Common use of The Revolving Credit Clause in Contracts

The Revolving Credit. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Date through the Final Availability Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan Commitments” (such amount as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation to fund any requested Borrowing of Revolving Loans to the extent that such requested Borrowing, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of:

The Revolving Credit. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Restatement Effective Date through the Final Availability Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan Commitments” (such amount as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation to fund any requested Borrowing of Revolving Loans to the extent that such requested Borrowing, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of:

The Revolving Credit. Subject It is the purpose and intent of this Agreement that, after giving effect to the amendment and restatement of the Existing Credit Agreement and the fundings hereunder on the Restatement Date, each Revolving Lender will hold on the Restatement Date outstanding Revolving Loans in an aggregate principal amount equal to its Revolving Percentage of the aggregate principal amount of all Revolving Loans outstanding on the Restatement Date. Accordingly, each Revolving Lender agrees to fund the Administrative Agent on the Restatement Date an amount equal to its Revolving Percentage of such amount of Revolving Loans as shall be outstanding on the Restatement Date. Each Revolving Lender severally agrees, on the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained set forth herein, each Revolving Lender severally and not jointly agrees to make Loans loans to the Borrower Company (each such Loanloan, a “"Revolving Loan”) "), from time to time on any Business Day during the period from the Fourth Amendment Effective Restatement Date through to the Final Availability Revolving Termination Date, in an aggregate amount not to exceed at any time outstanding such Revolving Lender's Revolving Percentage of the aggregate amount set forth opposite such Lender’s name in Schedule 1.1(bof the Revolving Commitments; provided that (i) under on the heading “Revolving Loan Commitments” (such amount as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, thatRestatement Date, the Lenders shall be under no obligation aggregate amount of Revolving Loans may not exceed $100,000,000 and (ii) after giving effect to fund any requested Borrowing of Revolving Loans, (x) the sum of the Effective Amount of all Revolving Loans to plus the extent that such requested Borrowing, if funded, would cause Effective Amount of all Swingline Loans plus the Effective Amount of all L/C Obligations shall not exceed (y) the lesser of (1) the aggregate principal amount of all outstanding the Revolving Loans to exceed Commitments and (2) the Maximum Revolving Loan BalanceBorrowing Base. Each Lender shall be deemed to have assigned and/or purchasedWithin the foregoing limits, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject subject to the other terms and conditions hereof, amounts borrowed the Company may borrow under this subsection 1.1(b) may be repaid 2.1(b), prepay under Section 2.7 and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of:reborrow under this subsection 2.1(b).

The Revolving Credit. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Third Amendment Effective Date through the Final Availability Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan Commitments” (such amount as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation to fund any requested Borrowing of Revolving Loans to the extent that such requested Borrowing, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of:

The Revolving Credit. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained hereinAgreement, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through the Final Availability Revolving Termination Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan CommitmentsCommitment” or in the Assignment pursuant to which such Lender became a Lender hereunder (such amount amount, as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection Section 1.1(b) may be repaid and reborrowed from time to timetime without premium or penalty except as provided in Section 10.4. The “Maximum Revolving Loan Balance” from at any time shall equal the Aggregate Revolving Loan Commitment then in effect, less the aggregate amount of Letter of Credit Obligations. If at any time the then outstanding principal balance of Revolving Loans exceeds the Maximum Revolving Loan Balance, then the Borrower shall, no later than the Business Day following written notice thereof by the Agent or Required Revolving Lenders (provided that if such notice is received after 3:00 p.m.(New York time) on any such day, the Borrower shall make such prepayment no later than the second Business Day after such notice is received), prepay outstanding Revolving Loans in an amount sufficient to time will eliminate such excess. No Revolving Loans may be drawn on the lesser of:Closing Date except for Permitted Closing Date Revolving Extensions of Credit. Revolving Loans may be Base Rate Loans or LIBOR Rate Loans, in each case as provided herein.

The Revolving Credit. (i) Subject to the terms and conditions of this Agreement Agreement, including subsection 1.1(b)(v) below, and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans in Dollars or Canadian Dollars to the Borrower Borrowers (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through the Final Availability Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan Commitments” (such amount amount, as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause (A) the aggregate principal amount of all outstanding Revolving Loans to any Borrower Group shall not exceed the that Borrower Group’s Maximum Revolving Loan Balance. Each Lender Balance or, in the case of the Camrose Borrowers, if less, the Camrose Sublimit and (B) the aggregate principal amount of all outstanding Revolving Loans, Swing Loans and Letter of Credit Obligations to all Borrowers shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of not exceed the Aggregate Revolving Loan Commitment then in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b)effect. Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of:.

The Revolving Credit. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower Borrowers (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through to the Final Availability Revolving Termination Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) 1.1 under the heading “Revolving Loan CommitmentsCommitment” (such amount as the same may be reduced or increased from time to time in accordance with this Agreementpursuant to subsection 1.8(d) and Section 1.13 or as a result of one or more assignments pursuant to Section 9.9, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b1.1(a) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of: (i) (x) the product obtained by multiplying (A) Adjusted EBITDA for the most recent twelve month period ending on or prior to such date for which financial statements have been delivered pursuant to subsection 4.1 (and prior to delivery of financial statements for January 2008, the December 2007 financial statements delivered prior to the Closing Date), times (B) the Leverage Multiple then in effect, minus (y) outstanding total Indebtedness of the Credit Parties and their Subsidiaries (excluding the Revolving Loan and Letter of Credit Obligations), or (ii) the Aggregate Revolving Loan Commitment then in effect; less, in either case, the aggregate amount of Letter of Credit Obligations. If at any time the then outstanding principal balance of Revolving Loans exceeds the Maximum Revolving Loan Balance, then the Borrowers shall immediately prepay outstanding Revolving Loans in an amount sufficient to eliminate such excess.

The Revolving Credit. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower (each such LoanLoan and each Incremental Revolving Loan (if any), a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through the Final Availability Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan Commitments” (such amount as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection Section 1.1(b) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be (i) the lesser of:Aggregate Revolving Loan Commitment then in effect, less (ii) the aggregate amount of Letter of Credit Obligations, less (iii) the aggregate principal amount of outstanding Swing Loans. If at any time the then outstanding principal balance of Revolving Loans exceeds the Maximum Revolving Loan Balance, then the Borrower shall immediately prepay outstanding Revolving Loans in an amount sufficient to eliminate such excess.

The Revolving Credit. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Second Restatement Closing Date through to the Final Availability Revolving Termination Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan CommitmentsCommitment” (such amount as the same may be increased pursuant to Section 1.12 or reduced from time to time pursuant to subsection 1.8(c) or reduced or increased from time to time in accordance with this Agreementas a result of one or more assignments pursuant to Section 9.9, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of: (i) the product obtained by multiplying (A) EBITDA for the then most recently ended twelve month period for which financial statements have been delivered to Agent, times (B) the Leverage Multiple, or (ii) the Aggregate Revolving Loan Commitment then in effect; Immediately prior to the effectiveness of this Agreement, the outstanding principal balance of “Revolving Loans” under the Existing Credit Agreement is $36,958,068.64. Such “Revolving Loans” under the Existing Credit Agreement shall be deemed to be, and hereby are converted into, on the Second Restatement Closing Date, outstanding Revolving Loans hereunder. Each Lender with a Revolving Loan Commitment hereunder shall make such payments among themselves and/or shall fund Revolving Loans requested by the Borrower on the date hereof as are necessary to ensure that such converted Revolving Loans and all Revolving Loans requested by the Borrower on the Second Restatement Closing Date are funded by the Lenders holding Revolving Loan Commitments hereunder pro rata based on their respective shares of the Aggregate Revolving Loan Commitment. Notwithstanding anything contained in this Agreement to the contrary, the Dollar Equivalent of Revolving Loans advanced in a Foreign Currency shall not at any time exceed the Foreign Subfacility Limit and the Lenders shall have no obligation to advance Revolving Loans in a Foreign Currency in an amount which would cause the Dollar Equivalent of all Revolving Loans advanced in a Foreign Currency to exceed the Foreign Subfacility Limit. If at any time the then outstanding principal balance of Revolving Loans exceeds the Maximum Revolving Loan Balance, then the Borrower shall prepay on the earlier of (i) the date upon which the Borrower becomes aware of such excess or (ii) the first Business Day after Borrower receives notice from the Agent of such excess, the outstanding Revolving Loans in an amount sufficient to eliminate such excess. If at any time the Dollar Equivalent of Revolving Loans advanced in a Foreign Currency exceeds the Foreign Subfacility Limit, then the Borrower shall prepay on the earlier of (i) the third Business Day after the date upon which the Borrower becomes aware of such excess or (ii) the third Business Day after Borrower receives notice from the Agent of such excess, the outstanding Revolving Loans in an amount sufficient to eliminate such excess.

The Revolving Credit. (i) Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower Borrowers (each such Loan and each Incremental Revolving Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through the Final Availability Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan Commitments” (such amount as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection Section 1.1(b) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of: (x) the Borrowing Base (as calculated pursuant to the Borrowing Base Certificate) in effect from time to time, or (y) the Aggregate Revolving Loan Commitment then in effect; less, in either case, the sum of (x) the aggregate amount of Letter of Credit Obligations plus (y) outstanding Swing Loans. (ii) If at any time the then outstanding principal balance of Revolving Loans exceeds the Maximum Revolving Loan Balance, then the Borrowers shall, subject to Section 1.1(b)(iii), within one (1) Business Day thereof prepay (x) first, outstanding Swingline Loans, (y) second, outstanding Revolving Loans, and (z) and then cash collateralize outstanding Letters of Credit in an amount sufficient to eliminate such excess in accordance herewith and in a manner reasonably satisfactory to the L/C Issuers. (iii) If the Borrower Representative requests that Revolving Lenders make, or permit to remain outstanding, Revolving Loans in excess of the Borrowing Base (less the sum of (x) the aggregate amount of Letter of Credit Obligations plus (y) outstanding Swing Loans) (any such excess Revolving Loan is herein referred to as an “Overadvance”), Agent may, in its sole discretion, elect to make, or permit to remain outstanding such Overadvance; provided, however, that Agent may not cause Revolving Lenders to make, or permit to remain outstanding, (A) aggregate Revolving Loans in excess of the Aggregate Revolving Loan Commitment (less the sum of (x) the aggregate amount of Letter of Credit Obligations plus (y) outstanding Swing Loans) or (B) an Overadvance in an aggregate amount in excess of 10% of the Aggregate Revolving Loan Commitment. Upon the consent of the Required Lenders, an Overadvance in excess of 10% of the Aggregate Revolving Loan Commitment may be made. No Overadvance shall remain outstanding for more than ninety (90) consecutive days during any one hundred eighty (180) consecutive day period. If an Overadvance is made, or permitted to remain outstanding, pursuant to the preceding sentence, then all Revolving Lenders shall be bound to make, or permit to remain outstanding, such Overadvance based upon their Commitment Percentage of the Aggregate Revolving Loan Commitment in accordance with the terms of this Agreement, regardless of whether the conditions to lending set forth in Section 2.2 have been met. Furthermore, Required Lenders may prospectively revoke Agent’s ability to make or permit Overadvances by written notice to Agent. All Overadvances shall constitute Base Rate Loans and shall bear interest at the Base Rate plus the Applicable Margin for Revolving Loans and the default rate under Section 1.3(c).

The Revolving Credit. (i) Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower Borrowers (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Restatement Effective Date through the Final Availability Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b1.1(a) under the heading “Revolving Loan Commitments” (such amount as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to Loans, (x) the extent that such requested Borrowing, if funded, would cause the aggregate principal amount of all outstanding Aggregate Revolving Loans to Exposure shall not exceed the Maximum Borrowing Availability and (y) the Revolving Exposure of any Lender shall not exceed such Lender’s Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b)Commitment. Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b1.1(a) may be repaid and reborrowed from time to time. The “Maximum . (ii) Notwithstanding anything to the contrary contained in this Agreement, if the Borrower Representative requests that Lenders make, or permit to remain outstanding Revolving Loans that, when aggregated with the outstanding Letter of Credit Obligations and Swing Loans, would be in excess of the Borrowing Base minus the Availability Block at such time (any such excess Revolving Loan Balance” from is herein referred to as an “Overadvance”), Agent may, in its sole discretion, elect to make, or permit to remain outstanding such Overadvance so long as Agent deems, in its sole discretion, such Overadvance necessary or desirable to preserve or protect any Collateral, or to enhance the collectibility or repayment of Obligations, or to pay any other amounts chargeable to Credit Parties under any Loan Documents, including costs, fees and expenses; provided, however, that (A) no Overadvance shall remain outstanding for more than sixty (60) consecutive days during any one hundred eighty (180) consecutive day period (provided that no Overadvance may be funded to fully refinance an existing Overadvance) and (B) Agent may not cause Lenders to make, or permit to remain outstanding, (1) aggregate Revolving Loans in excess of the Aggregate Revolving Loan Commitment less the sum of outstanding Swing Loans plus the aggregate amount of Letter of Credit Obligations or (2) an Overadvance in an aggregate amount in excess of 10% of the Aggregate Revolving Loan Commitment. If an Overadvance is made, or permitted to remain outstanding, pursuant to the preceding sentence, then all Lenders shall be bound to make, or permit to remain outstanding, such Overadvance based upon their Revolving Loan Commitment Percentage of the Aggregate Revolving Loan Commitment in accordance with the terms of this Agreement, regardless of whether the conditions to lending set forth in Section 2.2 have been met. Furthermore, Required Lenders may prospectively revoke Agent’s ability to make or permit Overadvances by written notice to Agent. All Overadvances shall constitute Base Rate Loans, shall bear interest at the Base Rate plus the Applicable Margin for Revolving Loans and the default rate under subsection 1.3(c), and shall be due and payable upon demand of the Agent. (iii) Any Revolving Loan outstanding at the time to time will be of the lesser of:Restatement Effective Date under the Existing Credit Agreement shall, for the avoidance of doubt, continue as a Revolving Loan under this Agreement, at the applicable rates and on such other terms as set forth herein.

