Common use of Revolving Credit Commitment Clause in Contracts

Revolving Credit Commitment. Subject to the terms and conditions hereof, the Lender agrees to extend a Revolving Credit to each Borrower which may be availed of by each Borrower from time to time during the period from and including the date hereof to but not including the Termination Date (the “Commitment Period”), at which time the commitment of the Lender to extend credit under the Revolving Credit shall expire. The maximum amount of the Revolving Credit which the Lender agrees to extend to the Borrowers shall be the Lender’s Commitment as then in effect. The Revolving Credit may be utilized by the Borrowers in the form of Loans, all as more fully hereinafter set forth, provided that, the aggregate principal amount of Loans outstanding at any one time shall not exceed the Commitment and the maximum aggregate amount of all Loans made to any Borrower at any one time outstanding shall not exceed the lesser of (a) the Commitment, and (b) such Borrower’s Borrowing Limit. During the Commitment Period, each Borrower may utilize the Revolving Credit by borrowing, repaying and reborrowing Loans in whole or in part, all in accordance with the terms and conditions of this Agreement. Loans shall be made available to the Borrowers on a first come, first served basis, provided, that, if the amount of Loans which some or all Borrowers would otherwise request on the same Business Day would exceed the Available Commitment, the Available Commitment will be apportioned among the Borrowers in accordance with resolutions adopted by the boards of directors of the Borrowers and the results of such apportionment will be reported in writing to the Lender by the Adviser.

Revolving Credit Commitment. Subject to the terms and conditions hereof, the Lender agrees to extend a revolving credit (the “Revolving Credit Credit”) to each Borrower which may be availed of by each Borrower from time to time during the period from and including the date hereof to but not including the Termination Date (the “Commitment Period”), at which time the commitment of the Lender to extend credit under the Revolving Credit shall expire. The maximum amount of the Revolving Credit which the Lender agrees to extend to the Borrowers shall be the Lender’s Commitment as then in effect. The Revolving Credit may be utilized by the Borrowers in the form of Loans, all as more fully hereinafter set forth, provided provided, that, the aggregate principal amount of all Loans to all Borrowers outstanding at any one time shall not exceed the Commitment and the maximum aggregate amount of all Loans made to any Borrower at any one time outstanding shall not exceed the lesser of (a) the Commitment, and (b) such Borrower’s Borrowing Limit. During the Commitment Period, each Borrower may utilize the Revolving Credit by borrowing, repaying and reborrowing Loans in whole or in part, all in accordance with the terms and conditions of this Agreement. Loans shall be made available to the Borrowers on a first come, first served basis, provided, that, if the amount of Loans which some or all Borrowers would otherwise request on the same Business Day would exceed the Available Commitment, the Available Commitment will be apportioned among the Borrowers in accordance with resolutions adopted by the boards of directors of the Borrowers and the results of such apportionment will be reported in writing to the Lender by the Adviser.

Revolving Credit Commitment. Subject to the terms and conditions hereofset forth in this Agreement and so long as no Default or Event of Default has occurred and is continuing, during the Revolving Credit Period, each Lender severally agrees to make such loans to Borrower (individually, an “Revolving Credit Loan” and collectively, the Lender agrees to extend a “Revolving Credit to each Loans”) as Borrower which may be availed of by each Borrower from time to time during request pursuant to Section 2.07. Each Revolving Credit Loan under this Section 2.01 which is a Revolving Credit LIBOR Loan shall be for an aggregate principal amount of at least $1,000,000 or any larger multiple of $100,000. Each Revolving Credit Loan under this Section 2.01 which is a Revolving Credit ABR Loan shall be for an aggregate principal amount of at least $100,000 or any larger multiple of $25,000. The aggregate principal amount of Revolving Credit Loans that each Lender shall be required to have outstanding under this Agreement as of any date shall not exceed the period from and including the date hereof product of (i) a percentage equal to but not including the Termination Date (the “Commitment Period”), at which time the commitment such Lender’s Pro Rata Share of the total Revolving Credit Commitments of all of the Lenders multiplied by (ii) the sum of (A) the total Revolving Credit Commitments of all of the Lenders as of such date, minus (B) the aggregate principal amount of Swing Line Loans outstanding as of such date minus (C) the aggregate undrawn face amount of all Letters of Credit outstanding as of such date plus all unreimbursed drawings with respect thereto; provided, however, that in no event shall (i) the Total Revolving Credit Outstandings as of any date exceed the total Revolving Credit Commitments of all of the Lenders as of such date or (ii) the sum of (A) the aggregate principal amount of all outstanding Revolving Credit Loans made by any Lender plus (B) such Lender’s Pro Rata Share of the aggregate outstanding Swing Line Loans plus (B) such Lender’s Pro Rata Share of the aggregate undrawn face amount of all outstanding Letters of Credit plus all unreimbursed drawings with respect thereto exceed the amount of such Lender’s Revolving Credit Commitment. Each Revolving Credit Loan under this Section 2.01 shall be made from the several Lenders ratably in proportion to extend credit their respective Pro Rata Shares. Within the foregoing limits, Borrower may borrow under this Section 2.01, prepay under Section 2.14 and reborrow at any time during the Revolving Credit Period under this Section 2.01. All Revolving Credit Loans not paid prior to the last day of the Revolving Credit Period, together with all accrued and unpaid interest thereon and all fees and other amounts owing by Borrower to the Agent and/or the Lenders with respect thereto, shall expirebe due and payable on the last day of the Revolving Credit Period. The maximum failure of any Lender to make any Revolving Credit Loan required under this Agreement shall not release any other Lender from its obligation to make Revolving Credit Loans as provided herein. If the total Revolving Credit Commitments of all of the Lenders on any date should be less than the Total Revolving Credit Outstandings on such date, whether as a result of Borrower’s election to decrease the amount of the Revolving Credit Commitments of the Lenders pursuant to following paragraph or otherwise, Borrower shall be automatically required (without demand or notice of any kind by the Agent or any Lender, all of which are hereby expressly waived by Borrower) to immediately repay the Lender agrees Revolving Credit Loans and/or the Swing Line Loans and/or surrender for cancellation the outstanding Letters of Credit, in either case in an amount sufficient to extend reduce the amount of the Total Revolving Credit Outstandings to an amount equal to or less than the total Revolving Credit Commitments of all of the Lenders. Borrower may, upon three (3) Domestic Business Days’ prior written notice to the Borrowers shall be the Agent and each Lender’s Commitment as then in effect. The Revolving Credit may be utilized by the Borrowers in the form of Loans, all as more fully hereinafter set forth, provided that, the aggregate principal amount of Loans outstanding terminate entirely at any one time, or proportionately reduce from time shall not exceed to time on a pro rata basis among the Commitment and the maximum Lenders based on their respective Pro Rata Shares by an aggregate amount of all Loans made to $500,000 or any Borrower at any one time outstanding shall not exceed larger multiple of $25,000 the lesser unused portions of (a) the Commitment, and (b) such Borrower’s Borrowing Limit. During the Commitment Period, each Borrower may utilize the Revolving Credit by borrowingCommitments; provided, repaying however, that (i) at no time shall the Revolving Credit Commitments be reduced to a figure less than the Total Revolving Credit Outstandings, (ii) at no time shall the Revolving Credit Commitments be reduced to a figure not less than $25,000,000 and reborrowing Loans in whole (iii) any such termination or in part, all in accordance with the terms and conditions of this Agreement. Loans reduction shall be made available permanent and Borrower shall have no right to thereafter reinstate or increase, as the Borrowers on a first come, first served basis, provided, that, if the amount of Loans which some or all Borrowers would otherwise request on the same Business Day would exceed the Available Commitmentcase may be, the Available Revolving Credit Commitment will be apportioned among the Borrowers in accordance with resolutions adopted by the boards of directors of the Borrowers and the results of such apportionment will be reported in writing to the Lender by the Adviserany Lender.

