y) the Company’s 's liability and responsibility therefor. (b2) In the case of any Wet Settlement Advances, the Company shall follow the procedures and, at or prior to the Lenders’ Lender's making of such Wet Settlement Advance, shall deliver to the Agent Lender or its designee the documents set forth in Section II of Exhibit “EXHIBIT "C” " hereto. In case of Collateral financed through a Wet Settlement Advance, the Company shall cause all Collateral Documents to be delivered to the Agent Lender or its designee within five (5) Business Days after the date of the Wet Settlement Advance relating thereto. (c) Before funding, the Agent and its designee shall have a reasonable time to examine such Advance Request and the Collateral Documents to be delivered prior to such requested Advance, as set forth in the applicable Exhibit hereto, and may reject such of them as do not meet the requirements of this Agreement or of the related Purchase Commitment. The Advance Request and the Collateral Documents must be received by Agent no later than 11:00 a.m. Houston, Texas time in order for funding to occur the same day. (d) The Agent shall promptly, and in any case not later than 1:00 p.m. on the date an Advance is to be made, notify each Lender of its receipt of an Advance Request, the matters specified therein, and of such Lender’s Commitment Percentage of the requested Advance. If all conditions precedent to such Advance have been met, each Lender shall remit its Commitment Percentage of any Advance requested in an Advance Request to Agent’s principal office in Houston, Texas, by wire transfer according to Agent’s wire instructions, in funds that are available for immediate use by Agent by 4:00 p.m. on the date such Advance is to be made. (e) Absent contrary written notice from a Lender received by Agent by 2:00 p.m. on the Advance Date, Agent may assume that each Lender has made its Commitment Percentage of an Advance under an Advance Request available to Agent on the Advance Date and may, but is not obligated to, make available to Company a corresponding amount. If a Lender fails to make its Commitment Percentage of that Advance available to Agent on the Advance Date (whether because of that Lender’s default, because that Lender is not open for business on that Business Day, or otherwise) then Agent may recover that amount on demand (i) from that Lender, together with interest at the Federal Funds Rate, during the period from the Advance Date to the date Agent recovers that amount from that Lender - which payment is deemed to be that Lender’s Commitment Percentage of that Advance or (ii) if that Lender fails to pay that amount upon demand, then from Company together with interest at an annual interest rate equal to the rate applicable to the requested Advance during the period from the Advance Date to the date Agent recovers that amount from Company. If any Lender fails to fund its Commitment Percentage in any Advance, the other Lenders shall be entitled, but not obligated, to fund the defaulting Lender’s Commitment Percentage in such Advance. Thereafter, the Commitment Percentage of each Lender shall be adjusted accordingly. Nothing in these provisions changes or limits the obligation of each Lender to lend its Commitment Percentage of each Advance. Each Lender assumes the credit risk for amounts lent by Agent pursuant to this Section 2.2(e) from the time the Advance is made available to or for the Company, and, after Agent has recovered the amount of interest provided for in clause (i) above of this Section 2.2(e), is entitled to interest on such amount lent from such time. (f) Although no Lender is responsible for the failure of any other Lender to make its Commitment Percentage of any Advance, that failure does not excuse any other Lender from making its Commitment Percentage of that Advance. (g) To make an Advance, the Agent shall credit the Company’s Funding Account upon compliance by the Company with the terms of this Agreement.