The Revolving Credit. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through the Final Availability Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan Commitments” (such amount amount, as the same may be reduced or increased from time to time in accordance with this AgreementAgreement (including pursuant to Section 1.12), being referred to herein as such Revolving Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid (without premium or penalty except as, and to the extent, set forth in Section 10.4) and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will equal (i) the Aggregate Revolving Loan Commitment then in effect less (ii) the sum of (I) the aggregate amount of Letter of Credit Obligations plus (II) the aggregate principal amount of outstanding Swing Loans plus (III) the Interest Reserve (after giving effect to any reduction thereof to the extent a requested Revolving Loan shall be utilized to pay interest for which the lesser Interest Reserve has been established). If at any time the then outstanding principal balance of Revolving Loans exceeds the Maximum Revolving Loan Balance, then the Borrower shall immediately prepay outstanding Revolving Loans in an amount sufficient to eliminate such excess. As of the Seventh Amendment Effective Date, the aggregate outstanding principal amount of Revolving Loans (such outstanding Revolving Loans, the “Seventh Amendment Revolving Loans”) is $18,815,125.99 (as such amount may be reduced by any payments in respect thereof, the “Revolving Loan Cap”) and the aggregate face value of all Letters of Credit (such outstanding Letters of Credit, the “Seventh Amendment LCs”) Issued and outstanding under this Agreement is $1,988,026.03 (as such amount may be reduced by the cancellation or termination of any Letter of Credit Existing as of the Seventh Amendment Effective Date, the “LC Facility Cap”; the LC Facility Cap together with the Revolving Loan Cap are sometimes referred to herein collectively as the “Revolving Facility Cap”), in each case, as set forth on Schedule 1.1(b). Notwithstanding anything to the contrary set forth in this Section 1.1(b) or anywhere else in the Credit Agreement or any other Loan Document, from and after the Seventh Amendment Effective Date (a) prior to the repayment in full of all revolving loans and other obligations under (including the cash collateralization of all letters of credit issued thereunder) and the termination of:, the First Lien Revolving Facility, no further Revolving Loans shall be made or funded or Letters of Credit Issued hereunder (provided, Revolving Loans may be funded solely to pay any L/C Reimbursement Obligations that may arise in respect of Seventh Amendment LCs, whereupon the Revolving Loan Cap shall be deemed to have increased, and the LC Facility Cap reduced, by such amount) and (b) until the Required Leverage Date shall occur, no (i) Letters of Credit shall be Issued if, after giving effect to such Issuance, the aggregate face amount of all Issued and outstanding Letters of Credit shall exceed the LC Facility Cap, (ii) Revolving Loans shall be made or funded if, after giving effect to such making or funding, the aggregate outstanding principal amount of Revolving Loans shall exceed the Revolving Loan Cap (except in respect of Revolving Loans funded solely to pay L/C Reimbursement Obligation arising in respect of a Letter of Credit Issued in accordance herewith, whereupon the Revolving Loan Cap shall be deemed to have increased, and the LC Facility Cap reduced, by such amount) and (iii) Revolving Loans shall be made or funded and no Letters of Credit shall be Issued if, after giving effect to such making, funding or Issuance, the sum of (y) aggregate outstanding principal amount of Revolving Loans and (z) all Issued and outstanding Letters of Credit, shall exceed the Revolving Facility Cap.”

The Revolving Credit. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower Borrowers (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through to the Final Availability Revolving Termination Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan CommitmentsCommitment” (such amount as the same may be reduced or increased from time to time in accordance with this Agreementpursuant to Section 1.16 or as a result of one or more assignments pursuant to Section 9.9, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all the outstanding Revolving Loans to Credit Exposure shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of: (i) the (y) Borrowing Base in effect from time to time minus (z) such Reserves as may be imposed by Agent in its reasonable credit judgment but not reflected in such Borrowing Base Certificate, or (ii) the Aggregate Revolving Loan Commitment then in effect; less, in either case, $5,500,000 at all times on or prior to March 31, 2010; provided, however, that until Agent has received Control Agreements with respect to all deposit, securities, commodity and similar accounts maintained by the Borrowers (other than any payroll account so long as such payroll account is a zero balance account and withholding tax and fiduciary accounts), the Maximum Revolving Loan Balance shall not exceed $5,000,000. If at any time the then outstanding principal balance of Revolving Credit Exposure exceeds the Maximum Revolving Loan Balance, then the Borrowers shall immediately prepay outstanding Swing Loans, and then outstanding Revolving Loans, in an amount sufficient to eliminate such excess. (iii) If the Borrowers request that Revolving Lenders make, or permit to remain outstanding Revolving Loans in excess of the Borrowing Base (any such excess Revolving Loan is herein referred to as an “Overadvance”), Agent may, in its sole discretion, elect to make, or permit to remain outstanding such Overadvance; provided, however, that Agent may not cause Revolving Lenders to make, or permit to remain outstanding, (A) aggregate Revolving Loans in excess of the Aggregate Revolving Loan Commitment less the sum of outstanding Swing Loans plus the aggregate amount of Letter of Credit Obligations or (B) an Overadvance in an aggregate amount in excess of 10% of the Aggregate Revolving Loan Commitment. If an Overadvance is made, or permitted to remain outstanding, pursuant to the preceding sentence, then all Revolving Lenders shall be bound to make, or permit to remain outstanding, such Overadvance based upon their respective Commitment Percentages of the Aggregate Revolving Loan Commitment in accordance with the terms of this Agreement. If an Overadvance remains outstanding for more than ninety (90) days during any one hundred eighty (180) day period, Revolving Loans must be repaid immediately in an amount sufficient to eliminate all of such Overadvance. Furthermore, Required Lenders may prospectively revoke Agent’s ability to make or permit Overadvances by written notice to Agent. All Overadvances shall constitute Base Rate Loans and shall bear interest at the Base Rate plus the Applicable Margin for Revolving Loans; provided, however that if not repaid within five (5) Business Days such Overadvances shall, commencing on the following day, bear interest at the default rate under Section 1.3(c).

The Revolving Credit. Subject to all of the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained hereinhereof, each Revolving Lender Bank, severally and not jointly for itself alone, agrees to make Loans extend such Bank's Percentage (as reflected on the signatures pages hereto) of a revolving credit facility to the Borrower (each such Loan, a “Revolving Loan”) Company which may be availed of by the Company in its discretion from time to time on any Business Day time, be repaid and used again, during the period from the Fourth Amendment Effective Date through date hereof to and including the Final Availability Revolving Credit Termination Date. The revolving credit facility may be utilized by the Company in the form of (i) revolving credit loans (individually a "Revolving Credit Loan" and collectively the "Revolving Credit Loans") from the Banks according to their respective Percentages, (ii) swing line loans (individually a "Swing Line Loan" and collectively, the "Swing Line Loans") from the Swing Line Lender, pursuant to Section 1.2 hereof, and (iii) L/Cs issued by the Issuer upon request of the Company and in an which each Bank shall have purchased a participation, provided that the aggregate amount of the Revolving Credit Loans, Swing Line Loans, Reimbursement Obligations and the maximum amount available to be drawn under all L/Cs outstanding at any one time shall not exceed One Hundred Forty Million Dollars ($140,000,000) (the "Revolving Credit Commitment"). All Revolving Credit Loans shall be evidenced by Revolving Credit Notes of the Company (the "Revolving Credit Notes") payable to exceed the order of each of the Banks in the amounts of their respective Percentages of the Revolving Credit Commitment, such Revolving Credit Notes to be in substantially the form attached hereto as Exhibit 1. 1. Without regard to the face principal amounts of each of the Revolving Credit Notes, the actual principal amount at any time outstanding and owing by the amount set forth opposite such Lender’s name in Schedule 1.1(b) under Company on account thereof during the heading “period ending on the Revolving Loan Commitments” (such amount as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders Credit Termination Date shall be under no obligation to fund any requested Borrowing of Revolving Loans to the extent that such requested Borrowing, if funded, would cause the aggregate principal amount sum of all outstanding Revolving Credit Loans to exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and then or theretofore made thereon less all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of:principal payments actually received thereon during such period.

The Revolving Credit. Subject to Each Lender with a Revolving Loan Commitment severally and not jointly agrees, on the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained hereinhereinafter set forth, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower (each such Loan, a “"Revolving Loan”") from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through to the Final Availability Revolving Termination Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s 's name in Schedule 1.1(b) under the heading “"Revolving Loan Commitments” Commitment" (such amount as the same may be reduced or increased from time to time in accordance with this Agreementpursuant to subsection 1.8(f) hereof or as a result of one or more assignments pursuant to Section 9.8, being referred to herein as such Lender’s “'s "Revolving Loan Commitment”"); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed from time to time. The “"Maximum Revolving Loan Balance” " from time to time will be the lesser of: (i) the "Borrowing Base" (as calculated pursuant to the Borrowing Base Certificate) in effect from time to time, or (ii) the Aggregate Revolving Loan Commitment then in effect; less, in either case, the amount of any Letter of Credit Participation Liability. If at any time the Revolving Loans exceed the Maximum Revolving Loan Balance, then Borrower shall, within five (5) Business Days, prepay Revolving Loans in an amount sufficient to eliminate such excess.

The Revolving Credit. Subject to Each Revolving Lender severally agrees, on the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained set forth herein, each Revolving Lender severally and not jointly agrees to make Loans loans to the Borrower Company (each such Loanloan, a “Revolving Loan”"REVOLVING LOAN") from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through to the Final Availability Revolving Loan Termination Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan Commitments” on SCHEDULE 2.01 (such amount amount, as the same may be reduced under SECTION 2.07 or increased from time to time in accordance with this Agreementas a result of one or more assignments under SECTION 11.08, being referred to herein as such the Revolving Lender’s “Revolving Loan Commitment”'s "REVOLVING LOAN COMMITMENT"); providedPROVIDED, howeverHOWEVER, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to Loans, the extent that such requested Borrowing, if funded, would cause the aggregate principal amount Effective Amount of all outstanding Revolving Loans, together with Swing Line Loans to outstanding at such time and the Effective Amount of all L/C Obligations, shall not at any time exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect lesser of (i) the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage or (ii) the Borrowing Base; AND PROVIDED FURTHER, that the Effective Amount of the Aggregate Revolving Loans of any Revolving Lender plus the participation of such Revolving Lender in the Effective Amount of all L/C Obligations plus such Revolving Lender's Pro Rata Revolving Share of any outstanding Swing Line Loans shall not at any time exceed such Revolving Lender's Revolving Loan Commitment as set forth on Schedule 1.1(b)Commitment. Subject Within the limits of each Revolving Lender's Commitment, and subject to the other terms and conditions hereof, amounts borrowed the Company may borrow under this subsection 1.1(b) may be repaid SUBSECTION 2.01(b), prepay under SECTION 2.08 and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of:reborrow under this SUBSECTION 2.01(b).

The Revolving Credit. (i) Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower Borrowers (each such LoanLoan and each Incremental Revolving Loan (if any), a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through the Final Availability Date, in an aggregate amount not to exceed at any time outstanding such Xxxxxx’s Revolving Loan Commitment, which Revolving Loan Commitments, as of the amount Closing Date, are set forth on Schedule 2.1(b) opposite such LenderXxxxxx’s name in Schedule 1.1(b) under the heading “Revolving Loan Commitments” (such amount as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, provided that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to Loans, the extent that such requested Borrowing, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to Total Loan Balance shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b)Cap. Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(bSection 2.1(b) may be repaid and reborrowed from time to time. The “Maximum . (ii) [Reserved]. (iii) [Reserved]. (iv) Subject to the limitations set forth below (and notwithstanding anything to the contrary in Section 3.2), Agent is authorized by the Borrower Representative and the Revolving Loan Balance” Lenders, from time to time will in Agent’s Permitted Discretion (but shall have absolutely no obligation), to make Revolving Loans to the Borrower Representative, on behalf of all Lenders at any time that any condition precedent set forth in Section 3.2 has not been satisfied or waived, which Agent, in its Permitted Discretion, deems necessary or desirable for the purposes specified in the definition of “Protective Advances”. Any Protective Advance may be made in a principal amount that would cause the lesser of:Aggregate Revolving Exposure (including such Protective Advance) to exceed the Consolidated Borrowing Base; provided that the aggregate amount of outstanding Protective Advances, plus the aggregate of all other Aggregate Revolving Exposure, shall not exceed the

