Common use of Revolving Credit Loan Clause in Contracts

Revolving Credit Loan. Subject to the terms and conditions hereof, during the period beginning on the date hereof (the "Facility Closing Date") and ending on the Revolving Period Termination Date, as the same may be extended pursuant to the Incorporated Loan Provisions (as hereinafter defined), Lender shall make advances (all such advances, collectively, the "Revolving Credit Loan") to Borrowers in such amounts as Borrowers shall request from time to time, provided that the maximum aggregate outstanding principal amount of the Revolving Credit Loan shall at no time exceed $25,000,000 (the "Commitment"). Each such advance hereunder may consist of Base Rate Loans or Eurodollar Loans (or a combination thereof), as Borrowers may request. Each such advance shall be made upon written or facsimile notice of Borrowers received by the Lender not later than 1:00 PM Eastern Time three (3) Business Days prior to the date of the proposed advance, and the amount of such proposed advance shall not be in an amount of less than $100,000. Each such notice shall specify whether such advance shall consist of Base Rate Loans, Eurodollar Loans or a combination thereof, and for each Eurodollar Loan that is requested, the Interest Period with respect thereto. Borrowers may borrow, repay and reborrow, subject to the limitations set forth above. The aggregate outstanding principal amount of the Revolving Credit Loan as of the Revolving Period Termination Date, together with all accrued and unpaid interest thereon, shall be due and payable in full on the earlier of (i) 364 days following the Revolving Period Termination Date, as the same may have been extended as aforesaid, and (ii) the Maturity Date; provided, however, that under no circumstances (including without limitation one or more extensions of the Revolving Period Termination Date pursuant to the Incorporated Loan Provisions referred to in Section 2.2 below) shall the Maturity Date be later than December 23, 2002. The Borrowers hereby promise to pay to the Lender the aggregate outstanding principal amount of the Revolving Credit Loan, plus all accrued and unpaid interest thereon, on the date such payment is due in accordance with the immediately preceding sentence.

Revolving Credit Loan. Subject (1) Borrower shall have the right, until the termination of Lender's obligations to the terms and conditions hereof, during the period beginning make advances on the date hereof (the "Facility Closing Date") and ending on account of the Revolving Period Termination DateCredit Loan as set forth in subparagraph (5) of this Paragraph 3B, as to from time to time borrow, pay and reborrow on account of the same may be extended pursuant to the Incorporated Revolving Credit Loan Provisions (as hereinafter defined)and, until such termination, Lender shall make advances (all such advances, collectively, to Borrower on account of the "Revolving Credit Loan as described herein. The principal amount of the Revolving Credit Loan") to Borrowers in , or such amounts part thereof as Borrowers shall request may be from time to timetime outstanding, provided shall be in the maximum amount of up to Three Million Dollars ($3,000,000.00) and shall be evidenced by the Revolving Credit Note. The maximum amount available to Borrower on account of the Revolving Credit Loan shall be reduced by the amount of the from time to time issued and outstanding Letters of Credit. The Revolving Credit Note shall be in the amount of $3,000,000.00; (2) Each advance on account of the Revolving Credit Loan shall bear interest at a rate per annum equal to the LIBOR Rate. Interest shall be charged on the principal balance of the Revolving Credit Loan from time to time outstanding on the basis of actual number of days elapsed computed on the basis of a three hundred sixty (360) day year. Such interest shall be payable for such Interest Period on the last Business Day of such Interest Period; provided, however, that if Interest Periods of 1 day have been elected, interest shall be payable on the first Business Day of each month. All payments received by Lender on account of the Revolving Credit Loan shall be in lawful money of the United States of America and in immediately available funds, and shall be applied by Lender first to outstanding accrued interest and then to outstanding principal; (3) All advances on account of the Revolving Credit Loans made by Lender to Borrower pursuant to this Paragraph 3B shall be recorded in an account on the books of Lender bearing Borrower's name (hereinafter called "Borrower's Account"). Lender shall render and send to Borrower a monthly statement of Borrower's Account showing the outstanding aggregate principal balance of the Revolving Credit Loan, together with interest and other appropriate debits and credits as of the date of the statement. The statement of Borrower's Account shall be considered correct in all respects, absent manifest error, and accepted by and be conclusively binding upon Borrower unless Borrower makes specific written objections thereto within thirty (30) days after the date the statement of Borrower's Account is sent; (4) In the event that the maximum aggregate principal amount of the Revolving Credit Loan outstanding at any one time exceeds the sum of $3,000,000.00, Borrower shall