Procedures for Obtaining Advances. (a) The Company may obtain an Advance hereunder, subject to the satisfaction of the conditions set forth in Sections 4.1 and 4.2 hereof, upon compliance with the procedures set forth in this Section 2.2 and in Exhibit “C” EXHIBIT "D" attached hereto and made a part hereof. Requests for Advances shall be initiated by the Company (i) by delivering to the Administrative Agent, by telecopy, telecopy (with original to be sent immediately thereafter by overnight mail) a completed and signed request for an Advance (an “Advance Request”) in the form of Exhibit “A” attached hereto and made a part hereof, or (ii) by using the electronic data transmission service provided by the Administrative Agent and its licensor, MBMS Incorporated, to transmit to the Administrative Agent a request for Advance (“"Electronic Request”"), which shall include all information required by Exhibit “A” the Advance Request through the Warehouse Management System software provided by the Administrative Agent and its licensor, MBMS Incorporated. The Administrative Agent shall have the right, on not less than three (3) Business Days’ ' prior notice to the Company, to modify the Advance Request, Electronic Request, or any exhibits hereto to conform to current legal requirements or Agent Administrative Agent's practices, and, as so modified, said Advance Request, Electronic Request or exhibits shall be deemed a part hereof. In consideration of the Lenders permitting the Company to make Electronic Requests for Advances utilizing the Warehouse Management System software or Advance Requests by telecopy, the Company covenants and agrees to assume liability for and to protect, indemnify and save the Lenders and the Administrative Agent harmless from, any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys’ ' fees and expenses of employees, which may be imposed, incurred by or asserted against the Lenders or the Administrative Agent by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with (i) any action of the Administrative Agent or any Lender or the Agent pursuant to Electronic Requests or Advance Requests by telecopy, (ii) the breach of any provisions of this Agreement by the Company, (iii) the transfer of funds pursuant to such Electronic Requests or Advance Requests by telecopy, or (iv) the Administrative Agent’s 's or any Lender’s Lender honoring or failing to honor any Electronic Request or Advance Request by telecopy for any reason or no reason whatsoever. The Administrative Agent and each Lender are is entitled to rely upon and act upon Electronic Requests or Advance Requests by telecopy, and the Company shall be unconditionally and absolutely estopped from denying (x) the authenticity and validity of any such transaction so acted upon by any Lender the Administrative Agent once such Lender the Administrative Agent has advanced funds and has deposited or transferred such funds as requested in any such Electronic Request or Advance Request by telecopy, and (y) the Company’s 's liability and responsibility therefor. (b) In the case of any Wet Settlement Advances, the Company shall follow the procedures and, at or prior to the Lenders’ ' making of such Wet Settlement AdvanceAdvances, shall deliver to the Administrative Agent or its designee the documents set forth required by EXHIBIT "D" in Section II of Exhibit “C” heretoconnection with such Wet Advance. In case of Collateral Mortgage Loans financed through a Wet Settlement Advance, the Company shall cause all Collateral Documents to be delivered to the Administrative Agent or its designee within five seven (57) Business Days after the date of the Wet Settlement Advance relating thereto. (c) Before funding, the Administrative Agent and its designee shall have a reasonable time to examine such Advance Request and the Collateral Documents to be delivered prior to such requested Advance, as set forth in the applicable Exhibit hereto, and may reject such of them as do not meet the requirements of this Agreement or of the related Purchase CommitmentAgreement. The Advance Request and the Collateral Documents (unless such Advance is a permitted Wet Advance) must be received by Administrative Agent and all other conditions to such Advance must be satisfied no later than 11:00 a.m. 12:00 noon Houston, Texas time in order for funding to occur the same day. (d) Each Advance Request shall constitute a request for both (1) a Swingline Advance to be funded by Swingline Lender and the Advances to be made by Lenders to refinance that Swingline Advance, and (2) if Swingline Lender elects not to make a Swingline Advance, the Advances actually requested by the text of the Advance Request to be funded by the Lenders. The Administrative Agent shall promptly, and in any case not later than 1:00 p.m. on the date an Advance is to be made, notify each Lender of its receipt of an Advance Request, the matters specified therein, and of such Lender’s 's Commitment Percentage of the requested Advance. If all conditions precedent to such Advance have been metmet and Administrative Agent has notified each Lender that Swingline Lender has elected not to make a Swingline Advance pursuant to such Advance Request, each Lender shall remit its Commitment Percentage of any Advance requested in an Advance Request to Administrative Agent’s 's principal office in Houston, Texas, by wire transfer according to Administrative Agent’s 's wire instructions, in funds that are available for immediate use by Administrative Agent by 4:00 p.m. on the date such Advance is to be made. (e) Absent contrary written notice from a Lender received by Agent by 2:00 p.m. on the Advance Date, Agent may assume that each Lender has made its Commitment Percentage of an Advance under an Advance Request available to Agent on the Advance Date and may, but is not obligated to, make available to Company a corresponding amount. If a Lender fails to make its Commitment Percentage of that Advance available to Agent on the Advance Date (whether because of that Lender’s default, because that Lender is not open for business on that Business Day, or otherwise) then Agent may recover that amount on demand (i) from that Lender, together with interest at the Federal Funds Rate, during the period from the Advance Date to the date Agent recovers that amount from that Lender - which payment is deemed to be that Lender’s Commitment Percentage of that Advance or (ii) if that Lender fails to pay that amount upon demand, then from Company together with interest at an annual interest rate equal to the rate applicable to the requested Advance during the period from the Advance Date to the date Agent recovers that amount from Company. If any Lender fails to fund its Commitment Percentage in any Advance, the other Lenders shall be entitled, but not obligated, to fund the defaulting Lender’s Commitment Percentage in such Advance. Thereafter, the Commitment Percentage of each Lender shall be adjusted accordingly. Nothing in these provisions changes or limits the obligation of each Lender to lend its Commitment Percentage of each Advance. Each Lender assumes the credit risk for amounts lent by Agent pursuant to this Section 2.2(e) from the time the Advance is made available to or for the Company, and, after Agent has recovered the amount of interest provided for in clause (i) above of this Section 2.2(e), is entitled to interest on such amount lent from such time. (f) Although no Lender is responsible for the failure of any other Lender to make its Commitment Percentage of any Advance, that failure does not excuse any other Lender from making its Commitment Percentage of that Advance. (g) To make an Advance, the Agent shall credit the Company’s Funding Account upon compliance by the Company with the terms of this Agreement.

Procedures for Obtaining Advances. (a) The Company may obtain an Advance hereunder, subject to the satisfaction of the conditions set forth in Sections 4.1 and 4.2 hereof, upon compliance with the procedures set forth in this Section 2.2 and in Exhibit “C” attached hereto and made a part hereof2.2. Requests for Advances shall be initiated by the Company (i) by delivering to the Agent, by telecopy, Bank a completed and signed request for an Advance (an “"Advance Request”") on the then current form therefor approved by the Bank and provided to the Company. The current form in use by the Bank is set forth in Exhibit C hereto. The Bank shall have the right to revise or supplement approved forms of Advance Request by giving prior written-notice thereof to the Company. (b) The procedures to be followed by the Company in making an Advance Request for the origination of Mortgage Loans, and the documents relating to the Collateral described in the form Advance Request (the "Collateral Documents") required to be delivered to the Bank, shall consist of those set forth in the following described Exhibit “A” D attached hereto and hereby made a part hereofhereof entitled: Procedures and Documentation for Warehousing Residential Mortgage Loans, or (ii) by using as set forth in Exhibit D hereto. Unless the electronic data transmission service provided by related Advance is no longer outstanding, the Agent and its licensorCompany shall require the remaining Collateral Documents, MBMS Incorporatedas set forth in the aforementioned Exhibit D, to transmit be furnished to the Agent a request for Advance Bank within three (“Electronic Request”), which shall include all information required by Exhibit “A” through 3) Business Days after the Warehouse Management System software provided by date of the Agent and its licensor, MBMS IncorporatedWet Settlement. The Agent Bank shall have the right, on not less than three (3) Business Days’ ' prior notice to the Company, to modify the Advance Request, Electronic Request, or any exhibits hereto said Exhibit(s) to conform to current legal requirements or Agent Bank practices, and, as so modified, said Advance Request, Electronic Request or exhibits Exhibit shall be deemed a part hereof. In consideration of the Lenders permitting the Company to make Electronic Requests for Advances utilizing the Warehouse Management System software or Advance Requests by telecopy, the Company covenants and agrees to assume liability for and to protect, indemnify and save the Lenders and Agent harmless from, any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys’ fees and expenses of employees, which may be imposed, incurred by or asserted against the Lenders or Agent by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with (i) any action of any Lender or the Agent pursuant to Electronic Requests or Advance Requests by telecopy, (ii) the breach of any provisions of this Agreement by the Company, (iii) the transfer of funds pursuant to such Electronic Requests or Advance Requests by telecopy, or (iv) the Agent’s or any Lender’s honoring or failing to honor any Electronic Request or Advance Request by telecopy for any reason or no reason whatsoever. The Agent and each Lender are entitled to rely upon and act upon Electronic Requests or Advance Requests by telecopy, and the Company shall be unconditionally and absolutely estopped from denying (x) the authenticity and validity of any such transaction so acted upon by any Lender once such Lender has advanced funds and has deposited or transferred such funds as requested in any such Electronic Request or Advance Request by telecopy, and (y) the Company’s liability and responsibility therefor. (b) In the case of any Wet Settlement Advances, the Company shall follow the procedures and, at or prior to the Lenders’ making of such Wet Settlement Advance, shall deliver to the Agent or its designee the documents set forth in Section II of Exhibit “C” hereto. In case of Collateral financed through a Wet Settlement Advance, the Company