The Revolving Credit. Subject to all of the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained hereinhereof, each Revolving Lender Bank, severally and not jointly for itself alone, agrees to make Loans extend such Bank's Percentage of a revolving credit facility to the Borrower (each such Loan, a “Revolving Loan”) Company which may be availed of by the Company in its discretion from time to time on any Business Day time, be repaid and used again, during the period from the Fourth Amendment Effective Date through date hereof to and including the Final Availability Revolving Credit Termination Date. The revolving credit facility may be utilized by the Company in the form of (i) revolving credit loans (individually a "Revolving Credit Loan" and collectively the "Revolving Credit Loans") from the Banks according to their respective Percentages, (ii) swing line loans (individually a "Swing Line Loan" and collectively, the "Swing Line Loans") from the Swing Line Lender, pursuant to Section 1.2 hereof, and (iii) L/Cs issued by the Issuer upon request of the Company and in an which each Bank shall have purchased a participation, provided that the aggregate amount of the Revolving Credit Loans, Swing Line Loans, Reimbursement Obligations and the maximum amount available to be drawn under all L/Cs outstanding at any one time shall not exceed One Hundred Fifty Five Million Dollars ($155,000,000), which amount shall be reduced by Five Million Dollars ($5,000,000) on the last day of each of the first and third fiscal quarters of the Company commencing with the fiscal quarters ending November 30, 2000 and May 31, 2001 and continuing thereafter until the Revolving Credit Termination Date (as so reduced at any time, the "Revolving Credit Commitment"). All Revolving Credit Loans shall be evidenced by Revolving Credit Notes of the Company (the "Revolving Credit Notes") payable to exceed the order of each of the Banks in the amounts of their respective Percentages 1. Without regard to the face principal amounts of each of the Revolving Credit Notes, the actual principal amount at any time outstanding and owing by the amount set forth opposite such Lender’s name in Schedule 1.1(b) under Company on account thereof during the heading “period ending on the Revolving Loan Commitments” (such amount as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders Credit Termination Date shall be under no obligation the sum of all Revolving Credit Loans then or theretofore made thereon less all principal payments actually received thereon during such period. 2. Amendment to fund Section 3.3. Section 3.3 of the Credit Agreement shall be amended to add the following sentence at the end of such Section: In the event Cliffstar Corporation ("Cliffstar") shall at any requested Borrowing time prepay in the case of Revolving Loans to clause (a) or pay in the extent case of clause (b) (a "Cliffstar Prepayment") all or any portion of (a) that such requested Borrowingcertain Promissory Note dated March 8, if funded, would cause 2000 in the aggregate original principal amount of all outstanding $28,000,000 payable by Cliffstar to the Company (the "Cliffstar Note"), or (b) the "Earnout Termination Payment" (as defined in that certain Asset Purchase Agreement dated January 5, 2000 by and between Cliffstar and the Company, as amended by that certain First Amendment to Asset Purchase Agreement dated as of March 8, 2000 (as so amended, the "Asset Purchase Agreement")), in each case other than in connection with regularly scheduled payments of principal and/or interest, as the case may be, and in the case of clause (a) regular payments of the "Earnout Amount" (as defined in the Asset Purchase Agreement) that are applied against the principal due under the Cliffstar Note, the Company shall, not later than 5:00 p.m. (Milwaukee time) on the Business Day following a Cliffstar Prepayment, pay to the Agent for the pro rata account of the Banks as and for a mandatory prepayment on the Revolving Loans Credit Notes, the amount of the Cliffstar Prepayment. 3. Amendment to exceed Section 3.4. Section 3.4 of the Maximum Revolving Loan Balance. Each Lender Credit Agreement shall be deemed amended to have assigned and/or purchasedadd the following sentence at the end of such Section: In the event of any Cliffstar Prepayment, as necessarythe Revolving Credit Commitment shall be reduced, without any and all amounts in respect action by or notice on the part of the Aggregate Company, to the difference between (a) the Revolving Loan Credit Commitment in order to accurately reflect its appropriate percentage and (b) the sum of the Aggregate aggregate amount of any partial terminations of the Revolving Loan Credit Commitment as set forth on Schedule 1.1(b). Subject pursuant to this Section prior to the other terms date hereof and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of:amount of the Cliffstar Prepayment.

The Revolving Credit. (i) Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower Borrowers (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through the Final Availability Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b1.1(a) under the heading “Revolving Loan Commitments” (such amount as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to Loans, (x) the extent that such requested Borrowing, if funded, would cause the aggregate principal amount of all outstanding Aggregate Revolving Loans to Exposure shall not exceed the Maximum Borrowing Availability and (y) the Revolving Exposure of any Lender shall not exceed such Lender’s Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b)Commitment. Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b1.1(a) may be repaid and reborrowed from time to time. The “Maximum . (ii) Notwithstanding anything to the contrary contained in this Agreement, if the Borrower Representative requests that Lenders make, or permit to remain outstanding Revolving Loans that, when aggregated with the outstanding Letter of Credit Obligations and Swing Loans, would be in excess of the Borrowing Base minus the Availability Block at such time (any such excess Revolving Loan Balance” from time is herein referred to time will as an “Overadvance”), Agent may, in its sole discretion, elect to make, or permit to remain outstanding such Overadvance so long as Agent deems, in its sole discretion, such Overadvance necessary or desirable to preserve or protect any Collateral, or to enhance the collectibility or repayment of Obligations, or to pay any other amounts chargeable to Credit Parties under any Loan Documents, including costs, fees and expenses; provided, however, that (A) no Overadvance shall remain outstanding for more than sixty (60) consecutive days during any one hundred eighty (180) consecutive day period (provided that no Overadvance may be funded to fully refinance an existing Overadvance) and (B) Agent may not cause Lenders to make, or permit to remain outstanding, (1) aggregate Revolving Loans in excess of the lesser of:Aggregate Revolving Loan Commitment less the sum of outstanding Swing Loans plus the aggregate amount of Letter of Credit Obligations or (2) an Overadvance in an aggregate amount in excess of 10% of the Aggregate Revolving Loan Commitment. If an Overadvance is made, or permitted to remain outstanding, pursuant to the preceding sentence, then all Lenders shall be bound to make, or permit to remain outstanding, such Overadvance based upon their Revolving Loan Commitment Percentage of the Aggregate Revolving Loan Commitment in accordance with the terms of this Agreement, regardless of whether the conditions to lending set forth in Section 2.2 have been met. Furthermore, Required Lenders may prospectively revoke Agent’s ability to make or permit Overadvances by written notice to Agent. All Overadvances shall constitute Base Rate Loans, shall bear interest at the Base Rate plus the Applicable Margin for Revolving Loans and the default rate under subsection 1.3(c), and shall be due and payable upon demand of the Agent.

The Revolving Credit. Subject to Each Lender with a Revolving Loan Commitment severally and not jointly agrees, on the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained hereinhereinafter set forth, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Restatement Effective Date through to the Final Availability Revolving Termination Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan CommitmentsCommitment” (such amount as the same may be reduced or increased from time to time in accordance with this Agreementpursuant to subsection 1.8(f) hereof or as a result of one or more assignments pursuant to Section 9.8, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of: (i) the “Borrowing Base” (as calculated pursuant to the Borrowing Base Certificate) in effect from time to time, or (ii) the Aggregate Revolving Loan Commitment then in effect; less, in either case, the sum of (a) the aggregate amount of Letter of Credit Participation Liability and (b) the Swing Line Commitment in effect at such time. If at any time the then outstanding balance of Revolving Loans exceeds the Maximum Revolving Loan Balance, then Borrower shall immediately prepay outstanding Revolving Loans in an amount sufficient to eliminate such excess. Borrower and each Lender with a Revolving Loan Commitment under the Original Credit Agreement hereby acknowledge and agree that, immediately prior to the effectiveness of this Agreement, except for Letter of Credit Participation Liability arising under the Existing Letters of Credit, there are no “Revolving Loans” outstanding under the Original Credit Agreement.

The Revolving Credit. Subject to Each Bank severally agrees, on the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained hereinhereinafter set forth, each Revolving Lender severally and not jointly agrees to make Loans in Dollars or an Offshore Currency to the Company, and (subject to compliance with subsection 2.01(b)) in an Offshore Currency to each Additional Borrower (each such Loan, sometimes referred to as a “"Revolving Loan”" and, collectively, the "Revolving Loans") from time to time on any Business Day during the period from the Fourth Amendment Effective Date through the Final Availability DatePeriod, in an aggregate amount (determined in Dollars, including, when applicable, in accordance with the Equivalent Amount of any requested and outstanding Offshore Currency Loans pursuant to subsection 2.05(a)) not to exceed at any time outstanding the Dollar amount set forth opposite such Lender’s Bank's name in Schedule 1.1(b) SCHEDULE 2.01 under the heading “Revolving Loan Commitments” "Commitment" (such amount as the same may be reduced as a result of a reduction in the Commitments pursuant to Section 2.06 or increased from time as a result of any assignment pursuant to time in accordance with this AgreementSection 9.04, being referred to herein as such Lender’s “Revolving Loan Commitment”Bank's "COMMITMENT"); providedPROVIDED, howeverHOWEVER, that, that the Lenders shall be under no obligation to fund any requested Borrowing Effective Amount of all Revolving Loans to PLUS the extent that such requested Borrowing, if funded, would cause the aggregate principal amount Effective Amount of all outstanding L/C Obligations shall not exceed the Total Commitment; PROVIDED FURTHER that the Effective Amount of all Offshore Currency Loans shall not exceed the Offshore Currency Commitment; and PROVIDED FURTHER, that the Effective Amount of the Revolving Loans to of any Bank PLUS the participation of such Bank in the Effective Amount of all L/C Obligations shall not exceed such Bank's Commitment. Revolving Loans may be made in Dollars (in the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any case of ABR Loans and all amounts CD Rate Loans) and in respect Dollars or Offshore Currencies (in the case of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage Eurocurrency Loans and Letters of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(bCredit). Subject Within the foregoing limits, and subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) the Borrowers may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be borrow under this subsection 2.01(a), prepay pursuant to Section 2.07 and reborrow pursuant to this subsection 2.01(a). The Total Commitment on the lesser of:date of this Agreement is $100,000,000 and is allocated among the Banks as set forth in SCHEDULE 2.01.

The Revolving Credit. Subject to the terms and conditions of this Agreement Agreement, including, without limitation, compliance by the Borrower with the Budget, and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees (i) to make Loans to the Borrower (each such Loan, a “Closing Date Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through the Final Availability Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Closing Date Revolving Loan Commitments” (such amount amount, as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Revolving Lender’s “Closing Date Revolving Loan Commitment”), and (ii) to make Loans to the Borrower (each such Loan, a “Fifth Amendment Revolving Loan”; the Fifth Amendment Revolving Loans shall be deemed to be made in addition to the Closing Date Revolving Loans and shall constitute a portion of the Revolving Loans for all purposes under this Agreement and each other Loan Document) on the Fifth Amendment Effective Date, in an aggregate amount not to exceed the amount set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Fifth Amendment Revolving Loan Commitments” (such amount, as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Revolving Lender’s “Fifth Amendment Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchasedFor the avoidance of doubt, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject subject to the other terms and conditions hereofof this Agreement, on the Fifth Amendment Effective Date the Borrower shall request, and the Fifth Amendment Lenders shall provide, Fifth Amendment Revolving Loans in the full amount of the Fifth Amendment Revolving Loan Commitment. Notwithstanding anything to the contrary in this Agreement, on and after the Fifth Amendment Effective Date, amounts borrowed under this subsection 1.1(b) and any other outstanding Revolving Loans, once prepaid or repaid, may not be repaid and reborrowed from time to timereborrowed. The “Maximum Revolving Loan Balance” from time to time will equal (x) the Aggregate Revolving Loan Commitment then in effect less (y) the sum of (I) the aggregate amount of Letter of Credit Obligations plus (II) the aggregate principal amount of outstanding Swing Loans. If at any time the then outstanding principal balance of Revolving Loans exceeds the Maximum Revolving Loan Balance, then the Borrower shall immediately prepay outstanding Revolving Loans in an amount sufficient to eliminate such excess. Each Loan made under this subsection 1.1(b) is referred to as a “Revolving Loan”. A Revolving Lender’s Closing Date Revolving Loan Commitment and Fifth Amendment Revolving Loan Commitment are referred to herein together as such Revolving Lender’s “Revolving Loan Commitment”. Without limiting the generality of the foregoing, the Fifth Amendment Revolving Loans made pursuant to Section 1.1(b)(ii) shall (A) constitute Obligations under the Loan Documents and have all of the benefits thereof, (B) have all of the rights, remedies, privileges and protections applicable to Revolving Loans under this Agreement and the other Loan Documents and (C) be secured by the lesser of:Liens granted to the Agent under the Collateral Documents. All references to “a Revolving Loan” or “the Revolving Loans” contained in this Agreement and the other Loan Documents shall refer to the Revolving Loans (after giving effect to the making of the Fifth Amendment Revolving Loans).”

The Revolving Credit. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through the Final Availability Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan Commitments” (such amount amount, as the same may be reduced or increased from time to time in accordance with this AgreementAgreement (including pursuant to Section 1.12), being referred to herein as such Revolving Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid (without premium or penalty except as, and to the extent, set forth in Section 10.4) and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will equal (i) the Aggregate Revolving Loan Commitment then in effect less (ii) the sum of (I) the aggregate amount of Letter of Credit Obligations plus (II) the aggregate principal amount of outstanding Swing Loans plus (III) the Interest Reserve (after giving effect to any reduction thereof to the extent a requested Revolving Loan shall be utilized to pay interest for which the lesser Interest Reserve has been established). If at any time the then outstanding principal balance of Revolving Loans exceeds the Maximum Revolving Loan Balance, then the Borrower shall immediately prepay outstanding Revolving Loans in an amount sufficient to eliminate such excess. As of the Sixth Amendment Effective Date, the aggregate outstanding principal amount of Revolving Loans (such outstanding Revolving Loans, the “Sixth Amendment Revolving Loans”) is $19,111,569.48 (the “Revolving Loan Cap”) and the aggregate face value of all Letters of Credit (such outstanding Letters of Credit, the “Sixth Amendment LCs”) Issued and outstanding under this Agreement is $2,431,391.00 (the “LC Facility Cap”; the LC Facility Cap together with the Revolving Loan Cap are sometimes referred to herein collectively as the “Revolving Facility Cap”), in each case, as set forth on Schedule 1.1(b). Notwithstanding anything to the contrary set forth in this Section 1.1(b) or anywhere else in the Credit Agreement or any other Loan Document, from and after the Sixth Amendment Effective Date (a) prior to the repayment in full of all revolving loans and other obligations under, and the termination of:, the First Lien Revolving Facility, no further Revolving Loans shall be made or funded or Letters of Credit Issued hereunder (provided, Revolving Loans may be funded solely to pay any L/C Reimbursement Obligations that may arise in respect of Sixth Amendment LCs, whereupon the Revolving Loan Cap shall be deemed to have increased, and the LC Facility Cap reduced, by such amount) and (b) until the Required Leverage Date shall occur, no (i) Letters of Credit shall be Issued if, after giving effect to such Issuance, the aggregate face amount of all Issued and outstanding Letters of Credit shall exceed the LC Facility Cap (provided, the LC Facility Cap shall be increased on the date the First Lien Revolving Facility terminates in accordance with Section 4.19 by an amount equal to the aggregate face amount of all “Letters of Credit” (as defined in the First Lien Revolving Facility), which such aggregate amount shall not in any event exceed $600,000, issued and outstanding as of such date of termination, whereupon all such “Letters of Credit” thereunder shall automatically become and be deemed to constitute Letters of Credit hereunder for all purposes of this Agreement and the other Loan Documents), (ii) Revolving Loans shall be made or funded if, after giving effect to such making or funding, the aggregate outstanding principal amount of Revolving Loans shall exceed the Revolving Loan Cap (except in respect of Revolving Loans funded solely to pay L/C Reimbursement Obligation arising in respect of a Letter of Credit Issued in accordance herewith, whereupon the Revolving Loan Cap shall be deemed to have increased, and the LC Facility Cap reduced, by such amount) and (iii) Revolving Loans shall be made or funded and no Letters of Credit shall be Issued if, after giving effect to such making, funding or Issuance, the sum of (y) aggregate outstanding principal amount of Revolving Loans and (z) all Issued and outstanding Letters of Credit, shall exceed the Revolving Facility Cap. Upon the effectiveness of the First Lien Revolving Facility, each Revolving Lender’s Revolving Loan Commitment hereunder shall be deemed automatically reduced on a dollar for dollar basis by an amount equal to the aggregate principal amount of such Revolving Lender’s commitment in respect of the First Lien Revolving Facility; provided, the aggregate principal amount of the reductions to the Revolving Loan Commitments shall not exceed $8,000,000. The outstanding principal amount of the Sixth Amendment Revolving Loans and the Sixth Amendment LCs shall not be reduced or otherwise modified solely as a result of the reduction of the Revolving Loan Commitments described above. The Sixth Amendment Revolving Loans and Letter of Credit Obligations in respect of Sixth Amendment LCs held by a Revolving Lender are referred to herein collectively as such Revolving Lender’s “Pre-Amendment Revolving Share” and all such Pre-Amendment Revolving Shares are referred to herein collectively as the “Aggregate Pre-Amendment Revolving Amount”, in each case, as such amounts are set forth on Schedule 1.1(b). As a result of the foregoing, until the Commitment Reinstatement Date (as defined below) (i) interest and fees in respect of the Sixth Amendment Revolving Loans and the Sixth Amendment LCs shall accrue for the benefit of each Revolving Lender based on each such Revolving Lender’s Pre-Amendment Revolving Share, (ii) all payments of principal and interest in respect of Sixth Amendment Revolving Loans and Sixth Amendment LCs, shall be paid, allocated and applied to the Aggregate Pre-Amendment Revolving Amount on a pro rata basis based on each Revolving Lender’s Pre-Amendment Revolving Share and (iii) the Unused Commitment Fee accruing and payable to each Revolving Lender shall be calculated based upon such Revolving Lender’s Revolving Loan Commitment after giving effect to the Sixth Amendment and such Revolving Lender’s Pre-Amendment Revolving Share.

