Common use of Revolving Credit Loan Advances Clause in Contracts

Revolving Credit Loan Advances. Subject to the terms and conditions hereof, Lenders shall cause the Revolving Credit Loans to be made to the Borrower at any time and from time to time during the Term hereof upon Borrower's application to Administrative Agent in writing signed by the authorized representative of the Borrower and received by Administrative Agent not later than 11:00 a.m. (St. Louis time) on the Business Day on which such Revolving Credit Loan is being borrowed if such Loan is a Base Rate Loan, or 11:00 a.m. (St. Louis time) three (3) Business Days prior to the date on which such Revolving Credit Loan is being borrowed if such Loan is a LIBOR Loan, specifying: (i) if the proceeds of the Revolving Credit Loan will be used to finance an Acceptable Acquisition, (A) the target business to be acquired by Borrower in an Acceptable Acquisition with the proceeds of such Revolving Credit Loan (which business must be in a similar line of business to Borrower and its Subsidiaries), (B) the affidavit of any one of the President, Chief Financial Officer, Chief Operating Officer, or any Executive Vice President of Borrower attesting that the Acceptable Acquisition contemplated will not cause Borrower or any of its Subsidiaries to violate any provision of the Transaction Documents and including Borrower's financial projections showing that post-acquisition Borrower and its Subsidiaries will be in proforma compliance with the financial covenants set forth in Section 7.1(i) of this Agreement, (C) the desired amount of the new Revolving Credit Loan, which shall not exceed the cash purchase price for the target business, and (D) the date on which the Loan proceeds are to be made available to the Borrower, which shall be a Business Day, and (ii) if the

Revolving Credit Loan Advances. Subject (a) At the request of Borrower, Lender agrees, subject to the terms and conditions hereofof this Agreement, Lenders shall cause to make loans (each such loan being herein sometimes called individually an “Advance” and collectively the Revolving Credit Loans “Advances”) to be made to the Borrower at any time and from time to time on any Business Day during the Term period from the date hereof upon Borrower's application and ending on the Revolving Credit Termination Date; provided, however, that Lender shall not be required to Administrative Agent in writing signed by make any Advance if, after giving effect to such Advance, the authorized representative Revolving Credit Loan would exceed the lesser of the Revolving Credit Commitment or the Borrowing Base. The amount of each such Advance shall be charged to Borrower’s loan account. (b) In order to obtain an Advance, Borrower and received shall give written or telephonic notice to Lender, by Administrative Agent not later than 11:00 a.m. (St. Louis Minneapolis time) on the Business Day date the requested Advance is to be made. Lender, shall make such Advance by transferring the amount thereof in immediately available funds for credit to an account (other than a payroll account) of Borrower at Lender, as specified in such notice. At the request of Lender, Borrower shall confirm in writing any telephonic notice. (c) The obligation of Lender to make Advances shall terminate on which such the Revolving Credit Termination Date. (d) If at any time the Revolving Credit Loan is being borrowed if exceeds the lesser of the Revolving Credit Commitment or the Borrowing Base, then Borrower agrees to make, on demand, a principal repayment on the Revolving Credit Loan in an amount equal to such Loan is a Base Rate Loan, or 11:00 a.m. (St. Louis time) three (3) Business Days prior excess together with accrued interest on the amount repaid to the date of repayment. Borrower agrees that, on which such the Maturity Date of the Revolving Credit Loan is being borrowed if such Loan is a LIBOR Loan, specifying: (i) if it will repay the proceeds entire outstanding principal balance of the Revolving Credit Loan will together with accrued interest thereon and all accrued fees without presentment or demand for payment, notice of dishonor, protest or notice of protest, all of which are hereby waived. (e) The Advances shall be used to finance an Acceptable Acquisition, (A) evidenced by the target business to be acquired Revolving Credit Note made by Borrower in an Acceptable Acquisition with payable to the proceeds order of Lender; subject, however, to the provisions of such Revolving Credit Loan (which business must be in a similar line of business Note to Borrower and its Subsidiaries), (B) the affidavit of any one of the President, Chief Financial Officer, Chief Operating Officer, or any Executive Vice President of Borrower attesting effect that the Acceptable Acquisition contemplated will not cause Borrower or principal amount payable thereunder at any of its Subsidiaries to violate any provision of the Transaction Documents and including Borrower's financial projections showing that post-acquisition Borrower and its Subsidiaries will be in proforma compliance with the financial covenants set forth in Section 7.1(i) of this Agreement, (C) the desired amount of the new Revolving Credit Loan, which time shall not exceed the cash purchase price for then unpaid principal amount of the target businessRevolving Credit Loan made by Lender. Borrower hereby irrevocably authorizes Lender to make or cause to be made, at or about the time of each Advance made by Lender, an appropriate notation on the records of Lender, reflecting the principal amount of such Advance, and (D) the date on which the Loan proceeds are Lender shall make or cause to be made available to made, on or about the Borrowertime of receipt of payment of any principal of the Revolving Credit Note, which an appropriate notation on its records reflecting such payment. The aggregate amount of all Advances set forth on the records of Lender shall be a Business Day, rebuttable presumptive evidence of the principal amount owing and (ii) if theunpaid on the Revolving Credit Note.