immediately pay to Lender an amount equal to or otherwise eliminate such excess; (5) The provisions of this Paragraph 3B shall continue in effect until May 31, 2010; provided, however, that Lender may terminate the provisions of this Paragraph 3B at any time upon the happening of an Event of Default hereunder. Upon the effective date of such termination, Borrower shall immediately pay to Lender the then outstanding aggregate principal amount of the Revolving Credit Loan, together with interest accrued thereon to the date of payment. No such termination shall (i) in any way affect or impair the security interest granted to Lender hereunder or any other rights of Lender under any of the Loan Documents, arising prior to any such termination or by reason thereof, (ii) relieve Borrower of any obligation to Lender under any of the Loan Documents, or otherwise, until all the Obligations are fully paid and performed, or (iii) affect any right or remedy of Lender under any of the Loan Documents; and (6) Borrower shall pay to Lender, on the first (1st) Business Day of each calendar quarter following the date hereof, commencing January 4, 2010, until the termination date of the Revolving Credit Loan (as described in Paragraph 3B(5) above) and on such termination date, an unused commitment fee for the calendar quarter (or portion thereof, as appropriate) immediately preceding such payment in an amount equal to one-half of one percentage point (.50%) per annum times the excess, if any, of (i) $3,000,000.00 minus (ii) the daily outstanding principal amount of the Revolving Credit Loan shall at no time exceed $25,000,000 (plus the "Commitment"). Each stated amount of any issued and outstanding Letters of Credit during such advance hereunder may consist of Base Rate Loans or Eurodollar Loans calendar quarter (or a combination portion thereof), as Borrowers may request. Each such advance appropriate).". 2.12 Subparagraph I of Paragraph 3 of the Loan Agreement shall be made upon written or facsimile notice of Borrowers received by the Lender not later than 1:00 PM Eastern Time three (3) Business Days prior amended and restated in its entirety to the date of the proposed advance, and the amount of such proposed advance shall not be in an amount of less than $100,000. Each such notice shall specify whether such advance shall consist of Base Rate Loans, Eurodollar Loans or a combination thereof, and for each Eurodollar Loan that is requested, the Interest Period with respect thereto. Borrowers may borrow, repay and reborrow, subject to the limitations set forth above. The aggregate outstanding principal amount of the Revolving Credit Loan hereafter read as of the Revolving Period Termination Date, together with all accrued and unpaid interest thereon, shall be due and payable in full on the earlier of (i) 364 days following the Revolving Period Termination Date, as the same may have been extended as aforesaid, and (ii) the Maturity Date; provided, however, that under no circumstances (including without limitation one or more extensions of the Revolving Period Termination Date pursuant to the Incorporated Loan Provisions referred to in Section 2.2 below) shall the Maturity Date be later than December 23, 2002. The Borrowers hereby promise to pay to the Lender the aggregate outstanding principal amount of the Revolving Credit Loan, plus all accrued and unpaid interest thereon, on the date such payment is due in accordance with the immediately preceding sentence.follows:

Revolving Credit Loan. (a) Subject to the terms and conditions hereof, during the period beginning on the date hereof Bank hereby extends to Borrower a line of credit facility (the "Facility Closing DateFacility") and ending on the Revolving Period Termination Date, as the same may be extended pursuant to the Incorporated Loan Provisions (as hereinafter defined), Lender shall make advances (all such advances, collectively, the "Revolving Credit Loan") under which Bank may make loans (the Revolving Loans") to Borrowers in such amounts as Borrowers shall Borrower at Borrower's request from time to timetime during the term of this Agreement. Bank will have discretion at all times as to whether or not to make any Revolving Loan, if there is any Event of Default. Borrower may borrow, prepay, and reborrow under the Facility, provided that the maximum aggregate principal amount of all Revolving Loans outstanding principal at any one time under the Facility will not exceed the foregoing limits or those limits specified in the Revolving Note. If the amount of the Revolving Credit Loan shall Loans outstanding at no any time exceed $25,000,000 (under the "Commitment"). Each such advance hereunder may consist of Base Rate Loans Facility exceeds the limits set forth above or Eurodollar Loans (or a combination thereof)in the Revolving Note, as Borrowers may request. Each such advance shall be made upon written or facsimile notice of Borrowers received by the Lender not later than 1:00 PM Eastern Time three (3) Business Days prior to the date of the proposed advance, and Borrower will immediately pay the amount of such proposed advance shall not be in an amount of less than $100,000excess to Bank. Each such notice shall specify whether such advance shall consist of Base Rate Loans, Eurodollar Loans or a combination thereof, Bank has agreed to make