Revolving Credit Commitment. Subject to the terms and conditions hereof, the Lender agrees to extend a Revolving Credit to each Borrower which may be availed of by each Borrower from time to time during the period from and including the date hereof to but not including the Termination Date (the “Commitment Period”), at which time the commitment of the Lender to extend credit under the Revolving Credit shall expire. The maximum amount of the Revolving Credit which the Lender agrees to extend to the Borrowers shall be the Lender’s Commitment as then in effect. The Revolving Credit may be utilized by the Borrowers in the form of Loans, all as more fully hereinafter set forth, provided that, the aggregate principal amount of Loans outstanding at any one time shall not exceed the Commitment and the maximum aggregate amount of all Loans made to any Borrower at any one time outstanding shall not exceed the lesser of (a) the Commitment, and (b) such Borrower’s Borrowing Limit. During the Commitment Period, each Borrower may utilize the Revolving Credit by borrowing, repaying and reborrowing Loans in whole or in part, all in accordance with the terms and conditions of this Agreement, each Lender severally agrees to make Advances to the Borrowers, from time to time from the Closing Date until the Revolving Credit Termination Date, on a pro rata basis as to the total borrowing requested by the Borrowers under the Revolving Credit Facility on any day determined by its Applicable Commitment Percentage up to but not exceeding the Revolving Credit Commitment of such Lender, provided, however, that the Lenders will not be required and shall have no obligation to make any Advance (i) so long as not all of the conditions under Section 5.02 hereof have been fulfilled, (ii) so long as a Default or an Event of Default has occurred and is continuing or (iii) if the Administrative Agent has accelerated the maturity of the Revolving Credit Notes as a result of an Event of Default; provided further, however, that immediately after giving effect to each such Advance, the principal amount of Outstanding Credit Obligations shall not exceed the Total Revolving Credit Commitment. Loans Within such limits, the Borrowers may borrow, repay and reborrow hereunder, on a Business Day in the case of a Base Rate Loan and on a Business Day in the case of a Eurodollar Loan, from the Closing Date until, but (as to borrowings and reborrowings) not including, the Revolving Credit Termination Date; provided, however, that (x) no Eurodollar Loan that is a Revolving Credit Loan shall be made available which has an Interest Period that extends beyond the Revolving Credit Termination Date and (y) each Eurodollar Loan may, subject to the Borrowers on a first comeprovisions of Section 2.11, first served basis, provided, that, if the amount of Loans which some or all Borrowers would otherwise request be repaid only on the same Business Day would exceed the Available Commitment, the Available Commitment will be apportioned among the Borrowers in accordance with resolutions adopted by the boards of directors last day of the Borrowers and the results of such apportionment will be reported in writing to the Lender by the AdviserInterest Period with respect thereto.

Revolving Credit Commitment. Subject to The Lender hereby agrees on the terms and conditions hereof, of this Agreement to lend to the Lender agrees to extend a Borrowers the maximum sum of Eight Million Dollars ($8,000,000) (the “Revolving Credit Commitment”). The Revolving Credit Commitment shall be available to each Borrower which may be availed of by each Borrower the Borrowers, subject to the limitations herein, in whole or part and from time to time during the period from until September 30, 2005, and including the date hereof to but not including the Termination Date (the “Commitment Period”), at which time the commitment of the Lender to extend credit any amounts borrowed may be repaid in whole or in part and reborrowed until such date. Each borrowing under the Revolving Credit Commitment shall expire. The maximum be made in accordance with the provisions of this Section 2.1, and shall be subject to the conditions of Article 5 hereof, and shall be in the initial principal amount of the $100,000 or any integral multiple of $100,000 (a “Revolving Credit which the Lender agrees to extend to the Borrowers shall be the Lender’s Commitment as then in effectLoan”). The Each Revolving Credit may Loan to be utilized by made in accordance with the Borrowers provisions of this Section 2.1 shall, at the election of the Borrowers, be made either in the form of Loans(i) a Variable Rate Loan (individually, all as more fully hereinafter set forth, provided thata “Variable Rate Loan” and collectively, the aggregate “Variable Rate Loans”) or (ii) a Eurodollar Rate Loan (individually, a “Eurodollar Rate Loan” and collectively, the “Eurodollar Rate Loans”); provided, however, that the Borrowers shall not be permitted to have outstanding at any time more than a total of eight (8) Eurodollar Rate Loans and Eurodollar Rate Portions of the Term Loan, except as otherwise permitted by the Lender in its sole discretion. Notwithstanding the foregoing, each Eurodollar Rate Loan shall be in the initial principal amount of $1,000,000 or any integral multiple of $100,000. The aggregate unpaid principal amount of the Variable Rate Loans outstanding at any one time shall not exceed the Commitment and the maximum aggregate amount of all Eurodollar Rate Loans made to any Borrower at any one time outstanding shall not exceed the lesser Revolving Credit Commitment. Each Revolving Credit Loan shall be made pursuant to the request of the Borrowers to the Lender which request for a Revolving Credit Loan shall specify (ai) the Commitment, and (b) such Borrower’s Borrowing Limit. During the Commitment Period, each Borrower may utilize total amount of the Revolving Credit by borrowingLoan; (ii) the borrowing date (the “Borrowing Date”), repaying which shall be a Business Day in the case of a Variable Rate Loan and reborrowing a Eurodollar Banking Day in the case of a Eurodollar Rate Loan; and (iii) whether the Revolving Credit Loan is to be a Variable Rate Loan or a Eurodollar Rate Loan (and in the case of a Eurodollar Rate Loan, the length of the Interest Period). Requests for Variable Rate Loans in whole or in part, all in accordance with may be made on the terms and conditions of this Agreementapplicable Borrowing Date. Requests for Eurodollar Rate Loans shall be made available at least three (3) Eurodollar Banking Days prior to the applicable Borrowing Date. In the case of a request for a Eurodollar Rate Loan, the Lender shall not later than 11:00 a.m., Columbus, Ohio time two (2) Eurodollar Banking Days prior to the Borrowing Date, give notice to the Borrowers on a first come, first served basis, provided, that, if of the amount of Loans which some or all Borrowers would otherwise request on Adjusted Eurodollar Rate (including information as to the same Business Day would exceed calculation thereof) applicable for the Available Commitment, the Available Commitment will be apportioned among the Borrowers in accordance with resolutions adopted period requested by the boards of directors of Borrowers. The Borrowers shall not later than 11:00 a.m., Columbus, Ohio time one (1) Eurodollar Banking Day prior to the Borrowers and the results of such apportionment will be reported Borrowing Date, give notice by telephone confirmed in writing to the Lender whether they wish (i) to complete such borrowing in the form of a Eurodollar Rate Loan; (ii) to complete such borrowing as a Variable Rate Loan; or (iii) to cancel their request for a Revolving Credit Loan. Failure by the AdviserBorrowers to timely deliver such notice shall constitute cancellation of such request.