The Revolving Credit. (i) Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower Borrowers (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through the Final Availability Date, in an aggregate amount not to exceed at any time outstanding such Lender’s Revolving Loan Commitment, which Revolving Loan Commitments, as of the amount Closing Date, are set forth on Schedule 2.1(b) opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan Commitments” (such amount as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to Loans, the extent that such requested Borrowing, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to Total Loan Balance shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b)Cap. Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(bSection 2.1(b) may be repaid and reborrowed from time to time. The “If at any time the then outstanding Total Loan Balance (excluding Permitted Overadvances) exceeds the Maximum Loan Cap, then the Borrowers shall immediately prepay outstanding Revolving Loans in an amount sufficient to eliminate such excess. (ii) If the Borrower Representative requests that Revolving Lenders make Overadvances, or permit Overadvances to remain outstanding, Agent may, in its sole discretion, elect to make, or permit to remain outstanding Permitted Overadvances, whether or not the conditions set forth in Section 3.2 are satisfied. If a Permitted Overadvance is made, or permitted to remain outstanding, pursuant to the preceding sentence, then all Revolving Lenders shall be bound to make, or permit to remain outstanding, such Permitted Overadvance based upon their Commitment Percentage of the Aggregate Revolving Loan Balance” from time Commitment in accordance with the terms of this Agreement, regardless of whether the conditions to time will be lending set forth in Section 3.2 have been met. All Overadvances shall constitute Base Rate Loans and shall bear interest at the lesser of:Base Rate plus the Applicable Margin for Revolving Loans and the default rate under Section 2.3(c).

The Revolving Credit. Subject to Each Lender with a Revolving Loan Commitment severally and not jointly agrees, on the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained hereinhereinafter set forth, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower (each such Loan, a “"Revolving Loan”") from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through to the Final Availability Revolving Termination Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such the Lender’s 's name in Schedule 1.1(b1.1 (a) under the heading “"Revolving Loan Commitments” Commitment" (such amount as the same may be reduced or increased from time to time in accordance with this Agreementas a result of one or more assignments pursuant to Section 9.8, being referred to herein as such Lender’s “'s "Revolving Loan Commitment”"); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b1.1(a) may be repaid and reborrowed from time to time. The “"Maximum Revolving Loan Balance” " from time to time will be the lesser of: (i) the Borrowing Base at such time (as calculated pursuant to the most recent Borrowing Base Certificate required to be delivered pursuant to subsection 4.2(d)), less the sum of the aggregate amount of Letter of Credit Participation Liability at such time and the aggregate principal amount of all Acquisition Loans outstanding at such time, or (ii) the Aggregate Revolving Loan Commitment then in effect, less the aggregate amount of Letter of Credit Participation Liability. 8 If at any time the Revolving Loans exceed the Maximum Revolving Loan Balance, then Revolving Loans (and/or Acquisition Loans in the event the Revolving Loans exceed the Maximum Revolving Loan Balance due to clause (i) above) must be repaid within thirty (30) days in an amount sufficient to eliminate such excess.

The Revolving Credit. Subject to Each Revolving Lender severally agrees, on the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained set forth herein, each Revolving Lender severally and not jointly agrees to make Loans loans to the Borrower Company (each such Loanloan, a “"Revolving Loan”) "), from time to time on any Business Day during the period from the Fourth Amendment Effective Restatement Date through to the Final Availability Revolving Termination Date, in an aggregate amount not to exceed at any time outstanding such Revolving Lender's Revolving Percentage of the aggregate amount of the Revolving Commitments; provided that, after giving effect to any Borrowing of Revolving Loans, (x) the sum of the Effective Amount of all Revolving Loans plus the Effective Amount of all Swingline Loans plus the Effective Amount of all L/C Obligations shall not exceed (y) the lesser of (1) the aggregate amount of the Revolving Commitments and (2) the Borrowing Base; provided, further, however, that the Company may borrow an amount up to the amount set forth opposite such Lender’s name in Schedule 1.1(b) under of the heading “Revolving Loan Commitments” (such amount as the same may be reduced or increased Redemption Reserve at any time and from time to time if the Company delivers to the Administrative Agent a certificate, in accordance with this Agreementform and substance satisfactory to the Administrative Agent, being referred to herein as the effect that the Company will use the proceeds of such Lender’s “Revolving Loan Commitment”); provided, however, that, borrowing allocable to the Lenders shall be under no obligation Redemption Reserve to finance any or all of the Permitted Redemptions or to fund the prepayment described in subsection 2.8(a)(x), but in no event shall any requested Borrowing such borrowing cause the Effective Amount of all Revolving Loans to plus the extent that such requested Borrowing, if funded, would cause the aggregate principal amount Effective Amount of all outstanding Revolving Swingline Loans plus the Effective Amount of all L/C Obligations to exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchasedlesser of (x) the Borrowing Base (for this purpose, determined without deducting the Redemption Reserve as necessary, any and all amounts in respect contemplated by clause (f) of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage definition of "Borrowing Base") and (y) the aggregate amount of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b)Commitments. Subject Within the foregoing limits, and subject to the other terms and conditions hereof, amounts borrowed the Company may borrow under this subsection 1.1(b) may be repaid 2.1(c), prepay under Section 2.7 and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of:reborrow under this subsection 2.1(c).

The Revolving Credit. (i) Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to any of the Borrower Borrowers (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through to the Final Availability Revolving Termination Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b1.1(a) under the heading “Revolving Loan CommitmentsCommitment” (such amount as the same may be reduced or increased from time to time in accordance with this Agreementas a result of one or more assignments pursuant to Section 9.9, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b1.1(a) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of: (A) the “Borrowing Base” (as calculated pursuant to the Borrowing Base Certificate) in effect from time to time, or (B) the Aggregate Revolving Loan Commitment then in effect; less, in either case, the sum of (w) the Availability Block, plus (x) the aggregate amount of Letter of Credit Obligations plus (y) outstanding Swing Loans plus (z) such Reserves as may be imposed by the Agent in accordance with the terms of this Agreement.

The Revolving Credit. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower (each such Loan, each Incremental Revolving Loan, and unless the context shall otherwise require, each Refinancing Revolving Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through the Final Availability Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b1.1(c) under the heading “Revolving Loan Commitments” (such amount as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b1.1(c) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be equal to the lesser of:Aggregate Revolving Loan Commitment then in effect less, the aggregate amount of Letter of Credit Obligations. If at any time the then outstanding principal balance of Revolving Loans exceeds the Maximum Revolving Loan Balance, then the Borrower shall immediately prepay outstanding Revolving Loans in an amount sufficient to eliminate such excess.

The Revolving Credit. All commitments in existence immediately prior to the Fourth Amendment Date to make Revolving Loans are hereby terminated (and the only commitments to make Revolving Loans on and after the Fourth Amendment Date are the Revolving Loan Commitments set forth on Schedule 1.1(b)-Supplement). Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Date through the Final Availability Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) 1.1(b)-Supplement under the heading “Revolving Loan Commitments” (such amount as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be equal to the lesser of:Aggregate Revolving Loan Commitment then in effect less the sum of (i) the aggregate amount of Letter of Credit Obligations plus (ii) the aggregate principal amount of outstanding Swing Loans. If at any time the then outstanding principal balance of Revolving Loans exceeds the Maximum Revolving Loan Balance, then the Borrower shall immediately prepay outstanding Revolving Loans in an amount sufficient to eliminate such excess.”

The Revolving Credit. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower Borrowers (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Date through to the Final Availability Revolving Termination Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) 1.1 under the heading “Revolving Loan CommitmentsCommitment” (such amount as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b1.1(a) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of: (i) (x) the product obtained by multiplying (A) Adjusted EBITDA for the most recent twelve month period ending on or prior to such date for which financial statements have been delivered pursuant to subsection 4.1, times (B) the Leverage Multiple then in effect, minus (y) outstanding total Indebtedness of the Credit Parties and their Subsidiaries (excluding the Revolving Loans and Letter of Credit Obligations); or (ii) the Aggregate Revolving Loan Commitment then in effect; less, in either case, the sum of (I) the aggregate amount of Letter of Credit Obligations plus (II) the aggregate principal amount of outstanding Swing Loans. If at any time the then outstanding principal balance of Revolving Loans exceeds the Maximum Revolving Loan Balance, then the Borrowers shall immediately prepay the outstanding Revolving Loans in an amount sufficient to eliminate such excess.

The Revolving Credit. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through the Final Availability Date, in an aggregate amount not to exceed at any time outstanding such Lender’s Revolving Loan Commitment, which Revolving Loan Commitments, as of the amount Closing Date, are set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan Commitments” (such amount as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection Section 1.1(b) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of:Aggregate Revolving Loan Commitment then in effect; less, in either case, the sum of (I) the aggregate amount of Letter of Credit Obligations plus (II) the aggregate principal amount of outstanding Swing Loans. If at any time the then outstanding principal balance of Revolving Loans exceeds the Maximum Revolving Loan Balance, then the Borrower shall immediately prepay outstanding Revolving Loans in an amount sufficient to eliminate such excess.

The Revolving Credit. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Seventh Amendment Effective Date through the Final Availability Date, in an aggregate amount not to exceed at any time outstanding the amount such Lender’s Revolving Loan Commitment, which Revolving Loan Commitments are set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan Commitments” (as such amount as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection Section 1.1(b) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of:Aggregate Revolving Loan Commitment then in effect less, in either case, the sum of (I) the aggregate amount of Letter of Credit Obligations plus (II) the aggregate principal amount of outstanding Swing Loans. If at any time the then outstanding principal balance of Revolving Loans exceeds the Maximum Revolving Loan Balance, then the Borrower shall immediately prepay outstanding Revolving Loans in an amount sufficient to eliminate such excess.”