this loan upon the terms and for each Eurodollar Loan that is requested, the Interest Period with respect thereto. Borrowers may borrow, repay and reborrow, subject to the limitations conditions of this Agreement and all documents executed pursuant to or in connection with this Agreement (all such documents and this Agreement will be called ("Loan Documents"), provided the loan is secured as set forth abovein this Agreement. (b) Borrower may request a Revolving Loan by written or telephone notice to Bank. The aggregate outstanding Bank will make a Revolving Loan by wire transfer to any account designated by Borrower. Loan proceeds may be used for purposes not prohibited herein. (c) On the date hereof, Borrower will duly issue and deliver to Bank a Revolving Note (the "Revolving Note"), in the principal amount of TWENTY FIVE MILLION AND 00/100 DOLLARS ($25,000,000.00) bearing interest as specified in Section 2.02 herein. (d) The term of the Facility will expire on MAY 31, 2003 and the Revolving Credit Loan as of the Revolving Period Termination Date, together with all accrued and unpaid interest thereon, shall be due and Note will become payable in full on the earlier of (i) 364 days following the Revolving Period Termination Date, as the same may have been extended as aforesaid, and (ii) the Maturity Date; provided, however, that under no circumstances (including without limitation one or more extensions of the Revolving Period Termination Date pursuant to the Incorporated Loan Provisions referred to in Section 2.2 below) shall the Maturity Date be later than December 23, 2002. The Borrowers hereby promise to pay to the Lender the aggregate outstanding principal amount of the Revolving Credit Loan, plus all accrued and unpaid interest thereon, on the date such payment is due in accordance with the immediately preceding sentencedate.

Revolving Credit Loan. Subject (1) Borrower shall have the right, until the termination of Lender's obligations to the terms and conditions hereof, during the period beginning make advances on the date hereof (the "Facility Closing Date") and ending on account of the Revolving Period Termination DateCredit Loan as set forth in subparagraph (5) of this Paragraph 3B, as to from time to time borrow, pay and reborrow on account of the same may be extended pursuant to the Incorporated Revolving Credit Loan Provisions (as hereinafter defined)and, until such termination, Lender shall make advances to Borrower on account of the Revolving Credit Loan as described herein. The principal amount of the Revolving Credit Loan, or such part thereof as may be from time to time outstanding, shall be in the maximum amount of up to Ten Million and No/100 Dollars (all such advances$10,000,000.00) and shall be evidenced by a promissory note dated the date hereof, collectivelyin the original principal amount of $10,000,000.00, executed by Borrower and payable to the order of Lender, in the form of Exhibit C attached hereto and made a part hereof (herein referred to as the "Revolving Credit LoanNote") ). The maximum amount available to Borrowers in such amounts as Borrowers Borrower on account of the Revolving Credit Loan shall request be reduced by the amount of the from time to timetime issued and outstanding Letters of Credit. The Revolving Credit Note shall be in the amount of $10,000,000.00 and, provided in the event Lender determines to increase the maximum principal amount of the Revolving Credit Loan and Borrower agrees thereto, Borrower shall immediately execute and deliver to Lender a further Revolving Credit Note (or a replacement Revolving Credit Note) to evidence such increase; {W1772792;7} (2) Each advance on account of the Revolving Credit Loan shall bear interest at a rate per annum equal to, at Borrower's option, either: (A) the Prime Rate (with a "floor" rate of four percent (4.0%) per annum) with respect to a Prime Rate Loan, which rate shall change contemporaneously with any change in the Prime Rate, or (B) the LIBOR Rate (with a "floor" rate of four percent (4.0%) per annum) with respect to a LIBOR Rate Loans. Interest shall be charged on the principal balance of the Revolving Credit Loan from time to time outstanding on the basis of actual number of days elapsed computed on the basis of a three hundred sixty (360) day year. Such interest shall be payable monthly, on the first (1st) Business Day of each month hereafter, commencing on the first (1st ) Business Day of the month immediately following the date of the initial advance hereunder, with respect to Prime Rate Loans, and shall be payable for such Interest Period on the earlier of: (a) the first (1st) Business Day of each month hereafter, commencing on the first (1st) Business Day of the month immediately following the date of the initial advance hereunder, or (b) the last Business Day of such Interest Period and when such LIBOR Rate Loan is due, with respect to LIBOR Rate Loans. All payments received by Lender on account of the Revolving Credit Loan shall be in lawful money of the United States of America and in immediately available funds, and shall be applied by Lender first to outstanding accrued interest and then to outstanding principal. Borrower hereby authorizes Lender to debit Borrower's operating account with Lender for the payment of the installments of accrued interest with respect