Revolving Credit Commitment. Subject to the terms and conditions hereofherein set forth, each Committed Lender severally agrees, on any Business Day during the Lender agrees Availability Period, to extend make Syndicated Loans to the Borrower Parties, in Dollars or in one or more Alternative Currencies, on a Revolving Credit to each Borrower which may be availed of by each Borrower several basis, at any time and from time to time during the period from and including the date hereof in an aggregate principal amount up to but such Committed Lender’s Commitment at any such time; provided, however, that after making any such Loans: (a) such Committed Lender’s Principal Obligation would not including the Termination Date (the “Commitment Period”), at which time the commitment of the Lender to extend credit under the Revolving Credit shall expire. The maximum amount of the Revolving Credit which the Lender agrees to extend to the Borrowers shall be the exceed such Committed Lender’s Commitment as then in effect. The Revolving Credit may be utilized by of such date; (b) the Borrowers in the form Principal Obligation of Loans, all as more fully hereinafter set forth, provided that, the aggregate principal amount of Loans outstanding at any one time shall such Committed Lender’s Lender Group would not exceed the Commitment aggregate applicable Lender Group Limit of such Lender Group; and the maximum aggregate amount of all Loans made to any Borrower at any one time outstanding shall not exceed the lesser of (ac) the Commitment, and (b) such Borrower’s Borrowing Limit. During the Commitment Period, each Borrower may utilize the Revolving Credit by borrowing, repaying and reborrowing Loans in whole or in part, all in accordance with the terms and conditions of this Agreement. Loans shall be made available to the Borrowers on a first come, first served basis, provided, that, if the amount of Loans which some or all Borrowers Principal Obligation would otherwise request on the same Business Day would not exceed the Available Commitment. Subject to the foregoing limitation, the Available Commitment will conditions set forth in Section 7 and the other terms and conditions hereof, the Borrower Parties may borrow, repay without penalty or premium (subject to Section 4.05), and re-borrow hereunder, during the Availability Period. Each Borrowing pursuant to this Section 2.01 shall be apportioned among the Borrowers funded ratably by each Lender Group in accordance with resolutions adopted its Applicable Percentage and, if applicable, by a Committed Lender in a particular Lender Group in accordance with such Committed Lender’s Applicable Percentage. No Lender shall be obligated to fund any Loan if the boards of directors of interest rate applicable thereto hereunder would exceed the Borrowers and the results of Maximum Rate in effect with respect to such apportionment will be reported in writing to the Lender by the AdviserLoan.

Revolving Credit Commitment. Subject The Borrowers may, upon notice to the terms and conditions hereofAdministrative Agent from the Borrower Agent, terminate the Aggregate Revolving Credit Commitments, the Lender agrees to extend a Revolving Letter of Credit to each Borrower which may be availed of by each Borrower Sublimit or the Swing Line Sublimit, or from time to time during permanently reduce the period from and including Aggregate Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 A.M. five Business Days prior to the date hereof of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $5,000,000 or any whole multiple of $5,000,000 in excess thereof, (iii) the Borrowers shall not terminate or reduce (A) the Aggregate Revolving Credit Commitments if, after giving effect thereto and to but any concurrent prepayments hereunder, the Total Revolving Credit Outstandings would exceed the Aggregate Revolving Credit Commitments, (B) the Letter of Credit Sublimit if, after giving effect thereto, the Outstanding Amount of Letter of Credit Obligations not including fully Cash Collateralized hereunder would exceed the Termination Date Letter of Credit Sublimit, or (C) the “Commitment Period”)Swing Line Sublimit if, at which time after giving effect thereto and to any concurrent prepayments hereunder, the commitment Outstanding Amount of Swing Line Loans would exceed the Swing Line Sublimit and (iv) if, after giving effect to any reduction or termination of the Lender Aggregate Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving Credit Commitments, such Sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Aggregate Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit. Any reduction of the Aggregate Revolving Credit Commitments shall be applied to extend credit under the Revolving Credit shall expireCommitment of each Revolving Credit Lender according to its Applicable Revolving Credit Percentage. The maximum amount All fees accrued until the effective date of any termination of the Aggregate Revolving Credit which the Lender agrees to extend to the Borrowers Commitments shall be the Lender’s Commitment as then in effect. The Revolving Credit may be utilized by the Borrowers in the form of Loans, all as more fully hereinafter set forth, provided that, the aggregate principal amount of Loans outstanding at any one time shall not exceed the Commitment and the maximum aggregate amount of all Loans made to any Borrower at any one time outstanding shall not exceed the lesser of (a) the Commitment, and (b) such Borrower’s Borrowing Limit. During the Commitment Period, each Borrower may utilize the Revolving Credit by borrowing, repaying and reborrowing Loans in whole or in part, all in accordance with the terms and conditions of this Agreement. Loans shall be made available to the Borrowers on a first come, first served basis, provided, that, if the amount of Loans which some or all Borrowers would otherwise request paid on the same Business Day would exceed the Available Commitment, the Available Commitment will be apportioned among the Borrowers in accordance with resolutions adopted by the boards of directors of the Borrowers and the results effective date of such apportionment will be reported in writing to the Lender by the Advisertermination.

Revolving Credit Commitment. Subject to the terms and conditions hereof, the Lender agrees to extend a Revolving Credit to each Borrower which may be availed of by each Borrower from time to time during the period from and including the date hereof to but not including the Termination Date (the “"Commitment Period”"), at which time the commitment of the Lender to extend credit under the Revolving Credit shall expire. The maximum amount of the Revolving Credit which the Lender agrees to extend to the Borrowers shall be the Lender’s 's Commitment as then in effect. The Revolving Credit may be utilized by the Borrowers in the form of Loans, all as more fully hereinafter set forth, provided provided, that, the aggregate principal amount of Loans outstanding at any one time shall not exceed the Commitment and the maximum aggregate amount of all Loans made to any Borrower at any one time outstanding shall not exceed the lesser of (a) the Commitment, and (b) such Borrower’s 's Borrowing Limit. During the Commitment Period, each Borrower may utilize the Revolving Credit by borrowing, repaying and reborrowing Loans in whole or in part, all in accordance with the terms and conditions of this Agreement. Loans shall be made available to the Borrowers on a first come, first served basis, provided, that, if the amount of Loans which some or all Borrowers would otherwise request on the same Business Day would exceed the Available Commitment, the Available Commitment will be apportioned among the Borrowers in accordance with resolutions adopted by the boards of directors of the Borrowers and the results of such apportionment will be reported in writing to the Lender by the Adviser.