The Revolving Credit. (a) Subject to all of the terms and conditions of this Agreement and in reliance upon hereof, the representations and warranties of the Credit Parties contained hereinBanks agree, each Revolving Lender severally and not jointly agrees jointly, to make Loans extend a Revolving Credit to the Borrower Company which may be utilized by the Company in the form of loans (each such Loanindividually a "REVOLVING CREDIT LOAN" and collectively the "REVOLVING CREDIT LOANS"), a “and L/Cs (as hereinafter defined). The aggregate principal amount of all Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Date through the Final Availability Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) Credit Loans under the heading “Revolving Loan Commitments” (such amount as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation to fund any requested Borrowing of Revolving Loans to the extent that such requested Borrowing, if funded, would cause Credit plus the aggregate principal amount of all Bid Loans outstanding Revolving Loans to under this Agreement plus the amount available for drawing under all L/Cs and the aggregate principal amount of all unpaid Reimbursement Obligations (as hereinafter defined) at any time outstanding shall not exceed the Maximum lesser of (i) the sum of the Banks' Revolving Loan BalanceCredit Commitments (as hereinafter defined) in effect from time to time during the term of this Agreement (as hereinafter defined) or (ii) the Borrowing Base as determined on the basis of the most recent Borrowing Base Certificate. Each Lender The Revolving Credit shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject available to the other terms Company, and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed availed of by the Company from time to time, be repaid (subject to the restrictions on prepayment set forth herein) and used again, during the period from the date hereof to and including May 31, 2000 (the "TERMINATION DATE"). (b) At any time not earlier than 120 days prior to, nor later than 60 days prior to, the date that is two years before the Termination Date then in effect (the "ANNIVERSARY DATE"), the Company may request that the Banks extend the then scheduled Termination Date to the date one year from such Termination Date. If such request is made by the Company each Bank shall inform the Agent of its willingness to extend the Termination Date no later than 20 days prior to such Anniversary Date. Any Bank's failure to respond by such date shall indicate its unwillingness to agree to such requested extension, and all Banks must approve any requested extension. At any time more than 15 days before such Anniversary Date the Banks may propose, by written notice to the Company, an extension of this Agreement to such later date on such terms and conditions as the Banks may then require. If the extension of this Agreement to such later date is acceptable to the Company on the terms and conditions proposed by the Banks, the Company shall notify the Banks of its acceptance of such terms and conditions no later than the Anniversary Date, and such later date will become the Termination Date hereunder and this Agreement shall otherwise be amended in the manner described in the Banks' notice proposing the extension of this Agreement upon the Agent's receipt of (i) an amendment to this Agreement signed by the Company and all of the Banks, (ii) resolutions of the Company's Board of Directors authorizing such extension and (iii) an opinion of counsel to the Company equivalent in form and substance to the form of opinion attached hereto as Exhibit E and otherwise acceptable to the Banks. (c) The “Maximum respective maximum aggregate principal amounts of the Revolving Loan Balance” Credit at any one time outstanding and the percentage of the Revolving Credit available at any time which each Bank by its acceptance hereof severally agrees to make available to the Company are as follows (collectively, the "REVOLVING CREDIT COMMITMENTS" and individually, a "REVOLVING CREDIT COMMITMENT"): Harris Trust and Savings Bank $ 00,666,667 26.66666667% FBS Ag Credit, Inc. $ 20,000,000 20% CoBank, ACB $ 20,000,000 20% ING (U.S.) Capital Corporation $ 13,333,333 13.33333334% Wells Fargo Bank (Texas), N.A. $ 00,000,000 10% Caisse Nationale de Credit Agricole, Chicago Branch $ 10,000,000 10% Total $100,000,000 100% Each Bank's Revolving Credit Commitment shall be reduced from time to time will by the aggregate outstanding principal amount of all Bid Loans made by such Bank, and shall be increased (but in no event above the lesser of:amount set forth above for each Bank) by the aggregate principal amount of each principal repayment of such Bid Loans made from time to time. (d) Loans under the Revolving Credit may be Eurodollar Loans, CD Rate Loans or Domestic Rate Loans. All Loans under the Revolving Credit shall be made from each Bank in proportion to its respective Revolving Credit Commitment as above set forth, as adjusted from time to time to reflect outstanding Bid Loans. Each Domestic Rate Loan shall be in an amount not less than $3,000,000 or such greater amount which is an integral multiple of $500,000 and each Fixed Rate Loan shall be in an amount not less than $3,000,000 or such greater amount which is an integral multiple of $1,000,000.

The Revolving Credit. Subject to Each Lender with a Revolving Loan Commitment severally and not jointly agrees, on the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained hereinhereinafter set forth, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower (each such Loan, a “Revolving Loan”"REVOLVING LOAN") from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through to the Final Availability Revolving Termination Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such the Lender’s 's name in Schedule SCHEDULE 1.1(b) under the heading “"Revolving Loan Commitments” Commitment" (such amount as the same may be reduced or increased from time to time in accordance with this Agreementas a result of one or more assignments pursuant to Section 9.8, being referred to herein as such Lender’s “Revolving Loan Commitment”'s "REVOLVING LOAN COMMITMENT"); providedPROVIDED, howeverHOWEVER, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect Within the limits of the Aggregate each Lender's Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject Commitment, and subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” "MAXIMUM REVOLVING LOAN BALANCE" from time to time will be the lesser of: (i) the product obtained by multiplying four (4), times Adjusted EBIDAT, or (ii) the Aggregate of all Revolving Loan Commitments then in effect; less, in either case, any Letter of Credit Reserve then in effect. If at any time the Revolving Loans exceed the Maximum Revolving Loan Balance, then Revolving Loans must be repaid immediately in an amount sufficient to eliminate such excess. For purposes of this Agreement, the following terms shall have the following meanings:

The Revolving Credit. Subject to Each Lender with a Revolving Loan Commitment -------------------- severally and not jointly agrees, on the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained hereinhereinafter set forth, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower (each such Loan, a “"Revolving Loan”") from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through to the Final Availability Revolving Termination Date, in an aggregate amount not to exceed at any time outstanding the applicable amount set forth opposite such the Lender’s 's name in Schedule 1.1(b) under the heading “"Revolving Loan Commitments” Commitment" (such amount as --------------- the same may be reduced or increased from time to time in accordance with this Agreementpursuant to subsection 1.8(f) hereof or as a result of one or more assignments pursuant to Section 9.8, being referred to herein as such Lender’s “'s "Revolving Loan Commitment”"); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as As set forth on Schedule 1.1(b), the --------------- Revolving Loan Commitment is seasonal in nature and fluctuates throughout the year. Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed from time to time. The “"Maximum Revolving Loan Balance” " from time to time will be the lesser of: (i) the "Borrowing Base" (as calculated pursuant to the Borrowing Base Certificate) in effect from time to time, or (ii) the Aggregate Revolving Loan Commitment then in effect; less, in either case, the amount of any Letter of Credit Participation Liability. If at any time the Revolving Loans exceed the Maximum Revolving Loan Balance, then Revolving Loans must be repaid within three (3) Business Days in an amount sufficient to eliminate such excess.

The Revolving Credit. Subject to Each Lender severally agrees, on the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained hereinhereinafter set forth, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower (each such Loan, a “Revolving Loan”"REVOLVING LOAN") from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through to the Final Availability Revolving Termination Date, in an aggregate amount not to exceed at any time outstanding (when added to such Lender's Commitment Percentage of the then outstanding Net L/C Obligations) the amount set forth opposite such Lender’s 's name in on Schedule 1.1(b) I under the heading “"Revolving Loan Commitments” Commitment" (such amount amount, as the same may be reduced or increased from time pursuant to time in accordance with the provisions of this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”'s "REVOLVING COMMITMENT"); providedPROVIDED, howeverHOWEVER, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to and Net L/C Obligations shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage Commitment. Within the limits of the Aggregate each Lender's Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject Commitment, and subject to the other terms and conditions hereof, amounts borrowed the Borrower may borrow under this subsection 1.1(b) may be repaid 2.1(b), prepay pursuant to Section 2.6 and reborrowed from time reborrow pursuant to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of:this subsection 2.1(b).

The Revolving Credit. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from beginning on the Fourth Amendment Effective Closing Date through the Final Availability Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan Commitments” (such amount as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of:Aggregate Revolving Loan Commitment then in effect, less the sum of (I) the aggregate amount of Letter of Credit Obligations plus (II) the aggregate principal amount of outstanding Swing Loans. If at any time the then outstanding principal balance of Revolving Loans exceeds the Maximum Revolving Loan Balance, then the Borrower shall immediately prepay outstanding Revolving Loans in an amount sufficient to eliminate such excess.

The Revolving Credit. (i) Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to any of the Borrower Borrowers (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through to the Final Availability Revolving Termination Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan CommitmentsCommitment” (such amount as the same may be reduced or increased from time to time as a result of one or more assignments pursuant to Section 9.9 or as a result of a Commitment Increase in accordance with this AgreementSection 1.1(b)(iv), being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed from time to time. On the Closing Date, the outstanding principal balance of the “Revolving Loans” made under the Original Credit Agreement equals $38,576,628.93, which amount shall remain outstanding Obligations of the Borrowers and shall be deemed to be outstanding Revolving Loans hereunder. The “Maximum Revolving Loan Balance” from time to time will be the lesser of: (A) the “Borrowing Base” (as calculated pursuant to the Borrowing Base Certificate) in effect from time to time, or (B) the Aggregate Revolving Loan Commitment then in effect; less, in either case, the sum of (x) the aggregate amount of Letter of Credit Obligations plus (y) outstanding Swing Loans plus (z) such Reserves as may be imposed by the Agent in accordance with the terms of this Agreement. (ii) If at any time the then outstanding principal balance of Revolving Loans exceeds the Maximum Revolving Loan Balance then the Borrowers shall immediately prepay outstanding Revolving Loans in an amount sufficient to eliminate such excess; provided that if such excess results from fluctuations in foreign currency exchange rates relating to any outstanding Letter of Credit which is denominated in a currency other than Dollars (a “Currency Overadvance”), such excess must be prepaid within five (5)

The Revolving Credit. Subject to Each Bank severally agrees, on the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained set forth herein, each Revolving Lender severally and not jointly agrees to make Loans loans to the Borrower (each such Loanloan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through to the Final Availability Termination Date, in an aggregate principal amount not to exceed at any time outstanding the amount set forth opposite such LenderBank’s name in on Schedule 1.1(b) under the heading “Revolving Loan Commitments” 2.1 (such amount as the same may be reduced under Section 2.5 or Section 2.7 or reduced or increased from time to time in accordance with this Agreementas a result of one or more assignments under Section 12.9, being referred to herein as such Lenderthe Bank’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation that after giving effect to fund any requested Borrowing of Revolving Loans to Loans, the extent that such requested Borrowing, if funded, would cause the aggregate principal amount Effective Amount of all outstanding Revolving Loans to plus the Effective Amount of all L/C Obligations plus the Effective Amount of all Swing Line Loans shall not exceed the Maximum Revolving Loan BalanceCommitments. Each Lender shall be deemed to have assigned and/or purchasedWithin the limits of each Bank’s Revolving Commitment, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject subject to the other terms and conditions hereof, amounts borrowed the Borrower may borrow under this subsection 1.1(b) Section 2.1 (b), prepay under Section 2.6 and reborrow under this Section 2.1(b). As a subfacility of the Banks’ Revolving Commitments, the Borrower may be repaid and reborrowed from time request the Issuing Bank to time. The “Maximum Revolving Loan Balance” Issue Letters of Credit from time to time will be pursuant to Article III. In addition, the lesser of:Borrower may request the Swing Line Bank to make Swing Line Loans to the Borrower from time to time pursuant to Section 2.16.

The Revolving Credit. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through the Final Availability Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan Commitments” (such amount as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be equal to the lesser of:Aggregate Revolving Loan Commitment then in effect less the sum of (i) the aggregate amount of Letter of Credit Obligations plus (ii) the aggregate principal amount of outstanding Swing Loans. If at any time the then outstanding principal balance of Revolving Loans exceeds the Maximum Revolving Loan Balance, then the Borrower shall immediately prepay outstanding Revolving Loans in an amount sufficient to eliminate such excess.

The Revolving Credit. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained hereinhereof, each Revolving Lender severally and not jointly agrees to make Loans extend a revolving credit (the "Revolving Credit") to the Borrower (each such Loan, a “Revolving Loan”) Company which may be availed of by the Company from time to time on any Business Day during the period from and including the Fourth Amendment Effective Date through date hereof to but not including the Final Availability Revolving Credit Termination Date, in an aggregate at which time the commitments of the Lenders to extend credit under the Revolving Credit shall expire. The maximum amount not of the Revolving Credit which each Lender agrees to exceed at any time outstanding extend to the amount Company shall be as set forth opposite such Lender’s name in Schedule 1.1(b) 's signature hereto under the heading “"Revolving Loan Commitments” (Credit Commitment" or as otherwise provided in Section 11.10 hereof, as such amount as the same may be reduced or increased from time to time pursuant hereto. The Revolving Credit may be utilized by the Company in accordance with this Agreementthe form of Loans, being referred to herein all as such Lender’s “Revolving Loan Commitment”); providedmore fully hereinafter set forth, however, that, the Lenders shall be under no obligation to fund any requested Borrowing of Revolving Loans to the extent provided that such requested Borrowing, if funded, would cause (i) the aggregate principal amount of all Loans under the Revolving Credit outstanding Revolving Loans to at any one time shall not exceed the Maximum Revolving Loan BalanceCredit Commitments and (ii) no additional Loans shall be available under the Revolving Credit unless the commitments under the Long-Term Credit Agreement are fully utilized. Each Lender During the period from and including the date hereof to but not including the Revolving Credit Termination Date, the Company may use the Revolving Credit Commitments by borrowing, repaying and reborrowing Loans in whole or in part, all in accordance with the terms and conditions of this Agreement. For purposes of this Agreement, where a determination of the unused or available amount of the Revolving Credit Commitments is necessary, the Loans outstanding under the Revolving Credit shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect utilize the Revolving Credit Commitments. The obligations of the Aggregate Lenders hereunder are several and not joint, and no Lender shall under any circumstances be obligated to extend credit under the Revolving Loan Commitment Credit in order to accurately reflect its appropriate percentage excess of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of:its

The Revolving Credit. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Each Lender severally and not jointly agrees agrees, on the terms and conditions hereinafter set forth, to make Loans to the Borrower (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Restatement Effective Date through to the Final Availability Revolving Termination Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan CommitmentsCommitment” (such amount as the same may be reduced or increased from time to time in accordance with this Agreementpursuant to subsection 1.8(h)(ii) hereof or as a result of one or more assignments pursuant to Section 9.8, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of: (i) the “Borrowing Base” (as calculated pursuant to the Borrowing Base Certificate then most recently delivered to the Agent and Lenders in accordance with the terms hereof) in effect from time to time, and (ii) the Aggregate Revolving Loan Commitment then in effect; less, in either case, the amount of any Letter of Credit Participation Liability. If at any time the then outstanding principal balance of Revolving Loans exceeds the Maximum Revolving Loan Balance, then Borrower shall, within three (3) Business Days, prepay outstanding Revolving Loans in an amount sufficient to eliminate such excess. Immediately prior to the effectiveness of this Agreement, the outstanding principal balance of Revolving Loans is $4,300,000, such amount constituting the outstanding Revolving Loans under the Original Credit Agreement.

