SIXTY THOUSAND DOLLARS ($60,000.00), WHICH FEE SHALL BE EARNED AS OF THE DATE
HEREOF, AND SHALL BE PAYABLE ON THE EARLIER TO OCCUR OF (I) THE DATE THAT IS ONE
YEAR FROM THE EFFECTIVE DATE, OR (II) THE EARLY TERMINATION OF THIS AGREEMENT;
(C)
LETTER OF CREDIT FEE.
BANK'S CUSTOMARY FEES AND EXPENSES FOR THE
ISSUANCE OR RENEWAL OF LETTERS OF CREDIT, INCLUDING, WITHOUT LIMITATION, A
LETTER OF CREDIT FEE OF ONE AND ONE-QUARTER OF ONE PERCENT (1.25%) PER ANNUM OF
THE FACE AMOUNT OF EACH LETTER OF CREDIT ISSUED, UPON THE ISSUANCE, EACH
ANNIVERSARY OF THE ISSUANCE, AND THE RENEWAL OF SUCH LETTER OF CREDIT BY BANK;
(D)
UNUSED REVOLVING LINE FACILITY FEE.
A FEE (THE "UNUSED REVOLVING
LINE FACILITY FEE"), PAYABLE QUARTERLY, IN ARREARS, ON A CALENDAR YEAR BASIS, IN
AN AMOUNT EQUAL TO ONE-QUARTER OF ONE PERCENT (0.25%) PER ANNUM OF THE AVERAGE
UNUSED PORTION OF THE REVOLVING LINE, AS REASONABLY DETERMINED BY BANK.
THE
UNUSED PORTION OF THE REVOLVING LINE, FOR THE PURPOSES OF THIS CALCULATION,
SHALL INCLUDE AMOUNTS RESERVED UNDER THE CASH MANAGEMENT SERVICES SUBLIMIT FOR
PRODUCTS PROVIDED AND UNDER THE FOREIGN EXCHANGE SUBLIMIT FOR FX FORWARD
CONTRACTS. FOR PURPOSES OF THIS CALCULATION, THE OUTSTANDING PRINCIPAL AMOUNT OF
TERM ADVANCES SHALL BE INCLUDED AS USAGE UNDER THE REVOLVING LINE.
BORROWER
SHALL NOT BE ENTITLED TO ANY CREDIT, REBATE OR REPAYMENT OF ANY UNUSED REVOLVING
LINE FACILITY FEE PREVIOUSLY EARNED BY BANK PURSUANT TO THIS
SECTION NOTWITHSTANDING ANY TERMINATION OF THE AGREEMENT OR THE SUSPENSION OR
TERMINATION OF BANK'S OBLIGATION TO MAKE LOANS AND ADVANCES HEREUNDER; AND
(E)
BANK EXPENSES.
ALL BANK EXPENSES INCURRED THROUGH AND AFTER THE
EFFECTIVE DATE, WHEN DUE.
3
CONDITIONS OF LOANS
3.1
CONDITIONS PRECEDENT TO INITIAL CREDIT EXTENSION.
BANK'S
OBLIGATION TO MAKE THE INITIAL CREDIT EXTENSION IS SUBJECT TO THE CONDITION
PRECEDENT THAT BANK SHALL HAVE RECEIVED, IN FORM AND SUBSTANCE SATISFACTORY TO
BANK, SUCH DOCUMENTS, AND COMPLETION OF SUCH OTHER MATTERS, AS BANK MAY
REASONABLY REQUEST AS BEING NECESSARY OR APPROPRIATE, INCLUDING, WITHOUT
LIMITATION:
(A)
DULY EXECUTED ORIGINAL SIGNATURES TO THE LOAN DOCUMENTS DATED
PRIOR TO OR AS OF THE EFFECTIVE DATE TO WHICH IT IS A PARTY;
(B)
DULY EXECUTED ORIGINAL SIGNATURES TO THE CONTROL AGREEMENT[S];
(C)
BORROWER'S OPERATING DOCUMENTS AND A GOOD STANDING CERTIFICATE OF
BORROWER CERTIFIED BY THE SECRETARY OF STATE OF THE STATE OF DELAWARE (FOR
ENERNOC) OR THE SECRETARY OF THE COMMONWEALTH OF MASSACHUSETTS (FOR ENERNOC
SECURITIES) AS OF A DATE NO EARLIER THAN THIRTY (30) DAYS PRIOR TO THE EFFECTIVE
DATE;
(D)
DULY EXECUTED ORIGINAL SIGNATURES TO THE COMPLETED BORROWING
RESOLUTIONS FOR BORROWER;
(E)
CERTIFIED COPIES, DATED AS OF A RECENT DATE, OF FINANCING
STATEMENT SEARCHES, AS BANK SHALL REASONABLY REQUEST, ACCOMPANIED BY WRITTEN
EVIDENCE (INCLUDING ANY UCC TERMINATION STATEMENTS) THAT THE LIENS INDICATED IN
ANY SUCH FINANCING STATEMENTS EITHER CONSTITUTE PERMITTED LIENS OR HAVE BEEN OR,
IN CONNECTION WITH THE INITIAL CREDIT EXTENSION, WILL BE TERMINATED OR RELEASED;
(F)
A FULLY-EXECUTED LANDLORD'S CONSENT WITH RESPECT TO BORROWER'S
LEASED LOCATION AT ONE SUMMER STREET,