Revolving Credit Commitment. Subject to the terms and conditions hereofherein set forth, each Committed Lender severally agrees, on any Business Day during the Lender agrees Availability Period, to extend make Syndicated Loans to the Borrower Parties, in Dollars or in one or more Alternative Currencies, on a Revolving Credit to each Borrower which may be availed of by each Borrower several basis, at any time and from time to time during the period from and including the date hereof in an aggregate principal amount up to but such Committed Lender’s Commitment at any such time; provided, however, that after making any such Loans: (a) such Committed Lender’s Principal Obligation would not including the Termination Date (the “Commitment Period”), at which time the commitment of the Lender to extend credit under the Revolving Credit shall expire. The maximum amount of the Revolving Credit which the Lender agrees to extend to the Borrowers shall be the exceed such Committed Lender’s Commitment as then in effect. The Revolving Credit may be utilized by of such date; (b) the Borrowers in the form Principal Obligation of Loans, all as more fully hereinafter set forth, provided that, the aggregate principal amount of Loans outstanding at any one time shall such Committed Lender’s Lender Group would not exceed the Commitment and the maximum aggregate amount applicable Lender Group Limit of all Loans made to any Borrower at any one time outstanding shall not exceed the lesser of such Lender Group; (ac) the Commitment, and (b) such Borrower’s Borrowing Limit. During the Commitment Period, each Borrower may utilize the Revolving Credit by borrowing, repaying and reborrowing Loans in whole or in part, all in accordance with the terms and conditions of this Agreement. Loans shall be made available to the Borrowers on a first come, first served basis, provided, that, if the amount of Loans which some or all Borrowers Principal Obligation would otherwise request on the same Business Day would not exceed the Available Commitment; and (d) the Dollar Equivalent of the amount of the Principal Obligation that is denominated in Alternative Currencies would not exceed twenty-five percent (25%) of the Maximum Commitment. Subject to the foregoing limitation, the Available Commitment will conditions set forth in Section 7 and the other terms and conditions hereof, the Borrower Parties may borrow, repay without penalty or premium (subject to Section 4.05), and re-borrow hereunder, during the Availability Period. Each Borrowing pursuant to this Section 2.01 shall be apportioned among the Borrowers funded ratably by each Lender Group in accordance with resolutions adopted its Applicable Percentage and, if applicable, by a Committed Lender in a particular Lender Group in accordance with such Committed Lender’s Applicable Percentage. No Lender shall be obligated to fund any Loan if the boards of directors of interest rate applicable thereto hereunder would exceed the Borrowers and the results of Maximum Rate in effect with respect to such apportionment will be reported in writing to the Lender by the AdviserLoan.

Revolving Credit Commitment. Subject to the terms and conditions hereofherein set forth, each Committed Lender severally agrees, on any Business Day during the Lender agrees Availability Period, to extend make Syndicated Loans to the Borrower Parties, on a Revolving Credit to each Borrower which may be availed of by each Borrower several basis, at any time and from time to time during the period from and including the date hereof in an aggregate principal amount up to but such Committed Lender’s Commitment at any such time; provided, however, that after making any such Loans: (a) such Committed Lender’s Principal Obligation would not including the Termination Date (the “Commitment Period”), at which time the commitment of the Lender to extend credit under the Revolving Credit shall expire. The maximum amount of the Revolving Credit which the Lender agrees to extend to the Borrowers shall be the exceed such Committed Lender’s Commitment as then in effect. The Revolving Credit may be utilized by of such date; (b) the Borrowers in the form Principal Obligation of Loans, all as more fully hereinafter set forth, provided that, the aggregate principal amount of Loans outstanding at any one time shall such Committed Lender’s Lender Group would not exceed the Commitment aggregate applicable Lender Group Limit of such Lender Group; and the maximum aggregate amount of all Loans made to any Borrower at any one time outstanding shall not exceed the lesser of (ac) the Commitment, and (b) such Borrower’s Borrowing Limit. During the Commitment Period, each Borrower may utilize the Revolving Credit by borrowing, repaying and reborrowing Loans in whole or in part, all in accordance with the terms and conditions of this Agreement. Loans shall be made available to the Borrowers on a first come, first served basis, provided, that, if the amount of Loans which some or all Borrowers Principal Obligation would otherwise request on the same Business Day would not exceed the Available Commitment. Subject to the foregoing limitation, the Available Commitment will conditions set forth in Section 7 and the other terms and conditions hereof, the Borrower Parties may borrow, repay without penalty or premium (subject to Section 4.05), and re-borrow hereunder, during the Availability Period. Each Borrowing pursuant to this Section 2.01 shall be apportioned among the Borrowers funded ratably by each Lender Group in accordance with resolutions adopted its Applicable Percentage and, if applicable, by a Committed Lender in a particular Lender Group in accordance with such Committed Lender’s Applicable Percentage. No Lender shall be obligated to fund any Loan if the boards of directors of interest rate applicable thereto hereunder would exceed the Borrowers and the results of Maximum Rate in effect with respect to such apportionment will be reported in writing to the Lender by the AdviserLoan.

Revolving Credit Commitment. Subject to the terms and conditions hereofof this Agreement, from the date of this Agreement to but excluding June 1, 2005 (the "Revolving Credit Commitment Termination Date"), provided that no Event of Default then has occurred and is continuing, Bank will make loans (collectively, the Lender agrees "Revolving Loans" and individually, a "Revolving Loan") to extend a Revolving Credit to each Borrower which as Borrower may be availed of by each Borrower request from time to time during the period from and including the date hereof to but not including the Termination Date (the “Commitment Period”)time; provided, at which time the commitment of the Lender to extend credit under the Revolving Credit shall expire. The maximum amount of the Revolving Credit which the Lender agrees to extend to the Borrowers shall be the Lender’s Commitment as then in effect. The Revolving Credit may be utilized by the Borrowers in the form of Loanshowever, all as more fully hereinafter set forth, provided that, that the aggregate principal amount of all such Revolving Loans outstanding at any one time shall not exceed Seven Million Five Hundred Thousand Dollars ($7,500,000) (the "Revolving Credit Commitment"). Within the limits of time and amount set forth in this Section 2.1, Borrower may borrow, repay and reborrow Revolving Loans under the Revolving Credit Commitment. All Revolving Loans shall be requested before the Revolving Credit Commitment Termination Date, on which date all unpaid principal of and accrued interest on all Revolving Loans shall be due and payable. Borrower's obligation to repay the maximum aggregate principal amount of all Loans made Revolving Loans, together with accrued interest thereon, shall be evidenced by a promissory note issued by Borrower in favor of Bank (the "Revolving Note") on the standard form used by Bank to any evidence its commercial loans. The Revolving Note shall replace and supersede that certain replacement Revolving Note dated as of May 1, 2002, issued by Borrower at any one time outstanding in favor of Bank pursuant to the Prior Agreement. Bank shall not exceed enter the lesser amount of (a) the Commitmenteach Revolving Loan, and (b) any payments thereof, in its books and records, and such Borrower’s Borrowing Limit. During entries shall be prima facie evidence of the Commitment Period, each Borrower may utilize amount outstanding under the Revolving Credit by borrowing, repaying Commitment. The failure of Bank to make any notation in its books and reborrowing Loans records shall not discharge Borrower of its obligation to repay in whole or in part, full with interest all in accordance with amounts borrowed hereunder. The proceeds of the terms and conditions of this Agreement. Revolving Loans shall be made available disbursed for the purposes set forth in Section 2.4(a) hereof pursuant to the Borrowers disbursement instructions provided to Bank on a first come, first served basis, provided, that, if the amount of Loans which some or all Borrowers would otherwise request on the same Business Day would exceed the Available Commitment, the Available Commitment will be apportioned among the Borrowers in accordance with resolutions adopted by the boards of directors of the Borrowers and the results of such apportionment will be reported in writing to the Lender by the AdviserBank's standard form therefor.

Revolving Credit Commitment. Subject to the terms and conditions hereofof this Agreement, from the effective date of the Second Amendment to this Agreement to but excluding the Revolving Credit Commitment Termination Date, provided that no Event of Default then has occurred and is continuing, Bank will make one or more revolving loans (collectively, the Lender agrees ‘Revolving Loans’ and individually, a ‘Revolving Loan’) to extend a Revolving Credit to each Borrower which as Borrower may be availed of by each Borrower request from time to time during the period from and including the date hereof to but not including the Termination Date time; provided, however, that (the “Commitment Period”), at which time the commitment of the Lender to extend credit under the Revolving Credit shall expire. The maximum amount of the Revolving Credit which the Lender agrees to extend to the Borrowers shall be the Lender’s Commitment as then in effect. The Revolving Credit may be utilized by the Borrowers in the form of Loans, all as more fully hereinafter set forth, provided that, a) the aggregate outstanding principal amount of all such Revolving Loans outstanding at any one time shall not exceed Thirty-Five Million Dollars ($35,000,000) (the Commitment and the maximum aggregate amount of all Loans made to any Borrower at any one time outstanding shall not exceed the lesser of (a“Revolving Credit Commitment”) the Commitment, and (b) the aggregate principal amount of all Revolving Loans made by Bank to Borrower during the term of this Agreement, the proceeds of which are used by Borrower for the purpose of consummating a Permitted Acquisition, shall not exceed Fifteen Million Dollars ($15,000,000). Each Revolving Loan requested and made hereunder which bears interest at a rate based upon the Base Interest Rate (as such Borrower’s Borrowing Limitterm is defined in the Revolving Note) shall be in a principal amount of not less than Five Hundred Thousand Dollars ($500,000). During Each Revolving Loan requested and made hereunder which bears interest at a rate based upon the Commitment PeriodReference Rate (as such term is defined in the Revolving Note) shall be in a principal amount of not less than One Hundred Thousand Dollars ($100,000). Within the limits of time and amount set forth in this Section 2.1, each Borrower may utilize borrow, repay and reborrow Revolving Loans under the Revolving Credit by borrowing, repaying and reborrowing Loans in whole or in part, all in accordance with the terms and conditions of this AgreementCommitment. All Revolving Loans shall be made available requested before the Revolving Credit Commitment Termination Date, on which date all outstanding principal of and accrued but unpaid interest on all Revolving Loans shall be due and payable. Borrower’s obligation to repay the Borrowers outstanding principal amount of all Revolving Loans, together with accrued but unpaid interest thereon, shall be evidenced by a promissory note issued by Borrower in favor of Bank (the ‘Revolving Note’) on a first come, first served basis, provided, that, if the standard form used by Bank to evidence its commercial loans. Bank shall enter the amount of Loans which some or all Borrowers would otherwise request on the same Business Day would exceed the Available Commitmenteach Revolving Loan, the Available Commitment will and any payments thereof, in its books and records, and such entries shall be apportioned among the Borrowers in accordance with resolutions adopted by the boards of directors prima facie evidence of the Borrowers principal amount outstanding under the Revolving Credit Commitment. The failure of Bank to make any notation in its books and records shall not discharge Borrower of its obligation to repay in full with interest all amounts borrowed hereunder. The proceeds of the results Revolving Loans shall be disbursed pursuant to an Authorization to Disburse, on Bank’s standard form therefor, executed and delivered by Borrower to Bank, and used by Borrower for any of such apportionment will be reported the purposes set forth in writing to the Lender by the AdviserSection 2.3(a) hereinbelow.”

Revolving Credit Commitment. Subject to the terms and conditions hereofset forth herein, the Lender agrees to extend make loans (each such loan, a “Revolving Credit Loan”) to each Borrower which may be availed of by each the Borrower from time to time time, on any Business Day during the period from and including the date hereof to but not including the Termination Date (the “Commitment Period”), at which time the commitment of the Lender to extend credit under Availability Period for the Revolving Credit Commitment, in an aggregate amount not to exceed at any time outstanding the amount of the Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Loan, the aggregate outstanding amount of all Revolving Loans plus any outstanding Letters of Credit (whether or not drawn) shall expirenot exceed the Revolving Credit Commitment. The maximum amount Within the limits of the Revolving Credit which the Lender agrees to extend to the Borrowers shall be the Lender’s Commitment as then in effect. The Revolving Credit may be utilized by the Borrowers in the form of Loans, all as more fully hereinafter set forth, provided that, the aggregate principal amount of Loans outstanding at any one time shall not exceed the Commitment and the maximum aggregate amount of all Loans made to any Borrower at any one time outstanding shall not exceed the lesser of (a) the Commitment, and (b) such subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01(a), prepay under Section 2.03, and reborrow under this Section 2.01(a). The Borrower’s Borrowing Limit. During obligation to pay the Commitment Periodprincipal of, each Borrower may utilize and interest on, the Revolving Loans shall be evidenced by the records of the Lender and by the Revolving Credit by borrowingNote. The entries made in such records shall be prima facie evidence of the existence and amounts of the obligations of the Borrower therein recorded; provided, repaying that the failure or delay of the Lender in maintaining or making entries into any such record or any error therein shall not in any manner affect the obligation of the Borrower to repay the Revolving Loans (both principal and reborrowing Loans in whole or in part, all unpaid accrued interest) in accordance with the terms and conditions of this Agreement. Loans shall be made available to the Borrowers on a first come, first served basis, provided, that, if the amount of Loans which some or all Borrowers would otherwise request The Revolving Credit Commitment may include an investment and/or borrowing sweep feature on the same Business Day would exceed terms and conditions of the Available CommitmentSweep Agreement, the Available Commitment terms of which are hereby incorporated in this Agreement by reference. The Sweep Agreement will be apportioned among the Borrowers remain in effect until such time (if any) as it is terminated in accordance with resolutions adopted by the boards of directors of the Borrowers and the results of such apportionment will be reported in writing to the Lender by the Adviserits terms.

Revolving Credit Commitment. Subject to the terms and conditions hereofherein set forth, each Committed Lender severally agrees, on any Business Day during the Lender agrees Availability Period, to extend make Syndicated Loans to the Borrower Parties, in Dollars or in one or more Alternative Currencies, on a Revolving Credit to each Borrower which may be availed of by each Borrower several basis, at any time and from time to time during the period from and including the date hereof in an aggregate principal amount up to but such Committed Lender’s Commitment at any such time; provided, however, that after making any such Loans: (a) such Committed Lender’s Principal Obligation would not including the Termination Date (the “Commitment Period”), at which time the commitment of the Lender to extend credit under the Revolving Credit shall expire. The maximum amount of the Revolving Credit which the Lender agrees to extend to the Borrowers shall be the exceed such Committed Lender’s Commitment as then in effect. The Revolving Credit may be utilized by of such date; (b) the Borrowers in the form Principal Obligation of Loans, all as more fully hereinafter set forth, provided that, the aggregate principal amount of Loans outstanding at any one time shall such Committed Lender’s Lender Group would not exceed the Commitment aggregate applicable Lender Group Limit of such Lender Group; and the maximum aggregate amount of all Loans made to any Borrower at any one time outstanding shall not exceed the lesser of (ac) the Commitment, and (b) such Borrower’s Borrowing Limit. During the Commitment Period, each Borrower may utilize the Revolving Credit by borrowing, repaying and reborrowing Loans in whole or in part, all in accordance with the terms and conditions of this Agreement. Loans shall be made available to the Borrowers on a first come, first served basis, provided, that, if the amount of Loans which some or all Borrowers Principal Obligation would otherwise request on the same Business Day would not exceed the Available Commitment. Subject to the foregoing limitation, the Available Commitment will conditions set forth in Article 7 and the other terms and conditions hereof, the Borrower Parties may borrow, repay without penalty or premium (subject to Section 4.05), and re-borrow hereunder, during the Availability Period. Each Borrowing pursuant to this Section 2.01 shall be apportioned among the Borrowers funded ratably by each Lender Group in accordance with resolutions adopted its Applicable Percentage and, if applicable, by a Committed Lender in a particular Lender Group in accordance with such Committed Lender’s Applicable Percentage. No Lender shall be obligated to fund any Loan if the boards of directors of interest rate applicable thereto hereunder would exceed the Borrowers and the results of Maximum Rate in effect with respect to such apportionment will be reported in writing to the Lender by the AdviserLoan.