shall cause all Collateral Documents to be delivered to the Agent or its designee within five (5) Business Days after the date of the Wet Settlement Advance relating thereto. (c) Before fundingfunding any Advance, the Agent and its designee Bank shall have a reasonable time twenty four (24) hours to examine such each Advance Request and the Collateral Documents to be delivered prior to such requested the Advance, as set forth in the applicable Exhibit D hereto, and may reject such of them as do not meet the requirements of this Agreement or of the related Purchase Commitment. The Advance Request and the Collateral Documents must be received by Agent no later than 11:00 a.m. Houston, Texas time in order for funding to occur the same dayAgreement. (d) The Agent shall promptly, and in any case not later than 1:00 p.m. on the date an Advance is to be made, notify each Lender of its receipt of an Advance Request, the matters specified therein, and of such Lender’s Commitment Percentage of the requested Advance. If all conditions precedent to such Advance have been met, each Lender shall remit its Commitment Percentage of any Advance requested in an Advance Request to Agent’s principal office in Houston, Texas, by wire transfer according to Agent’s wire instructions, in funds that are available for immediate use by Agent by 4:00 p.m. on the date such Advance is to be made. (e) Absent contrary written notice from a Lender received by Agent by 2:00 p.m. on the Advance Date, Agent may assume that each Lender has made its Commitment Percentage of an Advance under an Advance Request available to Agent on the Advance Date and may, but is not obligated to, make available to Company a corresponding amount. If a Lender fails to make its Commitment Percentage of that Advance available to Agent on the Advance Date (whether because of that Lender’s default, because that Lender is not open for business on that Business Day, or otherwise) then Agent may recover that amount on demand (i) from that Lender, together with interest at the Federal Funds Rate, during the period from the Advance Date to the date Agent recovers that amount from that Lender - which payment is deemed to be that Lender’s Commitment Percentage of that Advance or (ii) if that Lender fails to pay that amount upon demand, then from Company together with interest at an annual interest rate equal to the rate applicable to the requested Advance during the period from the Advance Date to the date Agent recovers that amount from Company. If any Lender fails to fund its Commitment Percentage in any Advance, the other Lenders shall be entitled, but not obligated, to fund the defaulting Lender’s Commitment Percentage in such Advance. Thereafter, the Commitment Percentage of each Lender shall be adjusted accordingly. Nothing in these provisions changes or limits the obligation of each Lender to lend its Commitment Percentage of each Advance. Each Lender assumes the credit risk for amounts lent by Agent pursuant to this Section 2.2(e) from the time the Advance is made available to or for the Company, and, after Agent has recovered the amount of interest provided for in clause (i) above of this Section 2.2(e), is entitled to interest on such amount lent from such time. (f) Although no Lender is responsible for the failure of any other Lender to make its Commitment Percentage of any Advance, that failure does not excuse any other Lender from making its Commitment Percentage of that Advance. (g) To make an Advance, the Agent Bank shall credit debit the Company’s Funding Account upon compliance 's warehousing credit line account for the amount of the Advance and, unless otherwise agreed to by the Company Bank, the Bank shall deposit the proceeds of such Advance to the Company's operating account no. 402620085 with the terms Bank. (e) All Advances under this Agreement shall constitute a single indebtedness and all of this Agreementthe Collateral shall be security for the Note and for the performance of all obligations of the Company to the Bank.

