of Construction/Term Loan Proceeds.
The proceeds of the Construction/Term Loan shall be used only to (i) finance the
Borrower's purchase of the assets of Biofuels Company of America, LLC,
including, without limitation, the Biodiesel Plant, pursuant to the Asset
Purchase Agreement and (ii) financing the development of the Project at the
Property.
2.2
REVOLVING CREDIT LOAN.
(A)
REVOLVING CREDIT LOAN COMMITMENT.
LENDER
AGREES, SUBJECT TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, TO MAKE REVOLVING
CREDIT LOANS TO BORROWER FROM TIME TO TIME DURING THE PERIOD COMMENCING WITH THE
CLOSING DATE AND ENDING ON THE REVOLVING LOAN TERMINATION DATE, AND FOR SO LONG
AS THERE EXISTS NO DEFAULT OR EVENT OF DEFAULT, UP TO AN AGGREGATE PRINCIPAL
AMOUNT AT ANY ONE TIME OUTSTANDING NOT TO EXCEED THE LESSER OF (I) FIVE MILLION
AND 00/100 DOLLARS ($5,000,000.00), AS THE SAME MAY BE REDUCED FROM TIME TO TIME
IN ACCORDANCE WITH THE TERMS OF THIS AGREEMENT (THE "REVOLVING CREDIT LOAN
COMMITMENT") AND (II) THE BORROWING BASE.
ALL ADVANCES OF THE REVOLVING CREDIT
LOAN SHALL BE EVIDENCED BY, AND SUBJECT TO THE TERMS OF, THE REVOLVING CREDIT
LOAN NOTE.
BORROWER MAY USE THE REVOLVING CREDIT LOAN COMMITMENT BY BORROWING,
REPAYING AND REBORROWING, ALL IN ACCORDANCE WITH THE TERMS AND CONDITIONS
HEREOF.
24
(B)
REVOLVING CREDIT LOAN REQUESTS.
A REQUEST
FOR AN ADVANCE UNDER THE REVOLVING CREDIT LOAN SHALL BE MADE, OR SHALL BE DEEMED
TO BE MADE, IN THE FOLLOWING MANNER:
(I) BORROWER MAY GIVE LENDER NOTICE
(WHETHER IN WRITING, BY TELEPHONE OR OTHERWISE) OF ITS INTENTION TO BORROW, IN
WHICH NOTICE THE BORROWER SHALL SPECIFY THE AMOUNT OF THE PROPOSED ADVANCE, THE
PROPOSED DATE OF THE ADVANCE, AND WHETHER SAID ADVANCE WILL BE A "LIBOR
REVOLVING CREDIT LOAN ADVANCE" OR A "PRIME RATE REVOLVING CREDIT LOAN ADVANCE".
(C)
USE OF REVOLVING CREDIT LOAN PROCEEDS.
THE
REVOLVING CREDIT LOANS SHALL BE USED BY BORROWER SOLELY FOR (I) REPAYING CERTAIN
INDEBTEDNESS OF BORROWER, AND (II) THE BORROWER'S GENERAL OPERATING CAPITAL
NEEDS TO THE EXTENT NOT INCONSISTENT WITH THE TERMS OF THIS AGREEMENT.
(d)
Establishment of Borrowing Base Reserves.
Notwithstanding anything in this Agreement to the contrary, Lender may elect at
any time and from time to time to establish such reserves against the Borrowing
Base as Lender, in the exercise of its good faith credit judgment, deems
appropriate.
The amount of such reserves shall be subtracted from the Borrowing
Base.
(e)
Notification of Account Debtors.
After and
during the continuance of an Event of Default, Lender may notify the Account
Debtors at any time that Accounts have been assigned to Lender and collect the
Accounts directly in its own name and may charge the collection costs and
expenses, including attorneys' fees, to Borrower.
Lender has no duty to
protect, insure, collect or realize upon the Accounts or preserve rights in
them.
2.3
ALL LOANS TO CONSTITUTE ONE OBLIGATION.
(A)
ALL LOANS AND ALL OTHER OBLIGATIONS OF
BORROWER SHALL CONSTITUTE ONE GENERAL OBLIGATION OF BORROWER AND SHALL BE
SECURED BY LENDER'S SECURITY INTEREST IN