to the Revolving Credit Loan on the due dates thereof. In the event that there are not sufficient funds in Borrower's operating account to pay such installment payment on account of the Revolving Credit Loan in full on the due date thereof, then Borrower shall immediately pay to Lender the amount of such installment payment then due (on the amount of such shortfall, as appropriate) in immediately available funds; (3) All advances on account of the Revolving Credit Loan made by Lender to Borrower pursuant to this Paragraph 3B shall be recorded in an account on the books of Lender bearing Borrower's name (hereinafter called "Borrower's Account"). Lender shall render and send to Borrower a monthly statement of Borrower's Account showing the outstanding aggregate principal balance of the Revolving Credit Loan, together with interest and other appropriate debits and credits as of the date of the statement. The statement of Borrower's Account shall be considered correct in all respects, absent manifest error, and accepted by and be conclusively binding upon Borrower unless Borrower makes specific written objections thereto within thirty (30) days after the date the statement of Borrower's Account is sent; (4) In the event that the maximum aggregate principal amount of the Revolving Credit Loan outstanding at any one time exceeds the sum of $10,000,000.00, Borrower shall immediately pay to Lender an amount equal to or otherwise eliminate such excess; (5) The provisions of this Paragraph 3B shall continue in effect until January 31, 2012 and from year to year thereafter, unless terminated as to future transactions by either party hereto giving not less than sixty (60) days written notice of termination prior to the end of any such one year period to the other party hereto; provided, however, that Lender may terminate the provisions of this Paragraph 3B at any time upon the happening of an Event of Default hereunder. Upon the effective date of such termination, Borrower shall immediately pay to Lender the then outstanding aggregate principal amount of the Revolving Credit Loan, {W1772792;7} together with interest accrued thereon to the date of payment. No such termination shall (i) in any way affect or impair the security interest granted to Lender hereunder or any other rights of Lender under any of the Loan Documents, arising prior to any such termination or by reason thereof, (ii) relieve Borrower of any obligation to Lender under any of the Loan Documents, or otherwise, until all the Obligations are fully paid and performed, or (iii) affect any right or remedy of Lender under any of the Loan Documents; and (6) Borrower shall pay to Lender, on the first (1st) Business Day of each calendar quarter following the date hereof, commencing on April 1, 2010, until the termination date of the Revolving Credit Loan (as described in Paragraph 3B(5) above) and on such termination date, a nonrefundable unused line fee for the calendar quarter (or portion thereof, as appropriate) immediately preceding such payment in an amount equal to one-quarter of one percent (.25%) per annum times the excess, if any, of (i) $10,000,000.00 minus (ii) the average daily outstanding principal amount of the Revolving Credit Loan shall at no time exceed $25,000,000 plus the stated amount of any issued and outstanding Letters of Credit during such calendar quarter (the "Commitment"or portion thereof, as appropriate). Each such advance hereunder may consist of Base Rate Loans or Eurodollar Loans (or a combination thereof), as Borrowers may request. Each such advance shall be made upon written or facsimile notice of Borrowers received by In the Lender not later than 1:00 PM Eastern Time three (3) Business Days prior to the date case of the proposed advancefirst payment and last payment hereunder, and the amount of such proposed advance shall not be in an amount of less than $100,000. Each such notice shall specify whether such advance shall consist of Base Rate Loans, Eurodollar Loans or a combination thereof, and for each Eurodollar Loan that is requested, the Interest Period with respect thereto. Borrowers may borrow, repay and reborrow, subject to the limitations set forth above. The aggregate outstanding principal amount of the Revolving Credit Loan as of the Revolving Period Termination Date, together with all accrued and unpaid interest thereon, shall be due and payable in full on the earlier of (i) 364 days following the Revolving Period Termination Date, as the same may have been extended as aforesaid, and (ii) the Maturity Date; provided, however, that under no circumstances (including without limitation one or more extensions of the Revolving Period Termination Date pursuant to the Incorporated Loan Provisions referred to in Section 2.2 below) shall the Maturity Date be later than December 23, 2002. The Borrowers hereby promise to pay to the Lender the aggregate outstanding principal amount of the Revolving Credit Loan, plus all accrued and unpaid interest thereon, on the date such payment is due in accordance with if the immediately preceding sentenceperiod is less than a full calendar quarter, the unused line fee as so calculated shall be prorated by multiplying the same by a fraction, the denominator of which shall be 91 and the numerator of which shall be the actual number of days elapsed in such period.

