OF CREDIT NOTE (RBS)
135
EXHIBIT 4.1 DEVELOPMENT LINE OF CREDIT NOTE (WELLS)
138
EXHIBIT 4.3 (DEVELOPMENT LINE OF CREDIT LOAN)
141
EXHIBIT 5.2 (FORM SWINGLINE LOAN NOTE)
145
EXHIBIT 5.2(a) (SWINGLINE LOAN) NOTICE OF BORROWING
148
EXHIBIT 6.1 REVOLVING LINE OF CREDIT NOTE (RBS)
151
EXHIBIT 6.1 REVOLVING LINE OF CREDIT NOTE (WELLS)
154
EXHIBIT 6.3 (REVOLVING LINE OF CREDIT LOAN) NOTICE OF BORROWING
157
EXHIBIT 7.1(b) NOTICE OF CONVERSION
160
EXHIBIT 7.1(c) NOTICE OF EXTENSION/INTEREST PERIOD CHANGE (DLOC)
163
EXHIBIT 8.1 AUTOMATED CLEARING HOUSE "ACH" AUTHORIZATION
166
EXHIBIT 9.1(v) JOINDER AGREEMENT
168
EXHIBIT 11.4 COVENANT COMPLIANCE CERTIFICATE
171
EXHIBIT 12.1 INDEBTEDNESS
174
EXHIBIT 16.10 FORM OF BANK PRODUCT PROVIDER NOTICE
175
EXHIBIT 18.7 FORM OF ASSIGNMENT AND ASSUMPTION
176
SCHEDULE A LEASEHOLD PREMISES
181
SCHEDULE 2.1 COMMITMENTS AND APPLICABLE PERCENTAGES
182
SCHEDULE 9.1(xii) SCHEDULE OF PROPERTIES
183
THIS CREDIT AGREEMENT is dated as of April 15, 2013 by and among the undersigned
borrowers, each having a mailing address at 27680 Franklin Road Southfield, MI
48034 (each, a "Borrower" and collectively, the "Borrowers", as defined in
Appendix I), each lender from time to time party hereto (collectively the
"Lenders" and individually, a "Lender"), RBS Citizens, N.A., as Administrative
Agent for itself and on behalf of the other Lenders, Sole Lead Arranger, Sole
Bookrunner, Swingline Lender and as a Lender, and Wells Fargo Bank, N.A., as
Documentation Agent and as a Lender.
In consideration of the mutual covenants
and agreements contained herein, the Borrowers, the Lenders and the Swingline
Lender agree as follows with regard to the loans described herein (together the
"Loans"):
SECTION 1.
Definitions, other Interpretive Provisions and Authorized
Representatives.
The terms used in this Agreement are defined in Appendix I
hereto.
With reference to this Agreement and each other Loan Document, unless otherwise
specified herein or in such other Loan Document:
(a)
The definitions of terms herein shall apply equally to the
singular and plural forms of the terms defined.
Whenever the context may
require, any pronoun shall include the corresponding masculine, feminine and
neuter forms.
The words "include," "includes" and "including" shall be deemed
to be followed by the phrase "without limitation."
The word "will" shall be
construed to have the same meaning and effect as the word "shall".
Unless the
context requires otherwise, (i) any definition of or reference to any agreement,
instrument or other document (including any organization document) shall be
construed as referring to such agreement, instrument or other document as from
time to time amended, supplemented or otherwise modified (subject to any
restrictions on such amendments, supplements or modifications set forth herein
or in any other Loan Document), (ii) any reference herein to any Person shall be
construed to include such Person's successors and assigns, (iii) the words
"herein," "hereof" and "hereunder," and words of similar import when used in any
Loan Document, shall be construed to refer to such Loan Document in its entirety
and not to any particular provision thereof, (iv) all references in a Loan
Document to Sections,