Common use of Term Loan C Clause in Contracts

Term Loan C. (i) Subject to the terms and conditions hereof, each Term C Lender agrees to make a term loan (collectively, the “Term Loan C” and together with the Term Loan B, the “Term Loans”) on the Closing Date to Borrower in the amount of such Term C Lender’s Term Loan C Commitment. The obligations of each Term C Lender hereunder shall be several and not joint. Each such Term Loan C shall be evidenced by a promissory note substantially in the form of Exhibit 1.1(d)(i) (each a “Term C Note” and collectively the “Term C Notes”), and, except as provided in Section 1.12, Borrower shall execute and deliver a Term C Note to each applicable Term C Lender. Each Term C Note shall represent the obligation of Borrower to pay the amount loaned by each Term C Lender pursuant to such Term C Lender’s Term Loan C Commitment, together with interest thereon as prescribed in Section 1.5. Amounts repaid on Term Loan C may not be reborrowed. (ii) Borrower shall repay the principal amount of the Term Loan in a single installment on November 11, 2011, if not sooner paid in full. (iii) Notwithstanding Section 1.1(c)(ii), the aggregate outstanding principal balance of the Term Loan C shall be due and payable in full in immediately available funds on the Commitment Termination Date, if not sooner paid in full. (iv) Each payment of principal with respect to the Term Loan C shall be paid to Agent for the ratable benefit of each Term C Lender making a Term Loan C, ratably in proportion to each such Term C Lender’s respective Term Loan C Commitment.

Term Loan C. (ia) Subject to the terms and conditions hereofof the Loan Agreement and this Amendment (including without limitation the conditions precedent set forth herein), each Term C Lender Bank agrees to make extend to Borrowers a term loan in the original principal amount of Seven Hundred Fifty Thousand Dollars (collectively, the $750,000) (“Term Loan ‘C” and together with the Term Loan B, the “Term Loans’”) on the Closing Date ). Borrowers’ obligation to Borrower in the amount of such Term C Lender’s Term Loan C Commitment. The obligations of each Term C Lender hereunder shall be several and not joint. Each such repay Term Loan C shall be further evidenced by a promissory note substantially executed and delivered by Borrowers to Bank in the form face amount of Exhibit 1.1(d)(iSeven Hundred Fifty Thousand Dollars ($750,000) (each a “Term C Note” and collectively the “Term C NotesNote ‘C’”), and, except as provided which shall be in Section 1.12, Borrower a form acceptable to Bank. (b) Borrowers shall execute and deliver a Term C Note to each applicable Term C Lender. Each Term C Note shall represent use the obligation proceeds of Borrower to pay the amount loaned by each Term C Lender pursuant to such Term C Lender’s Term Loan C Commitmentsolely to repay a portion of the existing Subordinated Indebtedness owed to Argosy Investment Partners, together with interest thereon as prescribed in Section 1.5. Amounts repaid on Term Loan C may not be reborrowed.L.P. (iic) Borrower shall repay the principal amount of the Term Loan in a single installment on November 11, 2011, if not sooner paid in full. (iii) Notwithstanding Section 1.1(c)(ii), the aggregate The entire outstanding principal balance of Term Loan C will accrue interest at the Agent Borrower’s option at (i) the LMIR Rate plus Applicable Margin or (ii) the LIBOR Rate plus the Applicable Margin, provided however, at no time shall the applicable rate of interest charged to sums outstanding and accruing interest under Term Loan C at the LMIR Rate plus the Applicable Margin exceed the Prime Rate. (d) Borrowers understand and agree that subject to the provisions of this Agreement, the LIBOR Rate plus Applicable Margin or the LMIR Rate plus Applicable Margin, as applicable, which applies to the outstanding principal balance of Term Loan C shall apply to the entire outstanding principal balance of Term Loan C. (e) Borrowers agree to pay to Bank interest on the principal balance of Term Loan C on the first day of each calendar month, commencing on March 1, 2003 and on the first day of each month thereafter through February 1, 2005 (the “Term Loan C Maturity Date”). Borrowers agree to pay to Bank the principal balance of Term Loan C in five (5) equal and consecutive monthly installments of $125,000 each, on the first day of each calendar month, commencing on September 1, 2004, and in one (1) final payment of the remaining principal balance of Term Loan C plus all accrued and unpaid interest thereon on the Term Loan C shall be due and payable in full in immediately available funds on the Commitment Termination Maturity Date, if not sooner paid in full. (iv) Each payment of principal with respect to the Term Loan C shall be paid to Agent for the ratable benefit of each Term C Lender making a Term Loan C, ratably in proportion to each such Term C Lender’s respective Term Loan C Commitment.