Revolving Credit Loan. Subject (a) The Reference Rate Loans made by the Bank on any date shall be in any minimum aggregate principal amount as requested by the Borrowers and the Eurodollar Loans made by the Bank on any date shall be in a minimum aggregate principal amount of $250,000 or in integral multiples of $100,000 in excess thereof. (b) Each Revolving Credit Loan shall be either a Reference Rate Loan or a Eurodollar Loan as the Borrowers may request pursuant to Section 2.03 hereof. Not more than four (4) Eurodollar Loans may be outstanding at any one time and the Borrower Agent may not request more than one (1) borrowing of Revolving Credit Loans each week. (c) The Borrowers shall have the right at any time upon prior irrevocable notice given by the Borrower Agent to the Bank in the manner and at the times specified in Section 2.03 with respect to the Revolving Credit Loans into which conversion or continuation is to be made, to convert all or any portion of Eurodollar Loans into Reference Rate Loans, to convert all or any portion of Reference Rate Loans into Eurodollar Loans (specifying the Interest Period to be applicable thereto), to convert the Interest Period with respect to all or any portion of any Eurodollar Loans to another permissible Interest Period, and to continue all or any portion of any Revolving Credit Loans into a subsequent Interest Period of the same duration, subject to the terms and conditions of this Agreement (including the last sentence of Section 2.02(b) hereof, during the period beginning on the date hereof (the "Facility Closing Date") and ending on to the following: (i) in the case of a conversion or continuation of fewer than all the Revolving Period Termination Date, as the same may be extended pursuant to the Incorporated Loan Provisions (as hereinafter defined), Lender shall make advances (all such advances, collectivelyCredit Loans, the "Revolving Credit Loan") to Borrowers in such amounts as Borrowers shall request from time to time, provided that the maximum aggregate outstanding principal amount of Revolving Credit Loans converted or continued shall be in any minimum amount in the case of Reference Rate Loans and shall not be less than $250,000 in the case of Eurodollar Loans and shall be an integral multiple of $100,000; (ii) accrued interest on a Revolving Credit Loan shall at no time exceed $25,000,000 (the "Commitment"). Each such advance hereunder may consist of Base Rate Loans or Eurodollar Loans (or a combination portion thereof), as Borrowers may request. Each such advance ) being converted or continued shall be made upon written paid by the Borrowers at the time of conversion or facsimile continuation; (iii) if any Eurodollar Loan is converted at any time other than the end of an Interest Period applicable thereto, the Borrowers shall make such payments associated therewith as are required pursuant to Section 2.14; and (iv) no Event of Default shall have occurred and be continuing. The Interest Period applicable to any Eurodollar Loan resulting from a conversion shall be specified by the Borrower Agent in the irrevocable notice of Borrowers received by the Lender not later than 1:00 PM Eastern Time three (3) Business Days prior conversion delivered pursuant to the date of the proposed advance, and the amount of such proposed advance shall not be in an amount of less than $100,000. Each such notice shall specify whether such advance shall consist of Base Rate Loans, Eurodollar Loans or a combination thereof, and for each Eurodollar Loan that is requested, the Interest Period with respect thereto. Borrowers may borrow, repay and reborrow, subject to the limitations set forth above. The aggregate outstanding principal amount of the Revolving Credit Loan as of the Revolving Period Termination Date, together with all accrued and unpaid interest thereon, shall be due and payable in full on the earlier of (i) 364 days following the Revolving Period Termination Date, as the same may have been extended as aforesaid, and (ii) the Maturity Datethis Section; provided, however, that under if no circumstances such Interest Period shall be specified or if the Borrower Agent shall not have given timely notice to continue any Eurodollar Loan into a subsequent Interest Period, such Revolving Credit Loan (including without limitation one unless repaid or more extensions of the Revolving Period Termination Date required to be repaid pursuant to the Incorporated Loan Provisions referred to in Section 2.2 belowterms hereof) shall the Maturity Date automatically be later than December 23, 2002. The Borrowers hereby promise to pay to the Lender the aggregate outstanding principal amount of the Revolving Credit converted into a Reference Rate Loan, plus all accrued and unpaid interest thereon, on the date such payment is due in accordance with the immediately preceding sentence.