The Revolving Credit. Subject to Each Bank severally agrees, on the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained set forth herein, each Revolving Lender severally and not jointly agrees to make Loans loans to the Borrower Company (each such Loanloan, a “Revolving Loan”"REVOLVING LOAN") from time to time on any Business Day during the period from the Fourth Amendment Effective Special Funding Date through to the Final Availability Revolving Termination Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan Commitments” on SCHEDULE 2.01 (such amount amount, as the same may be reduced under SECTION 2.07, or increased from time to time in accordance with this Agreementas a result of one or more assignments under SECTION 10.08, being referred to herein as such Lender’s “Revolving Loan Commitment”the Bank's "REVOLVING LOAN COMMITMENT"); providedPROVIDED, howeverHOWEVER, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to (exclusive of Revolving Loans which are repaid with the extent that such requested Borrowingproceeds of, if fundedand simultaneously with the incurrence of, would cause the aggregate principal amount respective incurrence of Revolving Loans), the Effective Amount of all outstanding Revolving Loans, the Effective Amount of all Swing Line Loans and the Effective Amount of all L/C Obligations, shall not at any time exceed an amount equal to exceed the Maximum combined Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchasedCommitments; AND PROVIDED FURTHER, as necessary, any and all amounts in respect that the Effective Amount of the Aggregate Revolving Loans of any Bank plus the participation of such Bank in the Effective Amount of all Swing Line Loans and the Effective Amount of all L/C Obligations shall not at any time exceed an amount equal to such Bank's Revolving Loan Commitment in order to accurately reflect its appropriate percentage Commitment. Within the limits of the Aggregate each Bank's Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject Commitment, and subject to the other terms and conditions hereof, amounts borrowed the Company may borrow under this subsection 1.1(b) may be repaid SECTION 2.01(b), prepay under SECTION 2.08 and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of:reborrow under this SECTION 2.01(b).

The Revolving Credit. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Each Lender severally and not jointly agrees agrees, on the terms and conditions hereinafter set forth, to make Loans to the Borrower (each such Loan, a “"Revolving Loan”") from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through to the Final Availability Revolving Termination Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s 's name in Schedule 1.1(b) under the heading “"Revolving Loan Commitments” Commitment" (such amount as the same may be reduced or increased from time to time in accordance with this Agreementpursuant to subsection 1.8(h) hereof or as a result of one or more assignments pursuant to Section 9.8, being referred to herein as such Lender’s “'s "Revolving Loan Commitment”"); providedPROVIDED, howeverHOWEVER, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed from time to time. The “"Maximum Revolving Loan Balance” " from time to time will be the lesser of: (i) the "Borrowing Base" (as calculated pursuant to the Borrowing Base Certificate then most recently delivered to the Agent and Lenders in accordance with the terms hereof) in effect from time to time, and (ii) the Aggregate Revolving Loan Commitment then in effect; LESS, in either case, the amount of any Letter of Credit Participation Liability. If at any time the Revolving Loans exceed the Maximum Revolving Loan Balance, then Borrower shall, within three (3) Business Days, prepay Revolving Loans in an amount sufficient to eliminate such excess.

The Revolving Credit. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower (each such Loan, a “"Revolving Loan”") from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through to the Final Availability Revolving Termination Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s 's name in Schedule 1.1(b) under the heading “"Revolving Loan Commitments” Commitment" (such amount as the same may be increased pursuant to Section 1.12 or reduced from time to time pursuant to subsection 1.8(c) or reduced or increased from time to time in accordance with this Agreementas a result of one or more assignments pursuant to Section 9.9, being referred to herein as such Lender’s “'s "Revolving Loan Commitment”"); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed from time to time. The “"Maximum Revolving Loan Balance” " from time to time will be the lesser of: (i) the product obtained by multiplying (A) EBITDA for the then most recently ended twelve month period for which financial statements have been delivered to Agent, times (B) the Leverage Multiple, or (ii) the Aggregate Revolving Loan Commitment then in effect; Immediately prior to the effectiveness of this Agreement, the outstanding principal balance of "Revolving Loans" under the Original Credit Agreement is $12,300,420.79. Such "Revolving Loans" under the Original Credit Agreement shall be deemed to be, and hereby are converted into, on the Closing Date, outstanding Revolving Loans hereunder. Each Lender with a Revolving Loan Commitment hereunder shall make such payments among themselves and/or shall fund Revolving Loans requested by the Borrower on the date hereof as are necessary to ensure that such converted Revolving Loans and all Revolving Loans requested by the Borrower on the Closing Date are funded by the Lenders holding Revolving Loan Commitments hereunder pro rata based on their respective shares of the Aggregate Revolving Loan Commitment. If at any time the then outstanding principal balance of Revolving Loans exceeds the Maximum Revolving Loan Balance, then the Borrower shall prepay on the earlier of (i) the date upon which the Borrower becomes aware of such excess or (ii) the first Business Day after Borrower receives notice from the Agent of such excess, the outstanding Revolving Loans in an amount sufficient to eliminate such excess.

The Revolving Credit. Subject to all of the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained hereinhereof, each Revolving Lender Bank, severally and not jointly for itself alone, agrees to make Loans extend such Bank's Percentage of a revolving credit facility to the Borrower (each such Loan, a “Revolving Loan”) Company which may be availed of by the Company in its discretion from time to time on any Business Day time, be repaid and used again, during the period from the Fourth Amendment Effective Date through date hereof to and including the Final Availability Revolving Credit Termination Date. The revolving credit facility may be utilized by the Company in the form of (i) revolving credit loans (individually a "Revolving Credit Loan" and collectively the "Revolving Credit Loans") from the Banks according to their respective Percentages, (ii) swing line loans (individually a "Swing Line Loan" and collectively, the "Swing Line Loans") from the Swing Line Lender, pursuant to Section 1.2 hereof, and (iii) L/Cs issued by the Issuer upon request of the Company and in an which each Bank shall have purchased a participation, provided that the aggregate amount of the Revolving Credit Loans, Swing Line Loans, Reimbursement Obligations and the maximum amount available to be drawn under all L/Cs outstanding at any one time shall not exceed One Hundred Fifty Five Million Dollars ($155,000,000) (the "Revolving Credit Commitment"). All Revolving Credit Loans shall be evidenced by Revolving Credit Notes of the Company (the "Revolving Credit Notes") payable to exceed the order of each of the Banks in the amounts of their respective Percentages of the Revolving Credit Commitment, such Revolving Credit Notes to be in substantially the form attached hereto as Exhibit 1. 1. Without regard to the face principal amounts of each of the Revolving Credit Notes, the actual principal amount at any time outstanding and owing by the amount set forth opposite such Lender’s name in Schedule 1.1(b) under Company on account thereof during the heading “period ending on the Revolving Loan Commitments” (such amount as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders Credit Termination Date shall be under no obligation to fund any requested Borrowing of Revolving Loans to the extent that such requested Borrowing, if funded, would cause the aggregate principal amount sum of all outstanding Revolving Credit Loans then or theretofore made thereon less all principal payments actually received thereon during such period. 2. Amendment to exceed Section 3.3. Section 3.3 of the Maximum Revolving Loan Balance. Each Lender Credit Agreement shall be deemed to have assigned and/or purchased, as necessary, any and all amounts amended by deleting the last sentence thereof in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of:entirety.

The Revolving Credit. (a) Subject to all of the terms and conditions of this Agreement and in reliance upon hereof, the representations and warranties of the Credit Parties contained hereinBanks agree, each Revolving Lender severally and not jointly agrees jointly, to make Loans extend a Revolving Credit to the Borrower Company which may be utilized by the Company in the form of loans (each such Loanindividually a "REVOLVING CREDIT LOAN" and collectively the "REVOLVING CREDIT LOANS"), a “and L/Cs (as hereinafter defined). The aggregate principal amount of all Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Date through the Final Availability Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) Credit Loans under the heading “Revolving Loan Commitments” (such amount as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation to fund any requested Borrowing of Revolving Loans to the extent that such requested Borrowing, if funded, would cause Credit plus the aggregate principal amount of all Bid Loans outstanding Revolving Loans to under this Agreement plus the amount available for drawing under all L/Cs and the aggregate principal amount of all unpaid Reimbursement Obligations (as hereinafter defined) at any time outstanding shall not exceed the Maximum lesser of (i) the sum of the Banks' Revolving Loan BalanceCredit Commitments (as hereinafter defined) in effect from time to time during the term of this Agreement (as hereinafter defined) or (ii) the Borrowing Base as determined on the basis of the most recent Borrowing Base Certificate. Each Lender The Revolving Credit shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject available to the other terms Company, and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed availed of by the Company from time to time, be repaid (subject to the restrictions on prepayment set forth herein) and used again, during the period from the date hereof to and including May 31, 2004 (the "TERMINATION DATE"). (b) At any time not earlier than 120 days prior to, nor later than 60 days prior to, the date that is two years before the Termination Date then in effect (the "ANNIVERSARY DATE"), the Company may request that the Banks extend the then scheduled Termination Date to the date one year from such Termination Date. If such request is made by the Company each Bank shall inform the Agent of its willingness to extend the Termination Date no later than 20 days prior to such Anniversary Date. Any Bank's failure to respond by such date shall indicate its unwillingness to agree to such requested extension, and all Banks must approve any requested extension. At any time more than 15 days before such Anniversary Date the Banks may propose, by written notice to the Company, an extension of this Agreement to such later date on such terms and conditions as the Banks may then require. If the extension of this Agreement to such later date is acceptable to the Company on the terms and conditions proposed by the Banks, the Company shall notify the Banks of its acceptance of such terms and conditions no later than the Anniversary Date, and such later date will become the Termination Date hereunder and this Agreement shall otherwise be amended in the manner described in the Banks' notice proposing the extension of this Agreement upon the Agent's receipt of (i) an amendment to this Agreement signed by the Company and all of the Banks, (ii) resolutions of the Company's Board of Directors authorizing such extension and (iii) an opinion of counsel to the Company equivalent in form and substance to the form of opinion attached hereto as Exhibit E and otherwise acceptable to the Banks. (c) The “Maximum respective maximum aggregate principal amounts of the Revolving Loan Balance” Credit at any one time outstanding and the percentage of the Revolving Credit available at any time which each Bank by its acceptance hereof severally agrees to make available to the Company are as follows (collectively, the "REVOLVING CREDIT COMMITMENTS" and individually, a "REVOLVING CREDIT COMMITMENT"): Xxxxxx Trust and Savings Bank $14,285,714 28.57144% U.S. Bancorp Ag Credit, Inc. $10,714,286 21.42857% CoBank, ACB $10,714,286 21.42857% SunTrust Bank, Atlanta $7,142,857 14.28571% Credit Agricole Indosuez, Chicago Branch $7,142,857 14.28571% Total $50,000,000 100% Each Bank's Revolving Credit Commitment shall be reduced from time to time will by the aggregate outstanding principal amount of all Bid Loans made by such Bank, and shall be increased (but in no event above the lesser of:amount set forth above for each Bank) by the aggregate principal amount of each principal repayment of such Bid Loans made from time to time. (d) Loans under the Revolving Credit may be Eurodollar Loans, CD Rate Loans or Domestic Rate Loans. All Loans under the Revolving Credit shall be made from each Bank in proportion to its respective Revolving Credit Commitment as above set forth, as adjusted from time to time to reflect outstanding Bid Loans. Each Domestic Rate Loan shall be in an amount not less than $3,000,000 or such greater amount which is an integral multiple of $500,000 and each Fixed Rate Loan shall be in an amount not less than $3,000,000 or such greater amount which is an integral multiple of $1,000,000.

The Revolving Credit. (i) Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to any of the Borrower Borrowers (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through to the Final Availability Revolving Termination Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan CommitmentsCommitment” (such amount as the same may be reduced or increased from time to time as a result of one or more assignments pursuant to Section 9.9 or as a result of a Commitment Increase in accordance with this AgreementSection 1.1(b)(iv), being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans (excluding, solely for purposes of this determination only, Revolving Loans, if any, for which WLR Recovery Fund IV, L.P. has purchased a WLR Participation pursuant to the WLR Last-Out Participation Agreement) shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed from time to time. On the Closing Date, the outstanding principal balance of the “Revolving Loans” made under the Original Credit Agreement equals $38,576,628.93, which amount shall remain outstanding Obligations of the Borrowers and shall be deemed to be outstanding Revolving Loans hereunder. The “Maximum Revolving Loan Balance” from time to time will be the lesser of: (A) the “Borrowing Base” (as calculated pursuant to the Borrowing Base Certificate) in effect from time to time, or (B) the Aggregate Revolving Loan Commitment then in effect; less, in either case, the sum of (x) the aggregate amount of Letter of Credit Obligations plus (y) outstanding Swing Loans. (ii) If at any time the then outstanding principal balance of Revolving Loans exceeds the Maximum Revolving Loan Balance then the Borrowers shall immediately prepay outstanding Revolving Loans in an amount sufficient to eliminate such excess; provided that if such excess results from fluctuations in foreign currency exchange rates relating to any outstanding Letter of Credit which is denominated in a currency other than Dollars (a “Currency Overadvance”), such excess must be prepaid within five (5)

The Revolving Credit. Subject Holdings hereby acknowledges and agrees that pursuant to the terms and conditions of this Agreement and in reliance upon Original Credit Agreement, the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees Original Banks provided to make Loans to the Borrower (each such Loan, a “Revolving Loan”) Holdings revolving loans from time to time of which [$_____________]82,900,000.00 in aggregate principal amount is outstanding on any Business Day during the period from date hereof. Subject to the Fourth Amendment conditions set forth herein, the parties hereto hereby acknowledge and agree that on and after the Effective Date through the Final Availability Date, each Remaining Bank and each New Bank shall be a Bank under this Agreement and the other Loan Documents with Revolving Commitments and Pro Rata Shares as set forth on Schedule 2.01 attached hereto (each such commitment, a "Revolving Commitment") in an aggregate amount not to exceed at any time outstanding the amount set forth opposite Aggregate Revolving Commitment, with the rights, duties and obligations of such Lender’s name a Bank under this Agreement and the other Loan Documents. To effect the foregoing, on the Effective Date, Agent shall calculate the Pro Rata Share of each Remaining Bank and each New Bank in Schedule 1.1(b) under the heading “each Revolving Loan Commitments” then outstanding (each such amount as the same may be reduced or increased loan, together with all other loans advanced from time to time pursuant to this Section 2.01(b), a "Revolving Loan"). Based upon such calculation, each New Bank and any applicable Remaining Bank shall purchase from the Original Banks such shares in accordance with this Agreement, being referred the outstanding Revolving Loans as Agent determines is necessary to herein as such Lender’s “cause each Remaining Bank and each New Bank to hold Revolving Loans in each outstanding Revolving Loan Commitment”); providedBorrowing in a principal amount equal to such Remaining Bank's and such New Bank's Pro Rata Share of such Revolving Loan Borrowings. On and after the Effective Date, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to Loans, (i) the extent that such requested Borrowing, if funded, would cause the aggregate principal amount Effective Amount of all outstanding Revolving Loans and Swingline Loans and the Effective Amount of all L/C Obligations shall not exceed an amount equal to exceed the Maximum lesser of (1) the combined Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect Commitments of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage Banks and (2) the Borrowing Base; and (ii) the Effective Amount of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b)Loans of any Bank plus the participation of such Bank in the Effective Amount of all L/C Obligations and the Effective Amount of all Swingline Loans shall not at any time exceed such Bank's Revolving Commitment. Subject Within the limits of each Bank's Revolving Commitment, and subject to the other terms and conditions hereof, amounts borrowed Holdings may borrow under this subsection 1.1(b) may be repaid Section 2.01, prepay under Section 2.07 and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of:reborrow under this Section 2.01.