Revolving Credit Commitment. Subject to the terms and conditions hereofherein set forth, each Committed Lender severally agrees, on any Business Day during the Lender agrees Availability Period, to extend make Loans to the Borrower Parties, in Dollars or in one or more Alternative Currencies, on a Revolving Credit to each Borrower which may be availed of by each Borrower several basis, at any time and from time to time during the period from and including the date hereof in an aggregate principal amount up to but such Committed Lender’s Commitment at any such time; provided, however, that after making any such Loans: (a) such Committed Lender’s Principal Obligation would not including the Termination Date (the “Commitment Period”), at which time the commitment of the Lender to extend credit under the Revolving Credit shall expire. The maximum amount of the Revolving Credit which the Lender agrees to extend to the Borrowers shall be the exceed such Committed Lender’s Commitment as then in effect. The Revolving Credit may be utilized by of such date; (b) the Borrowers in the form Principal Obligation of Loans, all as more fully hereinafter set forth, provided that, the aggregate principal amount of Loans outstanding at any one time shall such Committed Lender’s Lender Group would not exceed the Commitment aggregate applicable Lender Group Limit of such Lender Group; and the maximum aggregate amount of all Loans made to any Borrower at any one time outstanding shall not exceed the lesser of (ac) the Commitment, and (b) such Borrower’s Borrowing Limit. During the Commitment Period, each Borrower may utilize the Revolving Credit by borrowing, repaying and reborrowing Loans in whole or in part, all in accordance with the terms and conditions of this Agreement. Loans shall be made available to the Borrowers on a first come, first served basis, provided, that, if the amount of Loans which some or all Borrowers Principal Obligation would otherwise request on the same Business Day would not exceed the Available Commitment. Subject to the foregoing limitation, the Available Commitment will conditions set forth in Section 7 and the other terms and conditions hereof, the Borrower Parties may borrow, repay without penalty or premium (subject to Section 4.05), and re-borrow hereunder, during the Availability Period. Each Borrowing pursuant to this Section 2.01 shall be apportioned among the Borrowers funded ratably by each Lender Group in accordance with resolutions adopted its Applicable Percentage and, if applicable, by a Committed Lender in a particular Lender Group in accordance with such Committed Lender’s Applicable Percentage. No Lender shall be obligated to fund any Loan if the boards of directors of interest rate applicable thereto hereunder would exceed the Borrowers and the results of Maximum Rate in effect with respect to such apportionment will be reported in writing to the Lender by the AdviserLoan.

Revolving Credit Commitment. Subject to the terms and conditions hereofherein set forth, each Committed Lender severally agrees, on any Business Day during the Lender agrees Availability Period, to extend make Loans to the Borrower Parties, in Dollars or in one or more Alternative Currencies, on a Revolving Credit to each Borrower which may be availed of by each Borrower several basis, at any time and from time to time during the period from and including the date hereof in an aggregate principal amount up to but such Committed Lender’s Commitment at any such time; provided, however, that after making any such Loans: (a) such Committed Lender’s Principal Obligation would not including the Termination Date (the “Commitment Period”), at which time the commitment of the Lender to extend credit under the Revolving Credit shall expire. The maximum amount of the Revolving Credit which the Lender agrees to extend to the Borrowers shall be the exceed such Committed Lender’s Commitment as then in effect. The Revolving Credit may be utilized by of such date; (b) the Borrowers in the form Principal Obligation of Loans, all as more fully hereinafter set forth, provided that, the aggregate principal amount of Loans outstanding at any one time shall such Committed Lender’s Lender Group would not exceed the Commitment aggregate applicable Lender Group Limit of such Lender Group; and the maximum aggregate amount of all Loans made to any Borrower at any one time outstanding shall not exceed the lesser of (ac) the Commitment, and (b) such Borrower’s Borrowing Limit. During the Commitment Period, each Borrower may utilize the Revolving Credit by borrowing, repaying and reborrowing Loans in whole or in part, all in accordance with the terms and conditions of this Agreement. Loans shall be made available to the Borrowers on a first come, first served basis, provided, that, if the amount of Loans which some or all Borrowers Principal Obligation would otherwise request on the same Business Day would not exceed the Available Commitment. Subject to the foregoing limitation, the Available Commitment will conditions set forth in Section 7 and the other terms and conditions hereof, the Borrower Parties may borrow, repay without penalty or premium (subject to Section 4.05), and re-borrow hereunder, during the Availability Period. Each Borrowing pursuant to this Section 2.01 shall be apportioned among the Borrowers funded ratably by each Lender Group in accordance with resolutions adopted its Applicable Percentage and, if applicable, by a Committed Lender in a particular Table of Contents Lender Group in accordance with such Committed Lender’s Applicable Percentage. No Lender shall be obligated to fund any Loan if the boards of directors of interest rate applicable thereto hereunder would exceed the Borrowers and the results of Maximum Rate in effect with respect to such apportionment will be reported in writing to the Lender by the AdviserLoan.

Revolving Credit Commitment. Subject to the terms and conditions hereofherein set forth, each Committed Lender severally agrees, on any Business Day during the Lender agrees Availability Period, to extend make Syndicated Loans to the Borrower Parties, in Dollars, on a Revolving Credit to each Borrower which may be availed of by each Borrower several basis, at any time and from time to time during the period from and including the date hereof in an aggregate principal amount up to but such Committed Lender’s Commitment at any such time; provided, however, that after making any such Loans: (a) such Committed Lender’s Principal Obligation would not including the Termination Date (the “Commitment Period”), at which time the commitment of the Lender to extend credit under the Revolving Credit shall expire. The maximum amount of the Revolving Credit which the Lender agrees to extend to the Borrowers shall be the exceed such Committed Lender’s Commitment as then in effect. The Revolving Credit may be utilized by of such date; (b) the Borrowers in the form Principal Obligation of Loans, all as more fully hereinafter set forth, provided that, the aggregate principal amount of Loans outstanding at any one time shall such Committed Lender’s Lender Group would not exceed the Commitment aggregate applicable Lender Group Limit of such Lender Group; and the maximum aggregate amount of all Loans made to any Borrower at any one time outstanding shall not exceed the lesser of (ac) the Commitment, and (b) such Borrower’s Borrowing Limit. During the Commitment Period, each Borrower may utilize the Revolving Credit by borrowing, repaying and reborrowing Loans in whole or in part, all in accordance with the terms and conditions of this Agreement. Loans shall be made available to the Borrowers on a first come, first served basis, provided, that, if the amount of Loans which some or all Borrowers Principal Obligation would otherwise request on the same Business Day would not exceed the Available Commitment. Subject to the foregoing limitation, the Available Commitment will conditions set forth in Section 7 and the other terms and conditions hereof, the Borrower Parties may borrow, repay without penalty or premium (subject to Section 4.05), and re-borrow hereunder, during the Availability Period. Each Borrowing pursuant to this Section 2.01 shall be apportioned among the Borrowers funded ratably by each Lender Group in accordance with resolutions adopted its Applicable Percentage and, if applicable, by a Committed Lender in a particular Lender Group in accordance with such Committed Lender’s Applicable Percentage. No Lender shall be obligated to fund any Loan if the boards of directors of interest rate applicable thereto hereunder would exceed the Borrowers and the results of Maximum Rate in effect with respect to such apportionment will be reported in writing to the Lender by the AdviserLoan.