Procedures for Obtaining Advances. (a) The Company Borrower may obtain an Advance hereunder, subject to the satisfaction of the conditions set forth in Sections 4.1 and 4.2 hereof, upon compliance with the procedures set forth in this Section 2.2 and in Exhibit “C” C attached hereto and made a part hereof. Requests for Advances shall be initiated by the Company Borrower (i) by delivering to the Agent, by telecopywith a copy to the Collateral Custodian, not later than 1 Business Day before the Business Day on which the Borrower desires the Advance, a completed and signed request for an Advance (an “"Advance Request”") in the form of Exhibit “A” A attached hereto and made a part hereof, or (ii) by using the electronic data transmission service provided by the Agent and its licensor, MBMS Incorporated, to transmit to the Agent a request for Advance (“Electronic Request”), which shall include all information required by Exhibit “A” through the Warehouse Management System software provided by the Agent and its licensor, MBMS Incorporated. The Agent shall have the right, on not less than three (3) Business Days’ ' prior notice to the CompanyBorrower, to modify the form of the Advance Request, Electronic Request, Request or any exhibits hereto hereto, subject to conform the prior written consent of the Borrower, not to current legal requirements or Agent practicesbe unreasonably withheld, and, as so modified, said Advance Request, Electronic Request or exhibits shall be deemed a part hereof. In consideration of the Lenders permitting the Company to make Electronic Requests for Advances utilizing the Warehouse Management System software or Advance Requests by telecopy, the Company covenants and agrees to assume liability for and to protect, indemnify and save the Lenders and Agent harmless from, any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys’ fees and expenses of employees, which may be imposed, incurred by or asserted against the Lenders or Agent by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with (i) any action of any Lender or the Agent pursuant to Electronic Requests or Advance Requests by telecopy, (ii) the breach of any provisions of this Agreement by the Company, (iii) the transfer of funds pursuant to such Electronic Requests or Advance Requests by telecopy, or (iv) the Agent’s or any Lender’s honoring or failing to honor any Electronic Request or Advance Request by telecopy for any reason or no reason whatsoever. The Agent and each Lender are entitled to rely upon and act upon Electronic Requests or Advance Requests by telecopy, and the Company shall be unconditionally and absolutely estopped from denying (x) the authenticity and validity of any such transaction so acted upon by any Lender once such Lender has advanced funds and has deposited or transferred such funds as requested in any such Electronic Request or Advance Request by telecopy, and (y) the Company’s liability and responsibility therefor. (b) In the case of any Wet Settlement Advances, the Company shall follow the procedures and, at or prior Subject to the Lenders’ making of such Wet Settlement Advance, shall deliver to the Agent or its designee the documents set forth in Section II of Exhibit “C” hereto. In case of Collateral financed through a Wet Settlement Advance, the Company shall cause all Collateral Documents to be delivered to the Agent or its designee within five (5) Business Days after the date of the Wet Settlement Advance relating thereto. (c) Before funding, the Agent and its designee shall have a reasonable time to examine such Advance Request and the Collateral Documents to be delivered prior to such requested Advance, as set forth in the applicable Exhibit hereto, and may reject such of them as do not meet the requirements of this Agreement or of the related Purchase Commitment. The Advance Request and the Collateral Documents must be received by Agent no later than 11:00 a.m. Houston, Texas time in order for funding to occur the same day. (d) The Agent shall promptly, and in any case not later than 1:00 p.m. on the date an Advance is to be made, notify each Lender of its receipt delivery of an Advance Request, and the matters specified therein, and of such Lender’s Commitment Percentage satisfaction of the requested Advance. If all conditions precedent set forth in Sections 4.1 and 4.2, the Borrower is entitled to such Advance have been met, each Lender shall remit its Commitment Percentage of any Advance requested in obtain an Advance Request under this Agreement upon compliance with the procedures set forth in this Section and in the applicable Exhibit C, including delivery to Agent’s principal office in Houston, Texas, by wire transfer according to Agent’s wire instructions, in funds that are available for immediate use by Agent by 4:00 p.m. on the date such Advance is to be madeCollateral Custodian of all required Collateral Documents. (ec) Absent contrary written notice from a Lender received by Agent by 2:00 p.m. on the Advance Date, Agent may assume that each Lender has made its Commitment Percentage of an Advance under an Advance Request available to Agent on the Advance Date and may, but is not obligated to, make available to Company Borrower a corresponding amount. If a Lender fails to make its Commitment Percentage of that Advance available to Agent on the Advance Date (whether because of that Lender’s 's default, because that Lender is not open for business on that Business Day, or otherwise) then Agent may recover that amount on demand (i) from that Lender, together with interest at the Federal Funds Rate, during the period from the Advance Date to the date Agent recovers that amount from that Lender - which payment is deemed to be that Lender’s 's Commitment Percentage of that Advance or (ii) if that Lender fails to pay that amount upon demand, then from Company Borrower together with interest at an annual interest rate equal to the rate applicable to the requested Advance during the period from the Advance Date to the date Agent recovers that amount from CompanyBorrower. If any Lender fails to fund its Commitment Percentage in any Advance, the other Lenders shall be entitled, but not obligated, to fund the defaulting Lender’s 's Commitment Percentage in such Advance. Thereafter, the Commitment Percentage of each Lender shall be adjusted accordingly. Nothing in these provisions changes or limits the obligation of each Lender to lend its Commitment Percentage of each Advance. Each Lender assumes the credit risk for amounts lent by Agent pursuant to this Section 2.2(e2.2(c) from the time the Advance is made available to or for the CompanyBorrower, and, after Agent has recovered the amount of interest provided for in clause (i) above of this Section 2.2(e2.2(c), is entitled to interest on such amount lent from such time. (fd) Although no Lender is responsible for the failure of any other Lender to make its Commitment Percentage of any Advance, that failure does not excuse any other Lender from making its Commitment Percentage of that Advance. (ge) To make an Advance, the Agent shall credit the Company’s Borrower's Funding Account upon compliance by the Company Borrower with the terms of this Agreement.

