AND EXPENSES (WHICH COUNSEL MAY BE TRADE BANK OR WELLS FARGO
EMPLOYEES), EXPENDED OR INCURRED BY TRADE BANK IN THE PREPARATION AND
NEGOTIATION OF THIS AGREEMENT, THE NOTES, THE COLLATERAL DOCUMENTS, THE
ADDENDUM, AND THE FACILITY DOCUMENTS, IN AMENDING THIS AGREEMENT, THE COLLATERAL
DOCUMENTS, THE NOTES, THE ADDENDUM, OR THE FACILITY DOCUMENTS, IN COLLECTING ANY
SUM WHICH BECOMES DUE TRADE BANK ON THE NOTES, UNDER THIS AGREEMENT, THE
COLLATERAL DOCUMENTS, THE ADDENDUM, THE SUPPLEMENT, OR ANY OF THE FACILITY
DOCUMENTS, IN THE PROTECTION, PERFECTION, PRESERVATION AND ENFORCEMENT OF ANY
AND ALL RIGHTS OF TRADE BANK IN CONNECTION WITH THIS AGREEMENT, THE NOTES, ANY
OF THE COLLATERAL DOCUMENTS, THE SUPPLEMENT, ANY OF THE ADDENDUM, OR ANY OF THE
FACILITY DOCUMENTS, INCLUDING, WITHOUT LIMITATION, THE FEES AND COSTS INCURRED
IN ANY OUT-OF-COURT WORK OUT OR A BANKRUPTCY OR REORGANIZATION PROCEEDING.
VIII.
DEFINITIONS
8.1
"ACCOUNTS RECEIVABLE" MEANS ALL PRESENTLY EXISTING AND HEREAFTER ARISING
"RIGHTS TO PAYMENT" (AS THAT TERM IS DEFINED IN THE "CONTINUING SECURITY
AGREEMENT - RIGHTS TO PAYMENT AND INVENTORY" EXECUTED BY BORROWER IN FAVOR OF
TRADE BANK) WHICH ARISE FROM THE SALE, LEASE OR OTHER DISPOSITION OF INVENTORY,
OR FROM PERFORMANCE OF CONTRACTS FOR SERVICE, MANUFACTURE, CONSTRUCTION OR
REPAIR, TOGETHER WITH ALL GOODS RETURNED BY BORROWER'S CUSTOMERS IN CONNECTION
WITH ANY OF THE FOREGOING.
8.2
"AGREEMENT" MEANS THIS AGREEMENT AND THE ADDENDUM ATTACHED HERETO, AS
CORRECTED OR MODIFIED FROM TIME TO TIME BY TRADE BANK AND BORROWER.
8.3
"BANKING DAY" MEANS EACH DAY EXCEPT SATURDAY, SUNDAY AND A DAY SPECIFIED
AS A HOLIDAY BY FEDERAL OR CALIFORNIA STATUTE.
8.4
"CLOSING DATE" MEANS THE DATE ON WHICH THE FIRST CREDIT EXTENSION IS MADE.
8.5
"COLLATERAL" MEANS ALL PROPERTY SECURING THE OBLIGATIONS.
8.6
"COLLATERAL DOCUMENTS" MEANS THOSE SECURITY AGREEMENT(S), DEED(S) OF
TRUST, GUARANTEE(S), SUBORDINATION AGREEMENT(S), INTERCREDITOR AGREEMENT(S), AND
OTHER CREDIT SUPPORT DOCUMENTS AND INSTRUMENTS REQUIRED BY THE TRADE BANK TO
EFFECT THE COLLATERAL AND CREDIT SUPPORT REQUIREMENTS SET FORTH IN THE
SUPPLEMENT WITH RESPECT TO THE FACILITY.
8.7
"CREDIT EXTENSION" MEANS EACH EXTENSION OF CREDIT UNDER THE FACILITY
(WHETHER FUNDED OR UNFUNDED), INCLUDING, BUT NOT LIMITED TO, (A) THE ISSUANCE OF
SIGHT OR USANCE COMMERCIAL LETTERS OF CREDIT OR COMMERCIAL LETTERS OF CREDIT
SUPPORTED BY BACK-UP LETTERS OF CREDIT, (B) THE ISSUANCE OF STANDBY LETTERS OF
CREDIT, (C) THE ISSUANCE OF SHIPPING GUARANTEES, (D) THE MAKING OF REVOLVING
CREDIT WORKING CAPITAL LOANS, (E) THE MAKING OF LOANS AGAINST IMPORTS FOR
LETTERS OF CREDIT, (F) THE MAKING OF CLEAN IMPORT LOANS OUTSIDE LETTERS OF
CREDIT, (G) THE MAKING OF ADVANCES AGAINST EXPORT ORDERS, (H) THE MAKING OF
ADVANCES AGAINST EXPORT LETTERS OF CREDIT, (I) THE MAKING OF ADVANCES AGAINST
OUTGOING COLLECTIONS, (J) THE MAKING OF TERM LOANS, AND (K) THE ENTRY INTO
FOREIGN EXCHANGE CONTRACTS.
8.8
"CREDIT LIMIT" MEANS, WITH RESPECT TO THE ANY FACILITY, THE AMOUNT
SPECIFIED UNDER THE COLUMN LABELED "CREDIT LIMIT" IN THE SUPPLEMENT FOR THAT
RELATED FACILITY.
8.9
"CREDIT SUBLIMIT" MEANS, WITH RESPECT TO ANY SUBFACILITY, THE AMOUNT
SPECIFIED AFTER THE NAME OF THAT SUBFACILITY UNDER THE COLUMN LABELED