Revolving Credit Commitment. Subject to the terms and conditions hereofof this Agreement, from the date of this Agreement to but excluding the Revolving Credit Commitment Termination Date, provided that no Event of Default then has occurred and is continuing, Bank will make one or more revolving loans (collectively, the Lender agrees "Revolving Loans" and individually, a "Revolving Loan") to extend a Revolving Credit to each Borrower which as Borrower may be availed of by each Borrower request from time to time during the period from and including the date hereof to but not including the Termination Date (the “Commitment Period”)time; provided, at which time the commitment of the Lender to extend credit under the Revolving Credit shall expire. The maximum amount of the Revolving Credit which the Lender agrees to extend to the Borrowers shall be the Lender’s Commitment as then in effect. The Revolving Credit may be utilized by the Borrowers in the form of Loanshowever, all as more fully hereinafter set forth, provided that, that the aggregate outstanding principal amount of all such Revolving Loans outstanding at any one time shall not exceed Fifteen Million Dollars ($15,000,000) (the "Revolving Credit Commitment"). Each Revolving Loan requested and made hereunder which bears interest at a rate based upon the Base Interest Rate (as such term is defined in the Revolving Note) shall be in a principal amount of not less than Five Hundred Thousand Dollars ($500,000). Each Revolving Loan requested and made hereunder which bears interest at a rate based upon the Reference Rate (as such term is defined in the Revolving Note) shall be in a principal amount of not less than One Hundred Thousand Dollars ($100,000). Within the limits of time and amount set forth in this Section 2.1, Borrower may borrow, repay and reborrow Revolving Loans under the Revolving Credit Commitment. All Revolving Loans shall be requested before the Revolving Credit Commitment Termination Date, on which date all outstanding principal of and accrued but unpaid interest on all Revolving Loans shall be due and payable. Borrower's obligation to repay the maximum aggregate outstanding principal amount of all Loans made to any Borrower at any one time outstanding shall not exceed the lesser of (a) the CommitmentRevolving Loans, and (b) such Borrower’s Borrowing Limit. During the Commitment Periodtogether with accrued but unpaid interest thereon, each Borrower may utilize the Revolving Credit by borrowing, repaying and reborrowing Loans in whole or in part, all in accordance with the terms and conditions of this Agreement. Loans shall be made available to the Borrowers on a first come, first served basis, provided, that, if the amount of Loans which some or all Borrowers would otherwise request on the same Business Day would exceed the Available Commitment, the Available Commitment will be apportioned among the Borrowers in accordance with resolutions adopted by the boards of directors of the Borrowers and the results of such apportionment will be reported in writing to the Lender by the Adviser.evidenced

Revolving Credit Commitment. () Subject to the terms and conditions hereofcontained herein, the each Lender agrees to extend a Revolving Credit to each will establish for Borrower which may be availed of by each Borrower from time to time for and during the period from and including the date hereof to but not including the Termination Date and until April 8, 2001 (the “Commitment "Contract Period”"), a revolving credit facility (all such revolving credit facilities, but excluding the Swingline Loan(s), shall be collectively referred to as the "Revolver") pursuant to which Lenders will, from time to time, in accordance with their respective Pro Rata Percentage, severally and not jointly, make Advances to Borrower in an aggregate amount not exceeding at which any time the commitment Maximum Amount less (i) the aggregate face amount of all Letter of Credit Advances, and (ii) the aggregate amount outstanding under the Swingline Loan. Within the limitations set forth above, Borrower may borrow, repay and reborrow under the Revolver. The Revolver shall be subject to all terms and conditions set forth in all of the Lender Loan Documents, which terms and conditions are incorporated herein. Borrower's obligation to extend credit under repay the Revolving Advances and all sums at any time payable by Borrower in connection with any letter of Credit shall expire. The maximum amount of the Revolving Credit which the Lender agrees to extend to the Borrowers Advances shall be evidenced by Borrower's promissory notes (collectively, the "Revolver Notes" and individually a "Revolver Note") delivered to each Lender’s Commitment as then , which shall be in effect. The Revolving Credit may the respective principal amounts of each Lender's Pro Rata Share and which shall be utilized by the Borrowers in the form of Loansattached hereto as Exhibit "A", all as more fully hereinafter set forth, provided that, the aggregate principal amount of Loans outstanding at any one time shall not exceed the Commitment and the maximum aggregate amount of all Loans made to any Borrower at any one time outstanding shall not exceed the lesser of (a) the Commitment, and (b) such Borrower’s Borrowing Limit. During the Commitment Period, each Borrower may utilize the Revolving Credit by borrowing, repaying and reborrowing Loans in whole or in part, all in accordance with the terms and conditions of this Agreement. Loans shall be made available to the Borrowers on a first come, first served basis, provided, that, if the amount of Loans which some or all Borrowers would otherwise request on the same Business Day would exceed the Available Commitment, the Available Commitment will be apportioned among the Borrowers in accordance with resolutions adopted by the boards of directors of the Borrowers and the results of such apportionment will be reported in writing to the Lender by the Adviserblanks appropriately filled in.

Revolving Credit Commitment. Subject to the terms and conditions hereofof this Agreement, the Lender agrees to extend a Revolving Credit to each Borrower which may be availed of by each Borrower from time to time during the period from and including the effective date hereof of this Agreement to but not including the Termination Date (the “Commitment Period”), at which time the commitment of the Lender to extend credit under excluding the Revolving Credit shall expire. The maximum amount of the Revolving Credit which the Lender agrees to extend to the Borrowers shall be the Lender’s Commitment as then in effect. The Revolving Credit may be utilized by the Borrowers in the form of Loans, all as more fully hereinafter set forthTermination Date, provided thatthat no Default or Event of Default then has occurred and is continuing, Bank will make loans (collectively, the "Revolving Loans" and individually, a "Revolving Loan") to Borrower as Borrower may request from time to time; provided, however, that the aggregate principal amount of all such Revolving Loans outstanding at any one time shall not exceed Forty Million Dollars ($40,000,000) or such lesser amount to which it may (in Borrower’s discretion) be hereafter reduced pursuant to Section 2.8 below (the "Revolving Credit Commitment"). Each Revolving Loan requested and made hereunder shall be in a principal amount of not less than Five Hundred Thousand Dollars ($500,000) or in an integral multiple of One Hundred Thousand Dollars ($100,000) in excess thereof. Within the limits of time and amount set forth in this Section 2.1, Borrower may borrow, repay and reborrow Revolving Loans under the Revolving Credit Commitment. All Revolving Loans shall be requested before the Revolving Credit Commitment Termination Date, on which date all outstanding principal of and accrued but unpaid interest on the maximum aggregate Revolving Loans shall be due and payable. Borrower's obligation to repay the outstanding principal amount of all Loans made Revolving Loans, together with accrued but unpaid interest thereon, shall be evidenced by a promissory note issued by Borrower in favor of Bank (the "Revolving Note") on the standard form used by Bank to any Borrower at any one time outstanding evidence its commercial loans. Bank shall not exceed enter the lesser amount of (a) the Commitmenteach Revolving Loan, and (b) any payments thereof, in its books and records, and such Borrower’s Borrowing Limit. During entries shall be prima facie evidence of the Commitment Period, each Borrower may utilize principal amount outstanding under the Revolving Credit by borrowing, repaying Commitment. The failure of Bank to make any notation in its books and reborrowing Loans records shall not discharge Borrower from its obligation to repay in whole or in part, full with interest all in accordance with amounts borrowed under the terms and conditions Revolving Credit Commitment. The proceeds of this Agreement. the Revolving Loans shall be made available disbursed for the purposes set forth in Section 2.3(a) hereof pursuant to the Borrowers disbursement instructions provided to Bank on a first come, first served basis, provided, that, if the amount of Loans which some or all Borrowers would otherwise request on the same Business Day would exceed the Available Commitment, the Available Commitment will be apportioned among the Borrowers in accordance with resolutions adopted by the boards of directors of the Borrowers and the results of such apportionment will be reported in writing to the Lender by the AdviserBank’s standard form therefor.