Procedures for Obtaining Advances. (a) The Company may obtain an Advance hereunder subject to the following: (1) The Company may obtain an Advance hereunder, subject to the satisfaction of the conditions set forth in Sections 4.1 and 4.2 hereof, upon compliance with the procedures set forth in this Section 2.2 and in Exhibit “"C” " attached hereto and made a part hereof. hereof Requests ----------- for Advances shall be initiated by the Company (i) by delivering to the AgentLender and its designee, by telecopy, telecopy (with original to be sent immediately thereafter by overnight mail) a completed and signed request for an Advance (an “"Advance Request”") in the form of Exhibit “------- "A” ", attached hereto and made a part hereof, or (ii) by using the --- [*] Confidential Treatment Requested 13 electronic data transmission service provided by the Agent Lender and its licensor, MBMS Incorporated, to transmit to the Agent Lender a request for Advance (“"Electronic Request”"), which shall include all information required by Exhibit “"A” " through the Warehouse Management System ----------- software provided by the Agent Lender and its licensor, MBMS Incorporated. The Agent Lender shall have the right, on not less than three (3) Business Days’ ' prior notice to the Company, to modify the Advance Request, Electronic Request, or any exhibits hereto to conform to current legal requirements or Agent Lender practices, and, as so modified, said Advance Request, Electronic Request or exhibits shall be deemed a part hereof. hereof In consideration of the Lenders Lender permitting the Company to make Electronic Requests for Advances utilizing the Warehouse Management System software or Advance Requests by telecopy, the Company covenants and agrees to assume liability for and to protect, indemnify and save the Lenders and Agent Lender harmless from, any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys’ ' fees and expenses of employees, which may be imposed, incurred by or asserted against the Lenders or Agent Lender by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with (i) any action of any the Lender or the Agent pursuant to Electronic Requests or Advance Requests by telecopy, (ii) the breach of any provisions of this Agreement by the Company, (iii) the transfer of funds pursuant to such Electronic Requests or Advance Requests by telecopy, or (iv) the Agent’s or any Lender’s 's honoring or failing to honor any Electronic Request or Advance Request by telecopy for any reason or no reason whatsoever. The Agent and each Lender are is entitled to rely upon and act upon Electronic Requests or Advance Requests by telecopy, and the Company shall be unconditionally and absolutely estopped from denying (x) the authenticity and validity of any such transaction so acted upon by any the Lender once such the Lender has advanced funds and has deposited or transferred such funds as requested in any such Electronic Request or Advance Request by telecopy, and (y) the Company’s 's liability and responsibility therefor. (b2) In the case of any Wet Settlement Advances, the Company shall follow the procedures and, at or prior to the Lenders’ Lender's making of such Wet Settlement Advance, shall deliver to the Agent Lender or its designee the documents set set-forth in Section II 11 of Exhibit “"C” " hereto. In case ----------- of Collateral financed through a Wet Settlement Advance, the Company shall cause all Collateral Documents to be delivered to the Agent Lender or its designee within five (5) Business Days after the date of the Wet Settlement Advance relating thereto. (c) Before funding, the Agent and its designee shall have a reasonable time to examine such Advance Request and the Collateral Documents to be delivered prior to such requested Advance, as set forth in the applicable Exhibit hereto, and may reject such of them as do not meet the requirements of this Agreement or of the related Purchase Commitment. The Advance Request and the Collateral Documents must be received by Agent no later than 11:00 a.m. Houston, Texas time in order for funding to occur the same day. (d) The Agent shall promptly, and in any case not later than 1:00 p.m. on the date an Advance is to be made, notify each Lender of its receipt of an Advance Request, the matters specified therein, and of such Lender’s Commitment Percentage of the requested Advance. If all conditions precedent to such Advance have been met, each Lender shall remit its Commitment Percentage of any Advance requested in an Advance Request to Agent’s principal office in Houston, Texas, by wire transfer according to Agent’s wire instructions, in