NOT
PAYABLE AS A RESULT OF THE OPERATION OF THIS SECTION 10.12 SHALL BE CUMULATED
AND THE INTEREST AND CHARGES PAYABLE TO SUCH LENDER IN RESPECT OF OTHER LOANS OR
PERIODS SHALL BE INCREASED (BUT NOT ABOVE THE MAXIMUM RATE THEREFOR) UNTIL SUCH
CUMULATED AMOUNT, TOGETHER WITH INTEREST THEREON AT THE FEDERAL FUNDS RATE TO
THE DATE OF REPAYMENT, SHALL HAVE BEEN RECEIVED BY SUCH LENDER.
89
SECTION 10.13.
WAIVER OF EFFECT OF CORPORATE SEAL.
THE
BORROWER REPRESENTS AND WARRANTS THAT NEITHER IT NOR ANY RESTRICTED SUBSIDIARY
IS REQUIRED TO AFFIX ITS CORPORATE SEAL TO THIS AGREEMENT OR ANY OTHER LOAN
DOCUMENT PURSUANT TO ANY REQUIREMENT OF LAW OR REGULATION, AGREES THAT THIS
AGREEMENT IS DELIVERED BY BORROWER UNDER SEAL AND WAIVES ANY SHORTENING OF THE
STATUTE OF LIMITATIONS THAT MAY RESULT FROM NOT AFFIXING THE CORPORATE SEAL TO
THIS AGREEMENT OR SUCH OTHER LOAN DOCUMENTS.
SECTION 10.14.
PATRIOT ACT.
THE ADMINISTRATIVE AGENT AND EACH
LENDER HEREBY NOTIFIES THE LOAN PARTIES THAT PURSUANT TO THE REQUIREMENTS OF THE
USA PATRIOT ACT (TITLE III OF PUB. L. 107-56 (SIGNED INTO LAW OCTOBER 26, 2001))
(THE "PATRIOT ACT"), IT IS REQUIRED TO OBTAIN, VERIFY AND RECORD INFORMATION
THAT IDENTIFIES EACH LOAN PARTY, WHICH INFORMATION INCLUDES THE NAME AND ADDRESS
OF SUCH LOAN PARTY AND OTHER INFORMATION THAT WILL ALLOW SUCH LENDER OR THE
ADMINISTRATIVE AGENT, AS APPLICABLE, TO IDENTIFY SUCH LOAN PARTY IN ACCORDANCE
WITH THE PATRIOT ACT.
EACH LOAN PARTY SHALL, AND SHALL CAUSE EACH OF ITS
SUBSIDIARIES TO, PROVIDE TO THE EXTENT COMMERCIALLY REASONABLE, SUCH INFORMATION
AND TAKE SUCH OTHER ACTIONS AS ARE REASONABLY REQUESTED BY THE ADMINISTRATIVE
AGENT OR ANY LENDER IN ORDER TO ASSIST THE ADMINISTRATIVE AGENT AND THE LENDERS
IN MAINTAINING COMPLIANCE WITH THE PATRIOT ACT.
(remainder of page left intentionally blank)
90
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly
executed by their respective authorized officers as of the day and year first
above written.
AAI CORPORATION
By
/s/ James H. Perry
Name:
James H. Perry
Title:
Vice President and Chief Financial
Officer
UNITED INDUSTRIAL CORPORATION
By
/s/ James H. Perry
Name:
James H. Perry
Title:
Vice President and Chief Financial
Officer
[SIGNATURE PAGE TO
REVOLVING CREDIT AGREEMENT]
SUNTRUST BANK
as Administrative Agent, as Issuing Bank, as
Swingline Lender and as a Lender
By
/s/
Name:
Title:
CITIBANK, F.S.B.
By
/s/
Name:
Title:
KEYBANK NATIONAL ASSOCIATION
By
/s/
Name:
Title:
PNC BANK, NATIONAL ASSOCIATION
By
/s/
Name:
Title:
COMMERCE BANK
By
/s/
Name:
Title:
PROVIDENT BANK
By
/s/
Name:
Title: