OF LENDERS HEREUNDER SHALL BE
SEVERAL AND NOT JOINT UP TO THE AMOUNT OF THE COMMITMENTS.
THE REVOLVING
FACILITY IS A REVOLVING CREDIT FACILITY, WHICH MAY BE DRAWN, REPAID AND REDRAWN,
FROM TIME TO TIME AS PERMITTED UNDER THIS AGREEMENT.
ANY DETERMINATION AS TO
WHETHER THERE IS AVAILABILITY WITHIN THE BORROWING BASE FOR ADVANCES SHALL BE
MADE BY AGENT IN ITS PERMITTED DISCRETION AND IS FINAL AND BINDING UPON
BORROWER.
UNLESS OTHERWISE PERMITTED BY AGENT, EACH ADVANCE SHALL BE IN AN
AMOUNT OF AT LEAST $50,000.
SUBJECT TO THE PROVISIONS OF THIS AGREEMENT,
BORROWER MAY REQUEST ADVANCES UNDER THE REVOLVING FACILITY UP TO AND INCLUDING
THE VALUE, IN DOLLARS, OF (I) EIGHTY-FIVE PERCENT (85%) OF THE BORROWING BASE
FOR ELIGIBLE RECEIVABLES, AND (II) SIXTY PERCENT (60%) OF THE BORROWING BASE FOR
ELIGIBLE INVENTORY COSTS, MINUS, IF APPLICABLE, AMOUNTS RESERVED PURSUANT TO
THIS AGREEMENT.
ADVANCES UNDER THE REVOLVING FACILITY AUTOMATICALLY SHALL BE
MADE FOR THE PAYMENT OF INTEREST ON THE REVOLVING NOTES AND OTHER OBLIGATIONS ON
THE DATE WHEN DUE TO THE EXTENT AVAILABLE AND AS PROVIDED FOR HEREIN."
(C)
SECTION 2.3 OF THE LOAN AGREEMENT SHALL BE AND HEREBY IS AMENDED
AND RESTATED AS FOLLOWS:
"2.3. Interest.
Interest on outstanding Advances under the Revolving Loans
shall be payable monthly in arrears on the first day of each calendar month at
an annual rate of Prime Rate plus 1.50%; provided, however, that notwithstanding
any provision of any Loan Document, the interest on all outstanding Advances
under the Revolving Loans shall not be less than 7.00%, in each case calculated
on the basis of a 360-day year and for the actual number
2
of calendar days elapsed in each interest calculation period.
Interest accrued
on each Advance under the Revolving Loan shall be due and payable on the first
day of each calendar month, in accordance with the procedures provided for in
Section 2.5 and Section 2.9 until the later of the expiration of the Revolving
Facility Term and the full performance and irrevocable payment in full in cash
of the Obligations and termination of this Agreement."
(D)
A NEW SECTION 2.16 SHALL BE AND HEREBY IS ADDED TO THE LOAN
AGREEMENT FOLLOWING THE END OF SECTION 2.15 THEREIN AS FOLLOWS:
"2.16. Evidence of Loans.
(A)
EACH LENDER SHALL MAINTAIN, IN ACCORDANCE WITH ITS USUAL PRACTICE,
ELECTRONIC OR WRITTEN RECORDS EVIDENCING THE INDEBTEDNESS AND OBLIGATIONS TO
SUCH LENDER RESULTING FROM EACH LOAN MADE BY SUCH LENDER FROM TIME TO TIME AND
THE AMOUNTS OF PRINCIPAL AND INTEREST PAYABLE AND PAID TO SUCH LENDER FROM TIME
TO TIME UNDER THIS AGREEMENT.
(B)
AGENT SHALL MAINTAIN ELECTRONIC OR WRITTEN RECORDS IN WHICH IT
WILL RECORD (I) THE AMOUNT OF EACH LOAN MADE HEREUNDER, THE CLASS AND TYPE OF
EACH LOAN MADE AND ANY APPLICABLE INTEREST RATE PERIODS, (II) THE AMOUNT OF ANY
PRINCIPAL AND/OR INTEREST DUE AND PAYABLE AND/OR TO BECOME DUE AND PAYABLE FROM
BORROWER TO EACH LENDER HEREUNDER AND (III) ALL AMOUNTS RECEIVED BY AGENT
HEREUNDER FROM BORROWER AND EACH LENDER'S