(A) 85%, SUBJECT TO THE PROVISIONS OF
SECTION 2.1(C) HEREOF, OF ELIGIBLE CANADIAN RECEIVABLES OR (B) $5,000,000 (THE
"CANADIAN ADVANCE RATE" AND TOGETHER WITH THE DOMESTIC ADVANCE RATE, THE
"ADVANCE RATE"), MINUS
(III)
THE AGGREGATE MAXIMUM UNDRAWN AMOUNT OF ALL OUTSTANDING LETTERS
OF CREDIT, MINUS
(IV)
SUCH RESERVES AS AGENT MAY REASONABLY DEEM PROPER AND NECESSARY
FROM TIME TO TIME, INCLUDING, BUT NOT LIMITED TO, THE PERMANENT RESERVES.
The amount derived from subtracting from (x) Sections 2.1(a)(y)(i) the amounts
set forth in
(y) Section 2.1(a)(y)(ii) and (iii) at any time and from time to
time shall be referred to as the "Formula Amount". The Revolving Advances shall
be evidenced by one or more secured promissory notes (collectively, the
"Revolving Credit Note") substantially in the form attached hereto as
Exhibit 2.1(a).
(B)
DISCRETIONARY RIGHTS. THE ADVANCE RATES MAY BE INCREASED OR
DECREASED BY AGENT AT ANY TIME AND FROM TIME TO TIME IN THE EXERCISE OF ITS
REASONABLE DISCRETION. EACH BORROWER CONSENTS TO ANY SUCH INCREASES OR DECREASES
AND ACKNOWLEDGES THAT DECREASING THE ADVANCE RATES OR INCREASING OR IMPOSING
RESERVES MAY LIMIT OR RESTRICT ADVANCES REQUESTED BY BORROWING AGENT. THE RIGHTS
OF AGENT UNDER THIS SUBSECTION ARE SUBJECT TO THE PROVISIONS OF SECTION 16.2(B).
2.2.
PROCEDURE FOR REVOLVING ADVANCES BORROWING.
(A)
BORROWING AGENT ON BEHALF OF ANY BORROWER MAY NOTIFY AGENT PRIOR
TO 10:00 A.M. (DALLAS, TEXAS TIME) ON A BUSINESS DAY OF A BORROWER'S REQUEST TO
INCUR, ON THAT DAY, A REVOLVING ADVANCE HEREUNDER. SHOULD ANY AMOUNT REQUIRED TO
BE PAID AS INTEREST HEREUNDER, OR AS FEES OR OTHER CHARGES UNDER THIS AGREEMENT
OR ANY OTHER AGREEMENT WITH AGENT OR LENDERS, OR WITH RESPECT TO ANY OTHER
OBLIGATION, BECOME DUE, SAME SHALL BE DEEMED A REQUEST FOR A REVOLVING ADVANCE
AS OF THE DATE SUCH PAYMENT IS DUE, IN THE AMOUNT REQUIRED TO PAY IN FULL SUCH
INTEREST, FEE, CHARGE OR OBLIGATION UNDER THIS AGREEMENT OR ANY OTHER AGREEMENT
WITH AGENT OR LENDERS, AND SUCH REQUEST SHALL BE IRREVOCABLE.
25
(B)
NOTWITHSTANDING THE PROVISIONS OF SUBSECTION (A) ABOVE, IN THE
EVENT ANY BORROWER DESIRES TO OBTAIN A EURODOLLAR RATE LOAN, BORROWING AGENT
SHALL GIVE AGENT WRITTEN NOTICE BY NO LATER THAN 10:00 A.M. (DALLAS, TEXAS TIME)
ON THE DAY WHICH IS THREE (3) BUSINESS DAYS PRIOR TO THE DATE SUCH EURODOLLAR
RATE LOAN IS TO BE BORROWED, SPECIFYING (I) THE DATE OF THE PROPOSED BORROWING
(WHICH SHALL BE A BUSINESS DAY), (II) THE TYPE OF BORROWING AND THE AMOUNT ON
THE DATE OF SUCH ADVANCE TO BE BORROWED, WHICH AMOUNT SHALL BE FOR AT LEAST
$500,000 AND IF GREATER, IN AN INTEGRAL MULTIPLE OF $100,000 AND (III) THE
DURATION OF THE FIRST INTEREST PERIOD THEREFOR. INTEREST PERIODS FOR EURODOLLAR
RATE LOANS SHALL BE FOR ONE, TWO OR THREE MONTHS; PROVIDED, IF AN INTEREST
PERIOD WOULD END ON A DAY THAT IS NOT A BUSINESS DAY, IT SHALL END ON THE NEXT
SUCCEEDING BUSINESS DAY UNLESS SUCH DAY FALLS IN THE NEXT SUCCEEDING CALENDAR
MONTH IN WHICH CASE THE INTEREST