SHARE OF SUCH
AGGREGATE AMOUNTS AS THE COMPANY MAY REQUEST FROM ALL LENDERS; PROVIDED THAT THE
REVOLVING OUTSTANDINGS WILL NOT AT ANY TIME EXCEED REVOLVING LOAN AVAILABILITY
(LESS THE AMOUNT OF ANY SWING LINE LOANS OUTSTANDING AT SUCH TIME). PROVIDED NO
EVENT OF DEFAULT HAS OCCURRED AND IS CONTINUING, THE COMPANY MAY, AT ANY TIME OR
TIMES WITHIN TWO YEARS OF THE DATE OF THIS AGREEMENT, ELECT TO INCREASE THE
REVOLVING COMMITMENT BY A MINIMUM OF $20,000,000 PER ELECTION, UP TO A MAXIMUM
REVOLVING COMMITMENT OF $100,000,000; PROVIDED THAT THE ARRANGEMENT AND CLOSING
FEES INCURRED IN CONNECTION WITH SUCH INCREASE SHALL BE DETERMINED BASED UPON
THEN PREVAILING MARKET CONDITIONS. LASALLE, AS ARRANGER, WILL ACT ON A BEST
EFFORTS BASIS TO ARRANGE FOR LENDERS TO PROVIDE SUCH INCREASE, WITH ANY
ARRANGEMENT FEES TO BE AGREED TO BETWEEN LASALLE, AS ARRANGER, LASALLE, AS
ADMINISTRATIVE AGENT, AND THE COMPANY, WHICH WOULD BE IN PART SUBJECT TO
PREVAILING MARKET CONDITIONS AT SUCH TIME. NOTWITHSTANDING ANY OTHER TERM OF
THIS AGREEMENT, NEITHER LASALLE, AS ARRANGER OR ADMINISTRATIVE AGENT, NOR ANY
LENDER (INCLUDING LASALLE) SHALL BE OBLIGATED TO PROVIDE ANY OF SUCH INCREASE
UNLESS IT FIRST APPROVES, IN ITS SOLE DISCRETION, OF SUCH INCREASE IN WRITING.
2.1.2
RESERVED.
2.1.3
L/C COMMITMENT.
SUBJECT TO SECTION 2.3.1, THE ISSUING LENDER
AGREES TO ISSUE LETTERS OF CREDIT, IN EACH CASE CONTAINING SUCH TERMS AND
CONDITIONS AS ARE PERMITTED BY THIS AGREEMENT AND ARE REASONABLY SATISFACTORY TO
THE ISSUING LENDER (EACH, A "LETTER OF CREDIT"), AT THE REQUEST OF AND FOR THE
ACCOUNT OF THE LOAN PARTIES FROM TIME TO TIME BEFORE THE SCHEDULED TERMINATION
DATE AND, AS MORE FULLY SET FORTH IN SECTION 2.3.2, EACH LENDER AGREES TO
PURCHASE A PARTICIPATION IN EACH SUCH LETTER OF CREDIT; PROVIDED THAT (A) THE
AGGREGATE STATED AMOUNT OF ALL LETTERS OF CREDIT SHALL NOT AT ANY TIME EXCEED
$2,500,000 AND (B) THE REVOLVING OUTSTANDINGS SHALL NOT AT ANY TIME EXCEED
REVOLVING LOAN AVAILABILITY (LESS THE AMOUNT OF ANY SWING LINE LOANS OUTSTANDING
AT SUCH TIME).
2.2
LOAN PROCEDURES.
2.2.1
VARIOUS TYPES OF LOANS.
EACH REVOLVING LOAN SHALL BE EITHER A
BASE RATE LOAN OR A LIBOR LOAN (EACH A "TYPE" OF LOAN), AS THE COMPANY SHALL
SPECIFY IN THE RELATED NOTICE OF BORROWING OR CONVERSION PURSUANT TO
SECTION 2.2.2 OR 2.2.3. LIBOR LOANS HAVING THE SAME INTEREST PERIOD WHICH EXPIRE
ON THE SAME DAY ARE SOMETIMES CALLED A "GROUP" OR COLLECTIVELY "GROUPS". BASE
RATE LOANS AND LIBOR LOANS MAY BE OUTSTANDING AT THE SAME TIME, PROVIDED THAT
NOT MORE THAN SEVEN (7) DIFFERENT GROUPS OF LIBOR LOANS SHALL BE OUTSTANDING AT
ANY ONE TIME. ALL BORROWINGS, CONVERSIONS AND REPAYMENTS OF REVOLVING LOANS
SHALL BE EFFECTED SO THAT EACH LENDER WILL HAVE A RATABLE SHARE (ACCORDING TO
ITS PRO RATA SHARE) OF ALL TYPES AND GROUPS OF LOANS.
2.2.2
BORROWING PROCEDURES.
THE COMPANY SHALL GIVE WRITTEN NOTICE (EACH
SUCH WRITTEN NOTICE, A "NOTICE OF BORROWING") SUBSTANTIALLY IN THE FORM OF
EXHIBIT E OR TELEPHONIC NOTICE (FOLLOWED IMMEDIATELY BY A NOTICE OF BORROWING)
TO