Revolving Credit Loan Advances. Subject to the terms and conditions hereof, Lenders shall cause the Revolving Credit Loans to be made to the Borrower at any time and from time to time during the Term hereof upon Borrower's application timely notice ("Borrowing Notice") to Administrative Agent Agent, in writing signed by the authorized representative of the Borrower and received (including any such notice by Administrative Agent not later than 11:00 a.m. (St. Louis timefacsimile transmission) on the Business Day on which such Revolving Credit or, if a Prime Loan is being borrowed if requested, such Loan Borrowing Notice may be oral provided it is a Base Rate Loan, or 11:00 a.m. (St. Louis time) three (3) Business Days prior promptly confirmed in writing signed by the authorized representative of the Borrower to the date on which such Revolving Credit Loan is being borrowed if such Loan is a LIBOR LoanAgent, specifying: : (i) if the proceeds of the Revolving Credit Loan will be used to finance an Acceptable Acquisition, (A) the target business to be acquired by Borrower in an Acceptable Acquisition with the proceeds of such Revolving Credit Loan (which business must be in a similar line of business to Borrower and its Subsidiaries), (B) the affidavit of any one of the President, Chief Financial Officer, Chief Operating Officer, or any Executive Vice President of Borrower attesting that the Acceptable Acquisition contemplated will not cause Borrower or any of its Subsidiaries to violate any provision of the Transaction Documents and including Borrower's financial projections showing that post-acquisition Borrower and its Subsidiaries will be in proforma compliance with the financial covenants set forth in Section 7.1(i) of this Agreement, (C1) the desired amount of the new Revolving Credit Loan, (2) the applicable interest rate option being selected, (3) if a LIBOR Loan is requested, the Interest Period, which in no event shall not exceed extend beyond the cash purchase price for last day of the target businessTerm hereof, and (D4) the date on which the Loan proceeds are to be made available to the Borrower, which shall be a Business Day. Each Borrowing Notice must be received by Agent not later than 11:00 a.m. (St. Louis time) on the Business Day on which a Revolving Credit Loan being borrowed as a Prime Loan is to be made, and not later than 11:00 a.m. (iiSt. Louis time) if theon the second Business Day prior to the Business Day on which a Revolving Credit Loan being borrowed as a LIBOR Loan is to be made. Upon receipt of a Borrowing Notice given to it, the Agent shall notify each Lender by 12:00 noon (St. Louis time) on the date of receipt of such Borrowing Notice by the Agent of the contents thereof and of such Lender's Pro Rata Share of such new Revolving Credit Loan. A Borrowing Notice, once issued, shall not be revocable by the Borrower. Not later than 2:00 p.m. (St. Louis time) on the date of each new Revolving Credit Loan, each Lender shall make available its Pro Rata Share of such Revolving Credit Loan, in federal or other funds immediately available in St. Louis, Missouri, to the Agent at its address specified in or pursuant to Section 10.7. Agent shall not be required to make any amount available to Borrower hereunder except to the extent it shall have received such amounts from the Lenders as set forth herein, provided, however, that unless the Agent shall have been notified by a Lender prior to the date a Revolving Credit Loan is to be made hereunder that such Lender does not intend to make its Pro Rata Share of such Revolving Credit Loan available to the Agent, the Agent may assume that such Lender has made such Pro Rata Share available to the Agent on such date, and the Agent may in reliance upon such assumption make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Agent by such Lender and the Agent has made such amount available to the Borrower, the Agent shall be entitled to receive such amount from such Lender forthwith upon its demand, together with interest thereon in respect of each day during the period commencing on the date such amount was made available to the Borrower and ending on but excluding the date the Agent recovers such amount from the Lender at a rate per annum equal to the effective rate charged to the Agent for overnight federal funds transactions with member banks of the Federal Reserve System for each day as determined by the Agent (or in the case of a day which is not a Business Day, then for the preceding day). Subject to the terms and conditions hereof,

