SUCH SECTION OR DEFINITION; (F) THE TERM "INCLUDING" MEANS
"INCLUDING WITHOUT LIMITATION"; (G) REFERENCES TO ANY LAW REFER TO THAT LAW AS
AMENDED FROM TIME TO TIME AND INCLUDE ANY SUCCESSOR LAW; (H) REFERENCES TO ANY
AGREEMENT REFER TO THAT AGREEMENT AS FROM TIME TO TIME AMENDED OR SUPPLEMENTED
OR AS THE TERMS OF SUCH AGREEMENT ARE WAIVED OR MODIFIED IN ACCORDANCE WITH ITS
TERMS; (I) REFERENCES TO ANY PERSON INCLUDE THAT PERSON'S SUCCESSORS AND
PERMITTED ASSIGNS; AND (J) HEADINGS ARE FOR PURPOSES OF REFERENCE ONLY AND SHALL
NOT OTHERWISE AFFECT THE MEANING OR INTERPRETATION OF ANY PROVISION HEREOF.
SECTION 1.3.
COMPUTATION OF TIME PERIODS.
UNLESS OTHERWISE STATED IN
THIS LOAN AGREEMENT, IN THE COMPUTATION OF A PERIOD OF TIME FROM A SPECIFIED
DATE TO A LATER SPECIFIED DATE, THE WORD "FROM" MEANS "FROM AND INCLUDING" AND
THE WORDS "TO" AND "UNTIL" EACH MEANS "TO BUT EXCLUDING."
ARTICLE 2
AMOUNT AND TERMS OF COMMITMENT
SECTION 2.1.
REVOLVING CREDIT FACILITY.
(A)
SUBJECT TO THE TERMS AND CONDITIONS HEREOF, ON THE CLOSING DATE,
AND THEREAFTER FROM TIME TO TIME UNTIL THE FACILITY TERMINATION DATE, UPON THE
REQUEST OF THE BORROWER IN ACCORDANCE WITH SECTION 2.2 HEREOF, THE LENDER MAY,
IN ITS SOLE DISCRETION, OR THE BANK INVESTORS SHALL, MAKE LOANS TO THE BORROWER
(EACH, A "LOAN") FROM TIME TO TIME AS PERMITTED BY THIS LOAN AGREEMENT IN AN
AGGREGATE AMOUNT OUTSTANDING AT ANY TIME NOT TO EXCEED THE MAXIMUM NET
INVESTMENT; PROVIDED, HOWEVER, THAT IN NO EVENT SHALL THE LENDER OR ANY BANK
INVESTOR MAKE ANY LOAN IF, AFTER GIVING EFFECT TO SUCH LOAN, EITHER (A) THE NET
INVESTMENT WOULD EXCEED THE MAXIMUM NET INVESTMENT OR (B) A BORROWING BASE
DEFICIENCY WOULD EXIST.
(B)
VARIABLE FUNDING NOTE.
THE LOANS SHALL BE EVIDENCED BY A
PROMISSORY NOTE OF THE BORROWER, SUBSTANTIALLY IN THE FORM OF EXHIBIT A HERETO
(THE "VFN" OR "VARIABLE FUNDING NOTE"), PAYABLE TO THE ORDER OF THE AGENT FOR
THE ACCOUNT OF THE LENDER OR BANK INVESTORS, AS APPLICABLE.
THE AGENT SHALL
RECORD THE DATE AND AMOUNT OF EACH LOAN MADE AND THE DATE AND AMOUNT OF EACH
PAYMENT OF PRINCIPAL THEREOF, AND ANY SUCH RECORDATION SHALL CONSTITUTE PRIMA
FACIE EVIDENCE OF THE ACCURACY OF THE INFORMATION SO RECORDED.
THE VFN SHALL
(A) BE DATED THE DATE HEREOF, (B) BE STATED TO MATURE ON THE SCHEDULED
TERMINATION DATE, AND (C) PROVIDE FOR THE PAYMENT OF PRINCIPAL, INTEREST AND
FEES IN ACCORDANCE WITH SECTION 2.4 AND SECTION 2.6 HEREOF.
SECTION 2.2.
LOAN REQUESTS.
(A)
NOTICE.
PRIOR TO THE FACILITY TERMINATION DATE, THE BORROWER MAY
REQUEST LOANS ON ANY BUSINESS DAY BY DELIVERING TO THE AGENT IRREVOCABLE NOTICE
OF EACH BORROWING VIA FACSIMILE IN THE FORM OF EXHIBIT B HERETO (A "BORROWING
REQUEST") BY 12:00 NOON (NEW YORK CITY TIME) (I) ON THE RELATED DETERMINATION
DATE WITH RESPECT TO LOANS TO BE MADE ON A REMITTANCE DATE, (II) AT LEAST ONE
(1) BUSINESS DAY PRIOR TO THE PROPOSED LOAN DATE WITH RESPECT TO ANY LOAN WHICH
IS TO BE MADE ON ANY