Term Loan C. (i) Subject The Borrower hereby unconditionally promises to pay to Agent for the terms and conditions hereofaccount of each Lender the Accreted Principal Amount as of this Seventh Amendment Effective Date or, each Term C Lender agrees to make a term loan (collectivelyif less, the “Term Loan C” and together with the Term Loan B, the “Term Loans”) on the Closing Date to Borrower in the amount of such Term C Lender’s Term Loan C Commitment. The obligations of each Term C Lender hereunder shall be several and not joint. Each such Term Loan C shall be evidenced by a promissory note substantially in the form of Exhibit 1.1(d)(i) (each a “Term C Note” and collectively the “Term C Notes”), and, except as provided in Section 1.12, Borrower shall execute and deliver a Term C Note to each applicable Term C Lender. Each Term C Note shall represent the obligation of Borrower to pay the amount loaned by each Term C Lender pursuant to such Term C Lender’s Term Loan C Commitment, together with interest thereon as prescribed in Section 1.5. Amounts repaid on Term Loan C may not be reborrowed. (ii) Borrower shall repay the principal amount of the Term Loan in a single installment on November 11, 2011, if not sooner paid in full. (iii) Notwithstanding Section 1.1(c)(ii), the aggregate outstanding principal balance of the Term Loan C shall be due Advance as follows: (i) $2,500,000 on August 1, 2009 and payable in full in immediately available funds monthly installments of $1,250,000, commencing on September 1, 2009 and continuing on the Commitment Termination Date, if not sooner first day of each month thereafter until the Term Loan C is paid in full.; (ivii) Each payment All prepayments of principal with respect to the Term Advance must be paid in cash and shall be applied to the most remote principal installation or installations then unpaid; and (iii) On the applicable Maturity Date, the entire unpaid principal balance of the Term C Notes and all unpaid interest accrued thereon shall also be fully due and payable in cash only. Each payment date stated in (i) and (iii) above are hereinafter referred to as a “Term Loan C Payment Date”). (A) the Borrower shall have given the Agent notice of its intention to make such payment using common stock, which notice shall be paid irrevocable, no later than three (3) Business Days prior to the Term Loan C Payment Date and (B) the common stock used for payment shall be immediately transferable without restriction, subject to applicable securities laws, provided that prior to the Term Loan C Payment Date, Borrower has provided Company with a certificate customary for sales under Rule 144 and an Opinion of Counsel in form and substance acceptable to the Borrower opining that Borrower may immediately sell such shares in accord with Rule 144 (and if such opinion and certificate is not received by the Borrower prior to the Term Loan Payment Date and the Borrower does not have an effective shelf registration statement on file with the SEC with sufficient availability thereunder, then shares issued in payment will be restricted shares or Lenders may instead choose to require the Borrower to add such payment to the outstanding principal amount by providing the Borrower with written notice thereof at least one (1) Business Day prior to the Term Loan C Payment Date, in which case it shall be due on the Maturity Date)(C) if the Volume-Weighted Average Price for such stock is less than $0.50 per share, the Lenders may instead choose to require Company to add such payment to the outstanding principal amount by providing the Borrower with written notice thereof at least one (1) Business Day prior to the Term Loan C Payment Date, in which case it will be due on the Maturity Date; and (D) the common stock used for payment shall be delivered to the Agent for within three (3) Business Days following the ratable benefit Term Loan C Payment Date (“Term Loan C Stock Delivery Date”). In the event common stock satisfying the requirements in the immediately preceding sentence is not delivered on or before the Term Loan C Stock Delivery Date after notice has been given by the Borrower pursuant to clause (A) of such sentence and each Term C Lender making of the other conditions in clauses (B), (C) and (D) has been satisfied, any amounts unpaid as a result thereof shall bear interest at the interest rate determined pursuant to Section 2.6(c) plus two percent (2%) through the last day of the month in which such shares are delivered. Notwithstanding anything in this Section 2.3(c) to the contrary, in the event the Borrower at the time of a Term Loan CC Payment Date is not able to make a payment under Section 2.3(c)(i) using common stock of the Borrower under the Marketplace Rules of the Nasdaq Stock Market, ratably in proportion to each any principal payment due on such Term C Lender’s respective Term Loan C CommitmentPayment Date shall be due and payable on the Maturity Date.