Revolving Credit Loan Advances. Subject to the terms and conditions hereof, Lenders shall cause the Revolving Credit Loans to be made to the Borrower Borrowers at any time and from time to time during the Term hereof upon Borrower's application timely notice (a “Borrowing Notice”) to Administrative Agent Agent, in writing signed by the authorized representative of Borrower Representative (which notice may be given by facsimile transmission) or such Borrowing Notice may be oral provided it is promptly confirmed in writing signed by the Borrower and received by Administrative Agent not later than 11:00 a.m. (St. Louis time) on the Business Day on which such Revolving Credit Loan is being borrowed if such Loan is a Base Rate Loan, or 11:00 a.m. (St. Louis time) three (3) Business Days prior Representative to the date on which such Revolving Credit Loan is being borrowed if such Loan is a LIBOR LoanAgent, specifying: (i) if the proceeds of the Revolving Credit Loan will be used to finance an Acceptable Acquisition, (A) the target business to be acquired by Borrower in an Acceptable Acquisition with the proceeds of such Revolving Credit Loan (which business must be in a similar line of business to Borrower and its Subsidiaries), (B) the affidavit of any one of the President, Chief Financial Officer, Chief Operating Officer, or any Executive Vice President of Borrower attesting that the Acceptable Acquisition contemplated will not cause Borrower or any of its Subsidiaries to violate any provision of the Transaction Documents and including Borrower's financial projections showing that post-acquisition Borrower and its Subsidiaries will be in proforma compliance with the financial covenants set forth in Section 7.1(i) of this Agreement, (C1) the desired amount of the new Revolving Credit Loan, which shall not exceed the cash purchase price for the target businessLoan(s), and (D2) the date on which the Loan proceeds are to be made available to the Borrowerapplicable Borrower(s), which shall be a Business Day. Each Borrowing Notice must be received by Agent not later than 10:00 a.m. (St. Louis time) on the Business Day on which a Revolving Credit Loan being borrowed is to be made. The Agent shall notify each Lender by 11:00 a.m. (St. Louis time) on the date of its receipt of a Borrowing Notice of the contents thereof and of such Lender’s Pro Rata Share of such new Revolving Credit Loan. A Borrowing Notice, once issued, shall not be revocable by the Borrowers. Not later than 2:00 p.m. (St. Louis time) on the date of each new Revolving Credit Loan, each Lender shall make available its Pro Rata Share of such Revolving Credit Loan, in federal or other funds immediately available in St. Louis, Missouri, to the Agent at its address specified in or pursuant to Section 9.7. Agent shall not be required to make any amount available to Borrowers hereunder except to the extent it shall have received such amounts from the Lenders as set forth herein, provided, however, that unless the Agent shall have been notified by a Lender prior to the date a Revolving Credit Loan is to be made hereunder that such Lender does not intend to make its Pro Rata Share of such Revolving Credit Loan available to the Agent, the Agent may assume that such Lender has made such Pro Rata Share available to the Agent on such date, and the Agent may in reliance upon such assumption make available to the applicable Borrower(s) a corresponding amount. If such corresponding amount is not in fact made available to the Agent by such Lender and the Agent has made such amount available to the Borrower(s), the Agent shall be entitled to receive such amount from such Lender forthwith upon its demand, together with interest thereon in respect of each day during the period commencing on the date such amount was made available to the Borrower(s) and ending on but excluding the date the Agent recovers such amount from the Lender at a rate per annum equal to the effective rate charged to the Agent for overnight federal funds transactions with member banks of the Federal Reserve System for each day as determined by the Agent (iior in the case of a day which is not a Business Day, then for the preceding day). Subject to the terms and conditions hereof, provided that Agent has received a timely Borrowing Notice, Agent shall (unless Agent determines that any applicable condition specified in Section 4 has not been satisfied) make the funds so received from the Lenders available to the applicable Borrower(s) by wiring or otherwise transferring the proceeds of such Loan not later than 3:00 p.m. (St. Louis time) on the Business Day specified in said Borrowing Notice in accordance with any instructions for such disbursement received from such Borrower(s). Each of the Borrowers hereby authorizes Agent and Lenders to rely on telephonic, facsimile or written instructions of any Person identifying himself or herself as a Person authorized to request