The Revolving Credit. Subject to (a) Each Bank severally agrees, on the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained hereinhereinafter set forth, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower (each such Loan, a “Revolving Loan”) Company from time to time on any Business Day during the period from the Fourth Amendment Effective Date through to the Final Availability Revolving Termination Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s the Bank's name in Schedule 1.1(b) 2.1 under the heading “"Revolving Loan Commitments” Commitment" (such amount as the same may be reduced pursuant to Section 2.5 or increased from time as a result of one or more assignments pursuant to time in accordance with this AgreementSection 10.8, being referred to herein or as such Lender’s “amount may be increased pursuant to Section 2.1(b) below, the Bank's "Revolving Loan Commitment”"); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage Commitment. Within the limits of the Aggregate each Bank's Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject Commitment, and subject to the other terms and conditions hereof, amounts borrowed the Company may borrow under this subsection 1.1(bSection 2.1(a), prepay pursuant to Section 2.6 and reborrow pursuant to this Section 2.1(a). (i) Provided that there has been no Material Adverse Effect and that no Event of Default shall have occurred and be continuing, the Company shall have the one time right to deliver written notice to the Agent (the "Commitment In crease Request") at any time on or before ninety (90) days prior to the Revolv ing Termination Date to request that the Banks agree to increase the Aggregate Revolving Commitment by $25,000,000 (the "Commitment Increase"), which Commit ment Increase Request, the Agent shall promptly deliver to the Banks. The Banks shall have the option (but not the obligation), in the sole and absolute discre tion of each Bank, to elect to increase the amount of each Bank's Revolving Com mitment by an amount equal to such Bank's pro rata share of the Commitment In crease (as to each Bank, such additional amount being referred to herein as the "Additional Commitment"). Each Bank shall endeavor to notify the Agent within fifteen (15) business days after receipt by such Bank of the Commitment Increase Request whether such Bank approves or disapproves the Commitment Increase. The failure of any Bank to so notify the Agent shall in no event be deemed an approval by such Bank of the Commitment Increase. The Agent shall endeavor to notify the Company promptly upon its receipt of responses from all of the Banks and, if all Banks have approved the Commitment Increase, as to the date (the "Commitment Increase Effective Date") that the Commitment Increase will be made effective. (ii) It shall be a condition to the effectiveness of the Commitment In crease that (A) no Event of Default shall have occurred and be continuing on the Commitment Increase Effective Date, (B) all Banks shall have approved the Commit ment Increase, (C) the Company shall have delivered to the Agent promissory notes, in substantially the form of Exhibit G attached hereto, made payable to the order of each Bank and in the original principal amount of such Bank's Additional Commitment, and (D) the Company shall have paid to the Agent, for the ratable account of the Banks, an additional commitment fee equal to one quarter percent (.25%) of the Commitment Increase. (iii) In no event shall the Aggregate Revolving Commitment, as it may be repaid and reborrowed from time in creased pursuant to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of:this Section 2.1(b), exceed $100,000,000.

The Revolving Credit. Subject to Each Bank severally agrees, on the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained set forth herein, each Revolving Lender severally and not jointly agrees to make Loans loans to the Borrower (each such Loanloan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through to the Final Availability Termination Date, in an aggregate principal amount not to exceed at any time outstanding the amount set forth opposite such LenderBank’s name in on Schedule 1.1(b) under the heading “Revolving Loan Commitments” 2.1 (such amount as the same may be reduced under Section 2.5 or Section 2.7 or reduced or increased from time to time in accordance with this Agreementas a result of one or more assignments under Section 12.9, being referred to herein as such Lenderthe Bank’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation that after giving effect to fund any requested Borrowing of Revolving Loans to Loans, the extent that such requested Borrowing, if funded, would cause the aggregate principal amount Effective Amount of all outstanding Revolving Loans to plus the Effective Amount of all L/C Obligations plus the Effective Amount of all Swing Line Loans shall not exceed the Maximum Revolving Loan BalanceCommitments. Each Lender shall be deemed to have assigned and/or purchasedWithin the limits of each Bank’s Revolving Commitment, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject subject to the other terms and conditions hereof, amounts borrowed the Borrower may borrow under this subsection 1.1(b) Section 2.1(b), prepay under Section 2.6 and reborrow under this Section 2.1(b). As a subfacility of the Banks’ Revolving Commitments, the Borrower may be repaid and reborrowed from time request the Issuing Bank to time. The “Maximum Revolving Loan Balance” Issue Letters of Credit from time to time will be pursuant to Article III. In addition, the lesser of:Borrower may request the Swing Line Bank to make Swing Line Loans to the Borrower from time to time pursuant to Section 2.16.

The Revolving Credit. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower Borrowers (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Restatement Effective Date through to the Final Availability Revolving Termination Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan CommitmentsCommitment” (such amount as the same may be reduced or increased from time to time in accordance with this Agreementpursuant to Section 1.16 or as a result of one or more assignments pursuant to Section 9.9, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all the outstanding Revolving Loans to Credit Exposure shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of: (i) the (y) Borrowing Base in effect from time to time minus (z) such Reserves as may be imposed by Agent in its reasonable credit judgment but not reflected in such Borrowing Base Certificate, or (ii) the Aggregate Revolving Loan Commitment then in effect. If at any time the then outstanding principal balance of Revolving Credit Exposure exceeds the Maximum Revolving Loan Balance, then the Borrowers shall immediately prepay then outstanding Revolving Loans, in an amount sufficient to eliminate such excess. (iii) If the Borrowers request that Revolving Lenders make, or permit to remain outstanding Revolving Loans in excess of the Borrowing Base (any such excess Revolving Loan is herein referred to as an “Overadvance”), Agent may, in its sole discretion, elect to make, or permit to remain outstanding such Overadvance; provided, however, that Agent may not cause Revolving Lenders to make, or permit to remain outstanding, (A) aggregate Revolving Loans in excess of the Aggregate Revolving Loan Commitment or (B) an Overadvance in an aggregate amount in excess of 10% of the Aggregate Revolving Loan Commitment. If an Overadvance is made, or permitted to remain outstanding, pursuant to the preceding sentence, then all Revolving Lenders shall be bound to make, or permit to remain outstanding, such Overadvance based upon their respective Commitment Percentages of the Aggregate Revolving Loan Commitment in accordance with the terms of this Agreement. If an Overadvance remains outstanding for more than ninety (90) days during any one hundred eighty (180) day period, Revolving Loans must be repaid immediately in an amount sufficient to eliminate all of such Overadvance. Furthermore, Required Lenders may prospectively revoke Agent’s ability to make or permit Overadvances by written notice to Agent. All Overadvances shall bear interest at the Interest Rate; provided, however that if not repaid within five (5) Business Days such Overadvances shall, commencing on the following day, bear interest at the default rate under Section 1.3(c).

The Revolving Credit. (i) Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower Borrowers (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through the Final Availability Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s 's name in Schedule 1.1(b1.1(a) of the Disclosure Letter under the heading “Revolving Loan Commitments” (such amount as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s 's “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to Loans, (x) the extent that such requested Borrowing, if funded, would cause the aggregate principal amount of all outstanding Aggregate Revolving Loans to Exposure shall not exceed the Maximum Borrowing Availability and (y) the Revolving Exposure of any Lender shall not exceed such Lender's Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b)Commitment. Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(bSection 1.1(a) may be repaid and reborrowed from time to time. The “. (ii) [reserved]; (iii) Notwithstanding anything to the contrary contained in this Agreement, Agent may elect that Lenders make, or permit to remain outstanding Revolving Loans that, when aggregated with the outstanding Letter of Credit Obligations and Swing Loans, would be in excess of the Maximum Borrowing Availability at such time (any such excess Revolving Loan Balance” from time under this Section 1.1(a)(iii) is herein referred to time will as an “Protective Overadvance”) so long as Agent deems, in its sole discretion, such Protective Overadvance necessary or desirable to preserve or protect any Collateral, or to enhance the collectibility or repayment of Obligations, or to pay any other amounts chargeable to Credit Parties under any Loan Documents, including costs, fees and expenses; provided, however, that Agent may not cause Lenders to make, or permit to remain outstanding, (1) aggregate Protective Overadvances in excess of the Aggregate Revolving Loan Commitment less the sum of the aggregate outstanding Revolving Loans plus the aggregate outstanding Swing Loans plus the aggregate amount of Letter of Credit Obligations or (2) Protective Overadvances in an aggregate amount in excess of the greater of (x) five percent (5.00%) of the Borrowing Base then in effect or (y) $10,000,000. If a Protective Overadvance is made, or permitted to remain outstanding, pursuant to the preceding sentence, then all Lenders shall be bound to make, or permit to remain outstanding, such Protective Overadvance based upon their Commitment Percentage in accordance with the lesser of:terms of this Agreement, regardless of whether the conditions to lending set forth in Section 2.2 have been met. Furthermore, Required Lenders may prospectively revoke Agent's ability to make or permit Protective Overadvances by written notice to Agent. All Protective Overadvances shall constitute Base Rate Loans, shall bear interest at the Base Rate plus the Applicable Margin for Base Rate Loans and the default rate under Section 1.3(c), and shall be due and payable upon demand of Agent.

The Revolving Credit. (a) Subject to all of the terms and conditions hereof, the Banks agree, severally and not jointly, to extend a Revolving Credit to the Company which may be utilized by the Company in the form of loans (individually a “Revolving Credit Loan” and collectively the “Revolving Credit Loans”) and L/Cs (as hereinafter defined). The aggregate principal amount of all Revolving Credit Loans, Swing Loans (as hereinafter defined) and Reimbursement Obligations (as hereinafter defined) at any time outstanding plus the maximum amount available to be drawn under all L/Cs outstanding from time to time shall not exceed the sum of the Banks’ Revolving Credit Commitments (as hereinafter defined) in effect from time to time during the term of this Agreement. The Revolving Credit shall be available to the Company, and may be availed of by the Company from time to time, be repaid and used again, during the period from the date hereof to and including May 1, 2013 (the “Revolving Credit Termination Date”). (b) At any time not earlier than October 1, 2009 and not later than January 1, 2010 (such period and each such period thereafter is referred to as an “Extension Request Period”), the Company may request that the Banks extend the then scheduled Revolving Credit Termination Date to the date one year from such Revolving Credit Termination Date and make any changes in the terms and conditions of the Loan Documents desired by the Company. Pursuant to any such request and no later than the April 1 immediately following such Extension Request Period the Banks may propose, by written notice to the Company, an extension of this Agreement to such later date on such terms and in reliance conditions as the Banks may then require. If the extension of this Agreement to such later date is acceptable to the Company on the terms and conditions proposed by the Banks, the Company shall notify the Banks of its acceptance or rejection no later than the April 16 immediately following such April 1, and upon the representations Company’s acceptance of such terms and warranties conditions such later date will become the Revolving Credit Termination Date hereunder and this Agreement shall otherwise be amended in the manner described in the Banks’ notice proposing the extension of this Agreement upon the Agent’s receipt of (i) resolutions of the Credit Parties contained herein, each Revolving Lender severally Company’s Board of Directors authorizing such extension and not jointly agrees to make Loans (ii) an opinion of counsel to the Borrower (Company in form and substance acceptable to the Banks. The Company may request a further extension of the Revolving Credit Termination Date during each subsequent Extension Request Period and pursuant to any such Loan, a “requests the Banks may further offer to extend the Revolving Loan”) from time to time on Credit Termination Date by April 1 preceding any Business Day during the period from the Fourth Amendment Effective such later scheduled Revolving Credit Termination Date through the Final Availability Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan Commitments” (such amount as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation to fund any requested Borrowing of Revolving Loans to the extent that such requested Borrowing, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment manner as set forth on Schedule 1.1(babove for the initial Revolving Credit Termination Date. (c) Loans under the Revolving Credit may be Eurodollar Loans or Domestic Rate Loans. All Revolving Credit Loans shall be made from each Bank in proportion to its Commitment Percentage (as hereinafter defined). Subject to the other terms Each Domestic Rate Loan shall be in an amount not less than $1,000,000 or such greater amount which is an integral multiple of $100,000 and conditions hereof, amounts borrowed under this subsection 1.1(b) may each Eurodollar Loan shall be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of:in an amount not less than $3,000,000 or such greater amount which is an integral multiple of $500,000.