Term Loan C. (i) Subject to the terms and conditions hereofof this Agreement and in reliance upon the representations and warranties of Borrower and the other Credit Parties contained herein, the Term Lenders made a term loan to the Borrower on the Closing Date, in the aggregate principal amount of $135,000,000. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of Borrower and the other Credit Parties contained herein, each Term C Lender agrees agrees, severally and not jointly, to make a term loan (collectivelylend to Borrower in one draw, on the Amendment No. 5 Closing Date an amount such that, after giving effect to such loan, the “amount of each Term Loan C (as defined below) held by each Term Lender shall be as set forth opposite such Lender's name in ANNEX B. Amounts borrowed under this Section 1.1 are collectively referred to as the "INITIAL TERM LOAN C” " and together with the any Incremental Term Loan B, the “Term Loans”) on the Closing Date to Borrower in the amount of such Term C Lender’s Term Loan C Commitment. The obligations of each Term C Lender hereunder shall be several and not joint. Each such Term Loan C shall be evidenced by a promissory note substantially in the form of Exhibit 1.1(d)(i) (each a “Term C Note” and collectively the “Term C Notes”), and, except as provided in Section 1.12, Borrower shall execute and deliver a Term C Note to each applicable Term C Lender. Each Term C Note shall represent the obligation of Borrower to pay the amount loaned by each Term C Lender pursuant to such Term C Lender’s Term Loan C Commitment, together with interest thereon as prescribed in Section 1.5. Amounts repaid on Term Loan C may not be reborrowed. (ii) Borrower shall repay the principal amount of the Term Loan in a single installment on November 11, 2011, if not sooner paid in full. (iii) Notwithstanding Section 1.1(c)(iidefined below), the aggregate "TERM LOAN C". The outstanding principal balance of the Term Loan C shall be due and payable in full in immediately available funds on the Commitment Termination Date, if not sooner paid in full. (iv) Each payment of principal with respect to the Term Loan C Maturity Date. Amounts borrowed under this SECTION 1.1(a) and repaid may not be reborrowed. (a) (as amended, modified, extended, substituted or replaced from time to time, each a "TERM NOTE C" and, collectively, the "TERM NOTES C"), and, except as provided in SECTION 1.7, Borrower shall be paid to Agent for the ratable benefit of execute and deliver each Term Note C Lender making a to the applicable Lender. Each Term Loan C, ratably in proportion Note C shall represent the obligation of Borrower to each such Term C pay the amount of the applicable Lender’s respective 's Term Loan C Commitment, together with interest thereon."

Term Loan C. Pursuant to the terms of this Agreement, Lender shall make Term Loan C to Borrower on the Closing Date, upon the following terms and conditions: (i) Subject to the terms and conditions hereof, each Term C Lender agrees to make a term loan (collectively, the “Term Loan C” and together with the Term Loan B, the “Term Loans”) on the Closing Date to Borrower in the amount of such Term C Lender’s Term Loan C Commitment. The obligations of each Term C Lender hereunder shall be several and not joint. Each such Term Loan C shall be evidenced by a promissory note note, substantially in the form of Exhibit 1.1(d)(i) B, with appropriate insertions (each a “Term Loan C Note” and collectively the “Term C Notes”), and, except as provided in Section 1.12, Borrower shall execute payable to the order of Lender and deliver a Term C Note to each applicable Term C Lender. Each Term C Note shall represent representing the obligation of Borrower to pay the unpaid principal amount loaned by of Term Loan C, duly executed and delivered on behalf of Borrower, in the principal amount of Term Loan C. Lender is authorized to record the date and amount of each Term C Lender pursuant payment or prepayment of principal thereof in its records or on the grid schedule annexed to such Term C Lender’s Term Loan C CommitmentNote; provided, however, that the failure of Lender to set forth each payment and other information shall not in any manner affect the obligation of Borrower to repay Term Loan C in accordance with the terms of Term Loan C Note and this Agreement. Term Loan C Note, the grid schedule and the books and records of Lender shall constitute presumptive evidence of the information so recorded absent manifest error. Term Loan C Note shall (x) be dated the Closing Date, (y) be stated to mature on the Term Loan C Maturity Date, and (z) be payable in (1) 12 consecutive equal monthly installments of interest only, commencing on May 1, 2015 and continuing on the first day of each of the next 11 consecutive calendar months thereafter, and (2) 36 consecutive equal fully-amortizing monthly installments of principal and interest, commencing on May 1, 2016 and continuing on the first day of each of the next 35 consecutive calendar months thereafter; and (ii) On the Term Loan C Maturity Date, Borrower shall immediately pay to Lender the then outstanding aggregate principal amount of Term Loan C, together with interest accrued thereon as prescribed in Section 1.5. Amounts repaid on Term Loan C may not be reborrowed. (ii) Borrower shall repay the principal amount of the Term Loan in a single installment on November 11, 2011, if not sooner paid in full. (iii) Notwithstanding Section 1.1(c)(ii), the aggregate outstanding principal balance of the Term Loan C shall be due and payable in full in immediately available funds on the Commitment Termination Date, if not sooner paid in full. (iv) Each payment of principal with respect to the Term Loan C shall be paid to Agent for the ratable benefit date of each Term C Lender making a Term Loan C, ratably in proportion to each such Term C Lender’s respective Term Loan C Commitmentpayment.