a Revolving Credit Loan or to make a repayment hereunder, and on any signature which Agent or any of the Lenders believes to be genuine, and the Borrowers shall be bound thereby in the same manner as if thesuch Person were actually authorized or such signature were genuine. Each of the Borrowers also hereby agrees to indemnify Agent and Lenders and hold Agent and Lenders harmless from and against any and all claims, demands, damages, liabilities, losses, costs and expenses (including, without limitation, attorneys’ fees and expenses) relating to or arising out of or in connection with the acceptance of instructions for making Revolving Credit Loans or making repayments hereunder unless such acceptance results from the gross negligence or willful misconduct of the Agent or a Lender, as determined by a court of competent jurisdiction. A Borrowing Notice shall not be required in connection with a Revolving Credit Loan pursuant to Section 3.3(c).

Revolving Credit Loan Advances. Subject to the terms and conditions hereof, Lenders shall cause the Revolving Credit Loans to be made to the Borrower at any time and from time to time during the Term hereof upon Borrower's application to Administrative Agent in writing signed by the authorized representative of the Borrower and received by Administrative Agent not later than 11:00 a.m. (St. Louis time) on the Business Day on which such Revolving Credit Loan is being borrowed if such Loan is a Base Rate Loan, or 11:00 a.m. (St. Louis time) three (3) Business Days prior to the date on which such Revolving Credit Loan is being borrowed if such Loan is a LIBOR Loanborrowed, specifying: (i) if the proceeds of the Revolving Credit Loan will be used to finance an Acceptable Acquisition, (A) the target business to be acquired by Borrower in an Acceptable Acquisition with the proceeds of such Revolving Credit Loan (which business must be in a similar line of business to Borrower and its Subsidiaries), (B) the affidavit of any one of the President, Chief Financial Officer, Chief Operating Officer, or any Executive Vice President of Borrower attesting that the Acceptable Acquisition contemplated will not cause Borrower or any of its Subsidiaries to violate any provision of the Transaction Documents and including Borrower's financial projections showing that post-acquisition Borrower and its Subsidiaries will be in proforma compliance with the financial covenants set forth in Section 7.1(i) of this Agreement, (C) the desired amount of the new Revolving Credit Loan, which shall not exceed the cash purchase price for the target business, and (D) the date on which the Loan proceeds are to be made available to the Borrower, which shall be a Business Day, and (ii) if thethe proceeds of the Revolving Credit Loan will be used for any purpose permitted by this Agreement other than to finance an Acceptable Acquisition, (A) the desired amount of the new Revolving

Revolving Credit Loan Advances. Subject to the terms and conditions hereof, Lenders Banks shall cause the Revolving Credit Loans to be made to the Borrower at any time and from time to time during the Term hereof upon Borrower's application timely notice ("Borrowing Notice") to Administrative Agent Agent, in writing signed by the an authorized representative of the Borrower (the "Authorized Representatives") as set forth on Schedule 3.2 attached hereto, as such Authorized Representatives may be changed from time to time pursuant to a certificate signed by the President or chief financial officer of Borrower and delivered to Agent, (including any such Borrowing Notice by facsimile transmission) or, if a Prime Loan is being requested, such Borrowing Notice may be oral provided it is promptly confirmed in writing signed by an Authorized Representative of the Borrower to Agent, specifying: (1) the desired amount of the new Revolving Credit Loan, (2) the applicable interest rate option being selected, (3) if a LIBOR Loan is requested, the Interest Period, which in no event shall extend beyond the last day of the Term hereof, and (4) the date on which the Revolving Credit Loan proceeds are to be made available to the Borrower, which shall be a Business Day. Each Borrowing Notice must be received by Administrative Agent not later than 11:00 a.m. (St. Louis time) on the Business Day on which such a Revolving Credit Loan is being borrowed if such as a Prime Loan is a Base Rate Loanto be made, or and not later than 11:00 a.m. (St. Louis time) three on the second Business Day prior to the Business Day on which a Revolving Credit Loan being borrowed as a LIBOR Loan is to be made. Upon receipt of a Borrowing Notice given to it, the Agent shall notify each Bank by 12:00 noon (3St. Louis time) Business Days on the date of