Common use of Special Agent Advances Clause in Contracts

Special Agent Advances. The Administrative Agent may, at its option, from time to time, at any time on or after an Event of Default and for so long as the same is continuing or upon any other failure of a condition precedent to the Loans and Letters of Credit hereunder, make such disbursements and advances (“Special Agent Advances”) which the Administrative Agent, in its sole discretion, deems necessary or desirable either (i) to preserve or protect the Collateral or any portion thereof, (ii) to enhance the likelihood or maximize the amount of repayment by the Loan Parties of the Loans or any other Obligations or (iii) to pay any other amount chargeable to any Loan Party pursuant to the terms of this Agreement or any of the other Loan Documents consisting of costs, fees and expenses and payments to any Issuing Lender in respect of any Letter of Credit Obligations; provided that (A) the aggregate principal amount of the Special Agent Advances outstanding at any time shall not exceed the lesser of (x) five percent (5%) of the Aggregate Commitment and (y) $7,500,000, (B) the aggregate principal amount of the Special Agent Advances outstanding at any time, plus the then outstanding principal amount of the Loans and Letters of Credit (including the additional Loans and the additional Letters of Credit made pursuant to Section 2.8(a)), shall not exceed the Aggregate Commitment and (C) no such Special Agent Advance shall be outstanding more than forty five (45) days after the date such Special Agent Advance is made, except as the Required Lenders may otherwise agree. The Special Agent Advances shall be repayable on demand and together with all interest thereon shall constitute Obligations secured by the Collateral. Special Agent Advances shall not constitute Loans but shall otherwise constitute Obligations hereunder. Interest on Special Agent Advances shall be payable at the interest rate then applicable to Base Rate Loans plus two percent (2%), and shall be payable on demand. Each Lender agrees that it shall make available to the Administrative Agent, upon the Administrative Agent’s demand, in immediately available funds, the amount equal to such Lender’s Pro Rata Share of each such Special Agent Advance not to exceed such Lender’s Commitment. If such funds are not promptly made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such funds, on demand from such Lender together with interest thereon for each day from the date such payment was due until the date such amount is paid to the Administrative Agent at the Federal Funds Rate for each day during such period and if such amounts are not paid within three (3) days of the Administrative Agent’s demand, at the highest interest rate provided for in Section 3.1

Special Agent Advances. The Administrative Agent may, at its option, from time to time, at any time on or after an Event of Default and for so long as the same is continuing or upon any other failure of a condition precedent to the Loans and Letters of Credit hereunder, make such disbursements and advances (“Special Agent Advances”) which the Administrative Agent, in its sole discretion, deems necessary or desirable either (i) to preserve or protect the Collateral or any portion thereof, (ii) to enhance the likelihood or maximize the amount of repayment by the Loan Parties of the Loans or any other Obligations or (iii) to pay any other amount chargeable to any Loan Party pursuant to the terms of this Agreement or any of the other Loan Documents consisting of costs, fees and expenses and payments to any Issuing Lender Bank in respect of any Letter of Credit Obligations; , provided that (A) the aggregate principal amount of the Special Agent Advances outstanding at any time time, plus then outstanding principal amount of the additional Loans and Letters of Credit made or provided pursuant to Section 2.8(a), shall not exceed an aggregate amount equal to the lesser of (x) five ten percent (510%) of the Aggregate Commitment and (y) $7,500,000, 60,000,000 and (B) the aggregate principal amount of the Special Agent Advances outstanding at any time, plus the then outstanding principal amount of the Loans and Letters of Credit (including the additional Loans and the additional Letters of Credit made pursuant to Section 2.8(a)), shall not exceed the Aggregate Commitment and (C) no such Commitment, except at the Administrative Agent’s option; provided that to the extent that the aggregate principal amount of Special Agent Advance Advances plus then outstanding principal amount of the Loans and Letters of Credit exceed the Aggregate Commitment, the Special Agent Advances that are in excess of the Aggregate Commitment (“Excess Special Agent Advances”) shall be outstanding more than forty five (45) days after for the date sole account and risk of the Administrative Agent and notwithstanding anything to the contrary set forth below, no Lender shall have any obligation to provide its share of such Excess Special Agent Advance is made, except as the Required Lenders may otherwise agreeAdvances. The Special Agent Advances shall be repayable on demand and together with all interest thereon shall constitute Obligations secured by the Collateral. Special Agent Advances shall not constitute Loans but shall otherwise constitute Obligations hereunder. Interest on Special Agent Advances shall be payable at the interest rate then applicable to Base Rate Loans plus two percent (2%), and shall be payable on demand. Each