Revolving Credit Commitment. Subject to the terms and conditions hereof, the Lender agrees to extend a Revolving Credit to each Borrower which may be availed of by each Borrower from time to time during the period from and including the date hereof to but not including the Termination Date (the “Commitment Period”), at which time the commitment of the Lender to extend credit under the Revolving Credit shall expire. The maximum amount of the Revolving Credit which the Lender agrees to extend to the Borrowers shall be the Lender’s Commitment as then in effect. The Revolving Credit may be utilized by the Borrowers in the form of Loans, all as more fully hereinafter set forth, provided that, the aggregate principal amount of Loans outstanding at any one time shall not exceed the Commitment and the maximum aggregate amount of all Loans made to any Borrower at any one time outstanding shall not exceed the lesser of (a) the Commitment, and (b) such Borrower’s Borrowing Limit. During the Commitment Period, each Borrower may utilize the Revolving Credit by borrowing, repaying and reborrowing Loans in whole or in part, all in accordance with the terms and conditions of this Agreement, Lender shall loan to Borrower on a revolving basis in one or more Advances from time to time during the Revolving Commitment Period the amounts requested by Borrower in each "Request for Advance" (as that term is defined at Section 2.2) or any other Advances by Lender in accordance with the terms of any other Loan Document; provided, however, that Lender shall not be obligated to make any Advance or Advances (i) during the existence of a Default or an Event of Default, or (ii) in excess of the Available Commitment Amount then in effect. Loans The initial Revolving Credit Commitment shall be $6,000,000. The Advances made available to under this Section 2.1 shall be evidenced by the Borrowers Revolving Note. Notwithstanding the principal amount stated on a first comethe face of the Revolving Note, first served basis, provided, that, if the amount of Loans which some or all Borrowers would otherwise request principal actually owing on the same Revolving Note at any given time shall be the aggregate of all Advances theretofore made to Borrower, less all payments of principal by Borrower theretofore actually received by the holder thereof. During the Revolving Commitment Period, accrued and unpaid interest on the Revolving Loan shall be due and payable monthly in arrears, with the first payment commencing on September 1, 2000, and each succeeding payment due and payable on the first Business Day would exceed the Available Commitment, the Available Commitment will be apportioned among the Borrowers in accordance with resolutions adopted by the boards of directors each calendar month thereafter. The unpaid principal balance of the Borrowers Revolving Loan plus accrued but unpaid interest shall be due and payable on the results of such apportionment will be reported in writing to the Lender by the AdviserRevolving Loan Termination Date.

Revolving Credit Commitment. Subject to the terms and conditions hereofof this Agreement, from the effective date of the Third Amendment to this Agreement to but excluding the Revolving Credit Commitment Termination Date, provided that no Event of Default then has occurred and is continuing, Bank will make one or more revolving loans (collectively, the Lender agrees ‘Revolving Loans’ and individually, a ‘Revolving Loan’) to extend a Revolving Credit to each Borrower which as Borrower may be availed of by each Borrower request from time to time during the period from and including the date hereof to but not including the Termination Date time; provided, however, that (the “Commitment Period”), at which time the commitment of the Lender to extend credit under the Revolving Credit shall expire. The maximum amount of the Revolving Credit which the Lender agrees to extend to the Borrowers shall be the Lender’s Commitment as then in effect. The Revolving Credit may be utilized by the Borrowers in the form of Loans, all as more fully hereinafter set forth, provided that, a) the aggregate outstanding principal amount of all such Revolving Loans outstanding at any one time shall not exceed Forty Million Dollars ($40,000,000) (the Commitment and the maximum aggregate amount of all Loans made to any Borrower at any one time outstanding shall not exceed the lesser of (a‘Revolving Credit Commitment’) the Commitment, and (b) the aggregate principal amount of all Revolving Loans made by Bank to Borrower during the term of this Agreement, the proceeds of which are used by Borrower for the purpose of consummating a Permitted Acquisition, shall not exceed Fifteen Million Dollars ($15,000,000). Each Revolving Loan requested and made hereunder which bears interest at a rate based upon the Base Interest Rate (as such Borrower’s Borrowing Limitterm is defined in the Revolving Note) shall be in a principal amount of not less than Five Hundred Thousand Dollars ($500,000). During Each Revolving Loan requested and made hereunder which bears interest at a rate based upon the Commitment PeriodReference Rate (as such term is defined in the Revolving Note) shall be in a principal amount of not less than One Hundred Thousand Dollars ($100,000). Within the limits of time and amount set forth in this Section 2.1, each Borrower may utilize borrow, repay and reborrow Revolving Loans under the Revolving Credit by borrowing, repaying and reborrowing Loans in whole or in part, all in accordance with the terms and conditions of this AgreementCommitment. All Revolving Loans shall be made available requested before the Revolving Credit Commitment Termination Date, on which date all outstanding principal of and accrued but unpaid interest on all Revolving Loans shall be due and payable. Borrower’s obligation to repay the Borrowers outstanding principal amount of all Revolving Loans, together with accrued but unpaid interest thereon, shall be evidenced by a promissory note issued by Borrower in favor of Bank (the ‘Revolving Note’) on a first come, first served basis, provided, that, if the standard form used by Bank to evidence its commercial loans. Bank shall enter the amount of Loans which some or all Borrowers would otherwise request on the same Business Day would exceed the Available Commitmenteach Revolving Loan, the Available Commitment will and any payments thereof, in its books and records, and such entries shall be apportioned among the Borrowers in accordance with resolutions adopted by the boards of directors prima facie evidence of the Borrowers principal amount outstanding under the Revolving Credit Commitment. The failure of Bank to make any notation in its books and records shall not discharge Borrower of its obligation to repay in full with interest all amounts borrowed hereunder. The proceeds of the results Revolving Loans shall be disbursed pursuant to an Authorization to Disburse, on Bank’s standard form therefor, executed and delivered by Borrower to Bank, and used by Borrower for any of such apportionment will be reported the purposes set forth in writing to the Lender by the AdviserSection 2.3(a) hereinbelow.”