receipt of such Borrowing Notice by the Agent of the contents thereof and of such Bank's Pro Rata Share of such new Revolving Credit Loan. A Borrowing Notice, once issued, shall not be revocable by the Borrower. Not later than 2:00 p.m. (St. Louis time) on the date of each new Revolving Credit Loan, each Bank shall make available its Pro Rata Share of such Revolving Credit Loan, in federal or other funds immediately available in St. Louis, Missouri, to the Agent at its address specified in or pursuant to Section 10.7. Agent shall not be required to make any amount available to Borrower hereunder except to the extent it shall have received such amounts from the Banks as set forth herein, provided, however, that unless the Agent shall have been notified by a Bank prior to the date on which a Revolving Credit Loan is to be made hereunder that such Bank does not intend to make its Pro Rata Share of such Revolving Credit Loan available to the Agent, the Agent may assume that such Bank has made such Pro Rata Share available to the Agent on such date, and the Agent may in reliance upon such assumption make available to the Borrower a corresponding amount. If such corresponding amount is being borrowed if not in fact made available to the Agent by such Loan is Bank and the Agent has made such amount available to the Borrower, the Agent shall be entitled to receive such amount from such Bank forthwith upon its demand, together with interest thereon in respect of each day during the period commencing on the date such amount was made available to the Borrower and ending on but excluding the date the Agent recovers such amount from the Bank at a LIBOR Loan, specifying: (i) if rate per annum equal to the proceeds effective rate charged to the Agent for overnight federal funds transactions with member banks of the Revolving Credit Loan will be used Federal Reserve System for each day as determined by the Agent (or in the case of a day which is not a Business Day, then for the preceding day) provided, however, nothing herein shall release such Bank from any obligation or liability to finance an Acceptable Acquisitionthe Borrower on account of such failure to make such amount available. Subject to the terms and conditions hereof, provided that Agent has received a timely Borrowing Notice, Agent shall (Aunless Agent determines that any applicable condition specified in Section 4 has not been satisfied) make the target business funds so received from the Banks available to be acquired Borrower by Borrower in an Acceptable Acquisition with wiring or otherwise transferring the proceeds of such Revolving Credit Loan not later than 2:30 p.m. (which business must be St. Louis time) on the Business Day specified in a similar line of business said Borrowing Notice in accordance with any instructions for such disbursement received from the Borrower. The Borrower hereby authorizes Agent and Banks to Borrower and its Subsidiaries)rely on telephonic, (B) the affidavit telegraphic, telecopy, telex or written instructions of any one Person identifying himself or herself as an Authorized Representative for purposes of the Presidentrequesting Revolving Credit Loans or making repayments hereunder, Chief Financial Officer, Chief Operating Officer, or and on any Executive Vice President of Borrower attesting that the Acceptable Acquisition contemplated will not cause Borrower signature which Agent or any of its Subsidiaries the Banks believes to violate be genuine, and the Borrower shall be bound thereby in the same manner as if such Person were actually authorized or such signature were genuine. Borrower also hereby agrees to indemnify Agent and Banks and hold Agent and Banks harmless from and against any provision and all claims, demands, damages, liabilities, losses, costs and expenses (including, without limitation, reasonable attorneys' fees and expenses) relating to or arising out of or in connection with the acceptance of instructions for making Revolving Credit Loans or making repayments hereunder unless such acceptance results from the gross negligence or willful misconduct of the Transaction Documents and including Borrower's financial projections showing that post-acquisition Borrower and its Subsidiaries will be in proforma compliance with the financial covenants set forth in Section 7.1(i) Agent or a Bank, as determined by a court of this Agreement, (C) the desired amount of the new Revolving Credit Loan, which competent jurisdiction. A Borrowing Notice shall not exceed the cash purchase price for the target business, and (D) the date on which the be required in connection with a Prime Loan proceeds are pursuant to be made available to the Borrower, which shall be a Business Day, and (ii) if theSection 3.3(c).