The Revolving Credit. Subject to the terms and conditions of this Agreement and in reliance upon hereof, the representations and warranties of Banks agree to extend a revolving credit (the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans "REVOLVING CREDIT") to the Borrower in an aggregate principal amount at any one time outstanding not to exceed the lesser of (each such Loani) the Commitments or (ii) the Available Borrowing Base as then determined and computed, a “Revolving Loan”) which may be availed of by the Borrower in its discretion from time to time on any Business Day during time, be repaid and used again, to but not including the period from the Fourth Amendment Effective Date through the Final Availability Termination Date. The Revolving Credit, in an aggregate amount not subject to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan Commitments” (such amount as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation to fund any requested Borrowing of Revolving Loans to the extent that such requested Borrowing, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed from time to timeutilized by the Borrower in the form of Domestic Rate Loans or Eurodollar Loans, all as more fully hereinafter set forth. The “Maximum maximum amount of the Revolving Loan Balance” Credit which each Bank agrees to extend to the Borrower shall be as set forth opposite its name on the applicable signature page hereof or as otherwise set forth in the relevant Assignment Agreement delivered pursuant to Section 12.9 hereof (its "COMMITMENT" and cumulatively for all the Banks the "COMMITMENTS") (subject to any reductions thereof pursuant to the terms hereof). The obligations of the Banks hereunder are several and not joint, and no Bank shall under any circumstances be obligated to extend credit hereunder in excess of its Commitment. Each Borrowing of Loans shall be made ratably from time the Banks in proportion to time will their respective Commitments. On the Effective Date, the Borrower hereby promises to prepay all Eurodollar Loans outstanding under the Original Credit Agreement (and each Bank currently a party to the Original Credit Agreement agrees to waive any compensation otherwise required by Section 2.10 of the Original Credit Agreement with respect to, and only with respect to, the prepayment of such Eurodollar Loans currently outstanding under the Original Credit Agreement) and thereafter, subject to the terms and conditions hereof, there shall be such nonratable Borrowings of Loans and repayments thereof as shall be necessary so that after giving effect thereto the lesser of:Banks each hold their ratable share of all Loans then outstanding in proportion to their respective Commitments (which Loans shall initially constitute Domestic Rate Loans). .

The Revolving Credit. (i) Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower Borrowers (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through the Final Availability Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan Commitments” (such amount as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of: (A) the Combined Borrowing Base (as calculated pursuant to the Borrowing Base Certificate) in effect from time to time less the sum of the Availability Block and Reserves, or (B) the Aggregate Revolving Loan Commitment then in effect; less, in either case, the sum of (x) the aggregate amount of Letter of Credit Obligations plus (y) the outstanding Swing Loans. If at any time the then outstanding principal balance of Revolving Loans exceeds the Maximum Revolving Loan Balance, then the Borrowers shall immediately prepay outstanding Revolving Loans and then cash collateralize outstanding Letters of Credit in an amount sufficient to eliminate such excess in accordance herewith and in a manner satisfactory to the L/C Issuers. Notwithstanding anything to the contrary contained in this Agreement, each Borrower other than Tembec shall only borrow by way of Letters of Credit. (ii) If the Borrower Representative requests that Revolving Lenders make, or permit to remain outstanding Revolving Loans in excess of the Combined Borrowing Base (any such excess Revolving Loan is herein referred to as an “Overadvance”), Agent may, in its sole discretion, elect to make, or permit to remain outstanding such Overadvance; provided, however, that Agent may not cause Revolving Lenders to make, or permit to remain outstanding, (A) aggregate Revolving Loans in excess of the Aggregate Revolving Loan Commitment less the sum of outstanding Swing Loans plus the aggregate amount of Letter of Credit Obligations or (B) an Overadvance in an aggregate amount in excess of 10% of the Aggregate Revolving Loan Commitment. If an Overadvance is made, or permitted to remain outstanding, pursuant to the preceding sentence, then all Revolving Lenders shall be bound to make, or permit to remain outstanding, such Overadvance based upon their Commitment Percentage of the Aggregate Revolving Loan Commitment in accordance with the terms of this Agreement, regardless of whether the conditions to lending set forth in Section 2.2 have been met. Furthermore, Required Lenders may prospectively revoke Agent’s ability to make or permit Overadvances by written notice to Agent, a copy of which Agent shall promptly deliver to Borrower Representative. All Overadvances shall constitute Canadian Prime Rate Loans (if such Overadvances are denominated in Canadian Dollars) or U.S. Base Rate Loans (if such Overadvances are denominated in U.S. Dollars) and shall bear interest at the Canadian Prime Rate (if such Overadvances are Canadian Prime Rate Loans) or the U.S. Base Rate (if such Overadvances are U.S. Base Rate Loans) plus the Applicable Margin for Revolving Loans and the default rate under subsection 1.3(c).

The Revolving Credit. Subject to Each Lender with a Revolving Loan Commitment severally and not jointly agrees, on the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained hereinhereinafter set forth, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower (each such Loan, a “"Revolving Loan”") from time to time on any Business Day during the period from the Fourth Amendment Restatement Effective Date through to the Final Availability Revolving Termination Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such the Lender’s 's name in Schedule 1.1(b) under the heading “"Revolving Loan Commitments” Commitment" (such amount as the same may be reduced or increased from time to time in accordance with this Agreementas a result of one or more assignments pursuant to Section 9.8, being referred to herein as such Lender’s “'s "Revolving Loan Commitment”"); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect Within the limits of the Aggregate each Lender's Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject Commitment, and subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed from time to time. The “"Maximum Revolving Loan Balance” " from time to time will be the lesser of: (i) the sum of (A) the product obtained by multiplying four(4), times Adjusted Court Reporting EBIDAT and (B) the product obtained by multiplying three(3)(or such larger multiple, not to exceed three and one-half (3.5) as Agent and, if Requisite Lender approval of the Acquisition is required pursuant to subsection 5.17(a), Requisite Lenders, may approve), times Adjusted Staffing Services EBIDAT, or (ii) the Aggregate of all Revolving Loan Commitments then in effect; less, in either case, any Letter of Credit Reserve then in effect. If at any time the Revolving Loans exceed the Maximum Revolving Loan Balance, then Revolving Loans must be repaid immediately in an amount sufficient to eliminate such excess. For purposes of this Agreement, the following terms shall have the following meanings:

The Revolving Credit. (i) Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower (each such Loan, a “"Revolving Loan”") from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through to the Final Availability Revolving Termination Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s 's name in Schedule 1.1(b1.1 (b) under the heading “"Revolving Loan Commitments” Commitment" (such amount as the same may be reduced or increased from time to time in accordance with as a result of one or more assignments pursuant to Section 9.9 or otherwise pursuant to this Agreement, being referred to herein as such Lender’s “'s "Revolving Loan Commitment”"); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b1.1 (b) may be repaid and reborrowed from time to time. The “"Maximum Revolving Loan Balance” " from time to time will be equal the lesser of:Aggregate Revolving Loan Commitment then in effect less, the sum of (x) the aggregate amount of Letter of Credit Obligations plus (y) outstanding Swing Loans. (ii) If at any time the then outstanding principal balance of Revolving Loans exceeds the Maximum Revolving Loan Balance, then the Borrower shall immediately prepay outstanding Revolving Loans in an amount sufficient to eliminate such excess.

The Revolving Credit. (i) Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to any of the Borrower Borrowers (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective Closing Date through to the Final Availability Revolving Termination Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b1.1(a) under the heading “Revolving Loan CommitmentsCommitment” (such amount as the same may be reduced or increased from time to time as a result of one or more assignments pursuant to Section 9.9 or as a result of a Commitment Increase in accordance with this AgreementSection 1.1(a)(ii), being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b1.1(a) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of: (A) the “Borrowing Base” (as calculated pursuant to the Borrowing Base Certificate) in effect from time to time, or (B) the Aggregate Revolving Loan Commitment then in effect; less, in either case, the sum of (w) the Availability Block, plus (x) the aggregate amount of Letter of Credit Obligations plus (y) outstanding Swing Loans plus (z) such Reserves as may be imposed by the Agent in accordance with the terms of this Agreement. If at any time the then outstanding principal balance of (x) Revolving Loans exceeds the Maximum Revolving Loan Balance or (y) the Revolving Loans advanced to US Borrowers exceeds the US Borrowing Base Limit, then in each case the Borrowers (or the US Borrowers, as applicable) shall immediately prepay outstanding Revolving Loans in an amount sufficient to eliminate such excess; provided that if such excess results from fluctuations in foreign currency exchange rates relating to any outstanding Letter of Credit which is denominated in a currency other than Dollars (a “Currency Overadvance”), such excess must be prepaid within five (5) Business Days. If the Borrower Representative requests that Revolving Lenders make, or permit to remain outstanding Revolving Loans in excess of the Borrowing Base (any such excess Revolving Loan is herein referred to as an “Overadvance”), the Agent may, in its sole discretion, elect to make, or permit to remain outstanding such Overadvance; provided, however, that the Agent may not cause Revolving Lenders to make, or permit to remain outstanding, (x) aggregate Revolving Loans in excess of the Aggregate Revolving Loan Commitment less the sum of outstanding Swing Loans plus the aggregate amount of Letter of Credit Obligations or (y) an Overadvance in an aggregate amount in excess of 5% of the Aggregate Revolving Loan Commitment. If an Overadvance is made, or permitted to remain outstanding, pursuant to the preceding sentence, then all Revolving Lenders shall be bound to make, or permit to remain outstanding, such Overadvance based upon their Commitment Percentage of the Aggregate Revolving Loan Commitment in accordance with the terms of this Agreement. If an Overadvance remains outstanding for more than ninety (90) days during any three hundred sixty (360) day period, Revolving Loans must be repaid immediately in an amount sufficient to eliminate all of such Overadvance. Furthermore, the Required Lenders may prospectively revoke the Agent’s ability to make or permit Overadvances by written notice to the Agent. All Overadvances shall constitute Base Rate Loans and shall bear interest at the Base Rate plus the Applicable Margin for Revolving Loans and shall bear interest at the default rate under Section 1.3(c) only if not repaid within five (5) Business Days. The funding or sufferance of any Overadvance shall not constitute a waiver by the Agent or Lenders of any Event of Default caused thereby.

The Revolving Credit. (i) Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained herein, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Effective and Restatement Date through the Final Availability Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan Commitments” (such amount as the same may be reduced or increased from time to time in accordance with this Agreement, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect Balance less an amount of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b)$1,000,000. Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b1.1(a) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of: (A) the Borrowing Base (as calculated pursuant to the Borrowing Base Certificate) in effect from time to time, or (B) the Aggregate Revolving Loan Commitment then in effect; less, in either case, the aggregate amount of Letter of Credit Obligations. If at any time the then outstanding principal balance of Revolving Loans exceeds the Maximum Revolving Loan Balance less an amount of $1,000,000, then the Borrower shall immediately repay the outstanding Revolving Loans to the extent required to eliminate such excess and then, if any excess still remains after repayment in full of the outstanding Revolving Loans, cash collateralize outstanding Letters of Credit in an amount sufficient to eliminate such excess in accordance herewith and in a manner satisfactory to the L/C Issuers. (ii) If the Borrower requests that Revolving Lenders make, or permit to remain outstanding Revolving Loans in excess of the Borrowing Base less an amount of $1,000,000 (any such excess Revolving Loan is herein referred to as an “Overadvance”), Agent may, in its sole discretion, elect to make, or permit to remain outstanding such Overadvance; provided, however, that Agent may not cause Revolving Lenders to make, or permit to remain outstanding, (A) aggregate Revolving Loans in excess of the Aggregate Revolving Loan Commitment less the aggregate amount of Letter of Credit Obligations less an amount of $1,000,000 or (B) an Overadvance in an aggregate amount in excess of 10% of the Aggregate Revolving Loan Commitment. If an Overadvance is made, or permitted to remain outstanding, pursuant to the preceding sentence, then all Revolving Lenders shall be bound to make, or permit to remain outstanding, such Overadvance based upon their Commitment Percentage of the Aggregate Revolving Loan Commitment in accordance with the terms of this Agreement, regardless of whether the conditions to lending set forth in Section 2.2 have been met. Furthermore, Required Lenders may prospectively revoke Agent’s ability to make or permit Overadvances by written notice to Agent. All Overadvances shall constitute Canadian Prime Rate Loans (if such Overadvances are denominated in Canadian Dollars) or U.S. Base Rate Loans (if such Overadvances are denominated in U.S. Dollars) and shall bear interest at the Canadian Prime Rate (if such Overadvances are Canadian Prime Rate Loans) or the U.S. Base Rate (if such Overadvances are U.S. Base Rate Loans) plus the Applicable Margin for Revolving Loans and the default rate under subsection 1.3(c).

The Revolving Credit. Subject to Each Lender with a Revolving Loan Commitment severally and not jointly agrees, on the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Credit Parties contained hereinhereinafter set forth, each Revolving Lender severally and not jointly agrees to make Loans to the Borrower (each such Loan, a “Revolving Loan”) from time to time on any Business Day during the period from the Fourth Amendment Restatement Effective Date through to the Final Availability Revolving Termination Date, in an aggregate amount not to exceed at any time outstanding the amount set forth opposite such Lender’s name in Schedule 1.1(b) under the heading “Revolving Loan CommitmentsCommitment” (such amount as the same may be reduced or increased from time to time in accordance with this Agreementpursuant to subsection 1.8(f) hereof or as a result of one or more assignments pursuant to Section 9.8, being referred to herein as such Lender’s “Revolving Loan Commitment”); provided, however, that, the Lenders shall be under no obligation after giving effect to fund any requested Borrowing of Revolving Loans to the extent that such requested BorrowingLoans, if funded, would cause the aggregate principal amount of all outstanding Revolving Loans to shall not exceed the Maximum Revolving Loan Balance. Each Lender shall be deemed to have assigned and/or purchased, as necessary, any and all amounts in respect of the Aggregate Revolving Loan Commitment in order to accurately reflect its appropriate percentage of the Aggregate Revolving Loan Commitment as set forth on Schedule 1.1(b). Subject to the other terms and conditions hereof, amounts borrowed under this subsection 1.1(b) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” from time to time will be the lesser of: (i) the “Borrowing Base” (as calculated pursuant to the Borrowing Base Certificate) in effect from time to time, or (ii) the Aggregate Revolving Loan Commitment then in effect; less , in either case, the sum of (a) the aggregate amount of Letter of Credit Participation Liability and (b) the Swing Line Commitment in effect at such time. If at any time the then outstanding balance of Revolving Loans exceeds the Maximum Revolving Loan Balance, then Borrower shall immediately prepay outstanding Revolving Loans in an amount sufficient to eliminate such excess. Borrower and each Lender with a Revolving Loan Commitment under the Original Credit Agreement hereby acknowledge and agree that, immediately prior to the effectiveness of this Agreement, except for Letter of Credit Participation Liability arising under the Existing Letters of Credit, there are no “Revolving Loans” outstanding under the Original Credit Agreement.