Lender agrees that it shall make available to the Administrative Agent, upon the Administrative Agent’s demand, in immediately available funds, the amount equal to such Lender’s Pro Rata Share of each such Special Agent Advance not to exceed such Lender’s Commitment. If such funds are not promptly made available to the Administrative Agent by such Lender, such Lender shall be deemed a Defaulting Lender and the Administrative Agent shall be entitled to recover such funds, on demand from such Lender together with interest thereon for each day from the date such payment was due until the date such amount is paid to the Administrative Agent at the greater of the daily average of the Federal Funds Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation for each day during such period and if such amounts are not paid within three (3) days of the Administrative Agent’s demand, at the highest interest rate provided for in Section 3.1

Special Agent Advances. The Administrative Agent may, at its option, from time to timetime after the Conversion Date, at any time on or after upon the occurrence and continuation of an Event of Default and for so long as the same is continuing or upon any other failure of a condition precedent to the Loans and Letters of Credit hereunder, make such disbursements and advances (“collectively, the "Special Agent Advances”") which the Administrative Agent, in its sole discretion, (a) deems necessary or desirable either (i) to preserve or protect the Collateral or any portion thereof, thereof or (iib) to enhance the likelihood or maximize the amount of repayment by the Loan Credit Parties of the Loans and other Obligations; provided, that (i) the aggregate principal amount of the Special Agent Advances pursuant to this clause (b) outstanding as of any date of determination plus the then outstanding principal amount of the additional Loans and Letters of Credit that the Administrative Agent and/or the Issuing Lender may make or provide as set forth in Section 12.10, shall not exceed an aggregate amount equal to ten percent (10%) of the aggregate Commitments as of such date without the prior written consent of the Required Agreement Lenders and (ii) the aggregate principal amount of the Special Agent Advances pursuant to this clause (b) outstanding as of any other Obligations date of determination plus the then outstanding principal amount of the Loans and Letters of Credit, shall not exceed the aggregate Commitments as of such date, except at the Administrative Agent's option, provided, that, to the extent that the aggregate principal amount of Special Agent Advances plus the then outstanding principal amount of the Loans and Letters of Credit exceed the aggregate Commitments, the Special Agent Advances that are in excess of the aggregate Commitments shall be for the sole account and risk of the Administrative Agent and notwithstanding anything to the contrary set forth below, no Lender shall have any obligation to provide its share of such Special Agent Advances in excess of the such aggregate Commitments, or (iiic) to pay any other amount chargeable to any Loan Credit Party pursuant to the terms of this Agreement or any of the other Loan Documents consisting of costs, fees and expenses and payments to any the Issuing Lender in respect of any Letter of Credit Obligations; provided that (A) the aggregate principal amount of the Special Agent Advances outstanding at any time shall not exceed the lesser of (x) five percent (5%) of the Aggregate Commitment and (y) $7,500,000, (B) the aggregate principal amount of the Special Agent Advances outstanding at any time, plus the then outstanding principal amount of the Loans and Obligations with respect to Letters of Credit (including the additional Loans and the additional Letters of Credit made pursuant to Section 2.8(a)), shall not exceed the Aggregate Commitment and (C) no such Special Agent Advance shall be outstanding more than forty five (45) days after the date such Special Agent Advance is made, except as the Required Lenders may otherwise agreeCredit. The Special Agent Advances shall be repayable on demand and together with all interest thereon shall constitute Obligations secured by the Collateral. Special Agent Advances shall not constitute Loans but shall otherwise constitute Obligations hereunder. Interest on Special Agent Advances shall be payable at the interest rate (including the Applicable Margin) then applicable to Base Rate Loans plus two percent (2%), and shall be payable on demand. Each Without limitation of its obligations pursuant to Section 4.7, each Lender agrees that it shall make available to the Administrative Agent, upon the Administrative Agent’s 's demand, in immediately available funds, the amount equal to such Lender’s Pro Rata Share 's Commitment Percentage of each such Special Agent Advance not to exceed such Lender’s CommitmentAdvance. If such funds are not promptly made available to the Administrative Agent by such Lender, such Lender shall be deemed a Defaulting Lender and the Administrative Agent shall be entitled to recover such funds, on demand from such Lender together with interest thereon for each day from the date such payment was due until the date such amount is paid to the Administrative Agent at the Federal Funds Rate for each day during such period and if such amounts are not paid within three (3) days of the Administrative Agent’s 's demand, at the highest interest rate provided for in Section 3.14.1 applicable to Base Rate Loans.