funds that are available for immediate use by Agent by 4:00 p.m. on the date such Advance is to be made. (e) Absent contrary written notice from a Lender received by Agent by 2:00 p.m. on the Advance Date, Agent may assume that each Lender has made its Commitment Percentage of an Advance under an Advance Request available to Agent on the Advance Date and may, but is not obligated to, make available to Company a corresponding amount. If a Lender fails to make its Commitment Percentage of that Advance available to Agent on the Advance Date (whether because of that Lender’s default, because that Lender is not open for business on that Business Day, or otherwise) then Agent may recover that amount on demand (i) from that Lender, together with interest at the Federal Funds Rate, during the period from the Advance Date to the date Agent recovers that amount from that Lender - which payment is deemed to be that Lender’s Commitment Percentage of that Advance or (ii) if that Lender fails to pay that amount upon demand, then from Company together with interest at an annual interest rate equal to the rate applicable to the requested Advance during the period from the Advance Date to the date Agent recovers that amount from Company. If any Lender fails to fund its Commitment Percentage in any Advance, the other Lenders shall be entitled, but not obligated, to fund the defaulting Lender’s Commitment Percentage in such Advance. Thereafter, the Commitment Percentage of each Lender shall be adjusted accordingly. Nothing in these provisions changes or limits the obligation of each Lender to lend its Commitment Percentage of each Advance. Each Lender assumes the credit risk for amounts lent by Agent pursuant to this Section 2.2(e) from the time the Advance is made available to or for the Company, and, after Agent has recovered the amount of interest provided for in clause (i) above of this Section 2.2(e), is entitled to interest on such amount lent from such time. (f) Although no Lender is responsible for the failure of any other Lender to make its Commitment Percentage of any Advance, that failure does not excuse any other Lender from making its Commitment Percentage of that Advance. (g) To make an Advance, the Agent shall credit the Company’s Funding Account upon compliance by the Company with the terms of this Agreement.

Procedures for Obtaining Advances. The Company may obtain an Advance hereunder subject to the following: (a) The Company may obtain an Advance hereunder, subject to the satisfaction of the conditions set forth in Sections 4.1 and 4.2 hereof, upon compliance with the procedures set forth in this Section 2.2 and in Exhibit “”C” attached hereto and made a part hereof. Requests for Advances shall be initiated by the Company (i) by delivering to the Agent, by telecopy, a completed and signed request for an Advance (an “Advance Request”) in the form of Exhibit “A” attached hereto and made a part hereof, or (ii) by using the electronic data transmission service provided by the Agent and its licensor, MBMS Incorporated, Lender to transmit to the Agent Lender a request for Advance (“Electronic Request”), which shall include all information required by Exhibit “”A” through the Warehouse Management System software provided by the Agent Lender and its licensor, MBMS Incorporated. The Agent Lender shall have the right, on not less than three (3) Business Days’ prior notice to the Company, to modify the Advance Request, Electronic Request, or any exhibits hereto to conform to current legal requirements or Agent Lender practices, and, as so modified, said Advance Request, Electronic Request or exhibits shall be deemed a part hereof. In consideration of the Lenders Lender permitting the Company to make Electronic Requests for Advances utilizing the Warehouse Management System software or Advance Requests by telecopy, the Company covenants and agrees to assume liability for and to protect, indemnify and save the Lenders and Agent Lender harmless from, any and all liabilities, obligations, damages, penalties, claims, causes of action, costs, charges and expenses, including attorneys’ fees and expenses of employees, which may be imposed, incurred by or asserted against the Lenders or Agent Lender by reason of any loss, damage or claim howsoever arising or incurred because of, out of or in connection with (i) any action of any the Lender or the Agent pursuant to Electronic Requests or Advance Requests by telecopy, (ii) the breach of any provisions of this Agreement by the Company, (iii) the transfer of funds pursuant to such Electronic Requests or Advance Requests by telecopy, or (iv) the Agent’s or any Lender’s honoring or failing to honor any Electronic Request or Advance Request by telecopy for any reason or no reason whatsoever. The Agent and each Lender are is entitled to rely upon and act upon Electronic Requests or Advance Requests by telecopy, and the Company shall be unconditionally and absolutely estopped from denying (x) the authenticity and validity of any such transaction so acted upon by any the Lender once such the Lender has advanced funds and has deposited or transferred such funds as requested in any such Electronic Request or Advance Request by telecopy, and (y) the Company’s liability and responsibility therefor. (b1) In the case of any Wet Settlement Advances, the Company shall follow the procedures and, at or prior to the Lenders’ Lender’s making of such Wet Settlement Advance, shall deliver to the Agent Lender or its designee the documents set forth in Section II of Exhibit “”C” hereto. In case of Collateral financed through a Wet Settlement Advance, the Company shall cause all Collateral Documents to be delivered to the Agent Lender or its designee within five seven (57) Business Days after the date of the Wet Settlement Advance relating thereto. (c2) Before funding, the Agent Lender and its designee shall have a reasonable time to examine such Advance Request and the Collateral Documents to be delivered prior to such requested Advance, as set forth in the applicable Exhibit hereto, and may reject such of them as do not meet the requirements of this Agreement or of the related Purchase Commitment. The Advance Request and the Collateral Documents must be received by Agent Lender no later than 11:00 a.m. 2:00 p.m. Houston, Texas time in order for funding to occur the same day. (d) The Agent shall promptly, and in any case not later than 1:00 p.m. on the date an Advance is to be made, notify each Lender of its receipt of an Advance Request, the matters specified therein, and of such Lender’s Commitment Percentage of the requested Advance. If day provided that all conditions precedent to such Advance have been met, each Lender shall remit its Commitment Percentage of any Advance requested in an Advance Request to Agent’s principal office in Houston, Texas, by wire transfer according to Agent’s wire instructions, in funds that are available for immediate use by Agent by 4:00 p.m. on the date such Advance is to be madesatisfied. (e) Absent contrary written notice from a Lender received by Agent by 2:00 p.m. on the Advance Date, Agent may assume that each Lender has made its Commitment Percentage of an Advance under an Advance Request available to Agent on the Advance Date and may, but is not obligated to, make available to Company a corresponding amount. If a Lender fails to make its Commitment Percentage of that Advance available to Agent on the Advance Date (whether because of that Lender’s default, because that Lender is not open for business on that Business Day, or otherwise) then Agent may recover that amount on demand (i) from that Lender, together with interest at the Federal Funds Rate, during the period from the Advance Date to the date Agent recovers that amount from that Lender - which payment is deemed to be that Lender’s Commitment Percentage of that Advance or (ii) if that Lender fails to pay that amount upon demand, then from Company together with interest at an annual interest rate equal to the rate applicable to the requested Advance during the period from the Advance Date to the date Agent recovers that amount from Company. If any Lender fails to fund its Commitment Percentage in any Advance, the other Lenders shall be entitled, but not obligated, to fund the defaulting Lender’s Commitment Percentage in such Advance. Thereafter, the Commitment Percentage of each Lender shall be adjusted accordingly. Nothing in these provisions changes or limits the obligation of each Lender to lend its Commitment Percentage of each Advance. Each Lender assumes the credit risk for amounts lent by Agent pursuant to this Section 2.2(e) from the time the Advance is made available to or for the Company, and, after Agent has recovered the amount of interest provided for in clause (i) above of this Section 2.2(e), is entitled to interest on such amount lent from such time. (f) Although no Lender is responsible for the failure of any other Lender to make its Commitment Percentage of any Advance, that failure does not excuse any other Lender from making its Commitment Percentage of that Advance. (gb) To make an Advance, the Agent Lender shall credit the Company’s Funding Account upon compliance by the Company with the terms of this Agreement.