Special Agent Advances. The Administrative Agent may, at may in its option, sole discretion from time to time, time at any time on or after that an Event of Default and for so long as the same is continuing exists or upon any other failure of a condition precedent to any of the Loans and Letters of Credit hereunderLoans, make such disbursements and advances (“"Special Agent Advances”") which the Administrative Agent, in its sole discretion, (i) deems necessary or desirable either (i) to preserve or protect the Collateral or any portion thereofof the Collateral, (ii) to enhance the likelihood of or maximize the amount of repayment by the Loan Credit Parties of the Loans or any other Obligations or Obligations, and/or (iii) to pay any other amount chargeable to any Loan Credit Party pursuant to the terms of this Agreement or any of the other Loan Documents consisting of Documents, including without limitation, costs, fees and expenses and payments to any Issuing Lender in respect of any Letter of Credit Obligationsexpenses; provided provided, however, that (A) the aggregate principal amount of the Special Agent Advances outstanding at any time shall not exceed the lesser of Two Million Five Hundred Thousand Dollars (x) five percent (5%) $2,500,000). Notwithstanding any provision of the Aggregate Commitment and (y) $7,500,000Loan Documents, (B) the aggregate principal amount of the Special Agent Advances outstanding at any time, plus the then outstanding principal amount of the Loans and Letters of Credit (including the additional Loans and the additional Letters of Credit made pursuant to Section 2.8(a)), shall not exceed the Aggregate Commitment and (C) no such Special Agent Advance shall be outstanding more than forty five (45) days after the date such Special Agent Advance is made, except as the Required Lenders may otherwise agree. The Special Agent Advances shall be repayable on demand and together with with, all interest thereon shall constitute Obligations secured and shall be payable prior to the payment of interest and principal of all other Loans. The Commitments will, upon the making of such Special Agent Advances, and the obligations of the Lenders to fund such amounts, be increased by the Collateral. Pro Rata Share of each Lender of the amount of the Special Agent Advances shall not constitute Loans but shall otherwise constitute Obligations hereunderAdvances. Interest on Special Agent Advances shall be payable at the interest rate then applicable to Base Rate Loans plus two percent (2%), Advances and shall be payable on demand. Each Lender agrees that it shall make available to the Administrative Agent, upon the Administrative Agent’s demand, in immediately available funds, the amount equal to such Lender’s Pro Rata Share of each such Special Agent Advance not to exceed such Lender’s CommitmentAdvance. If such funds are not promptly Advances which could otherwise be made available to as Special Agent Advances may be made, in the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such funds, on demand from such Lender together with interest thereon for each day from the date such payment was due until the date such amount is paid to the Administrative Agent at the Federal Funds Rate for each day during such period and if such amounts are not paid within three (3) days Permitted Discretion of the Administrative Agent’s demand, at as an advance on the highest interest rate provided for in Section 3.1Revolving Loan.