A REDUCTION IF IT PAYS THE TERMINATION OR REDUCTION FEE, AS
APPLICABLE, SET FORTH IN SECTION 1.8(D).
(C)
NON-RENEWAL BY COMPANY; NOTICE.
IF COMPANY DOES NOT WISH WELLS
FARGO TO CONSIDER RENEWAL OF THE LINE OF CREDIT ON THE NEXT MATURITY DATE,
COMPANY SHALL DELIVER AN AUTHENTICATED RECORD TO WELLS FARGO AT LEAST 90 DAYS
PRIOR TO THE MATURITY DATE NOTIFYING WELLS FARGO OF ITS INTENTION NOT TO RENEW.
IF COMPANY FAILS TO DELIVER TO WELLS FARGO SUCH TIMELY NOTICE, THEN THE
REVOLVING NOTE SHALL ACCRUE INTEREST AT THE DEFAULT RATE COMMENCING ON THE
90TH DAY PRIOR TO THE MATURITY DATE AND CONTINUING THROUGH THE DATE THAT WELLS
FARGO RECEIVES DELIVERY OF AN AUTHENTICATED RECORD GIVING IT ACTUAL NOTICE OF
COMPANY'S INTENTION NOT TO RENEW.
SECTION 1.11
LETTERS OF CREDIT.
(A)
ISSUANCE OF LETTERS OF CREDIT; AMOUNT.
WELLS FARGO, SUBJECT TO
THE TERMS AND CONDITIONS OF THIS AGREEMENT, SHALL ISSUE, ON OR AFTER THE DATE
THAT WELLS FARGO IS OBLIGATED TO MAKE ITS FIRST ADVANCE UNDER THIS AGREEMENT AND
PRIOR TO THE TERMINATION DATE, ONE OR MORE IRREVOCABLE STANDBY OR COMMERCIAL
LETTERS OF CREDIT (EACH, A "LETTER OF CREDIT", AND COLLECTIVELY, "LETTERS OF
CREDIT") FOR COMPANY'S ACCOUNT.
WELLS FARGO WILL NOT ISSUE ANY LETTER OF CREDIT
IF THE FACE AMOUNT OF THE LETTER OF CREDIT WOULD EXCEED THE LESSER OF:
(I)
$3,000,000 LESS THE L/C AMOUNT, OR (II) THE LESSER OF THE MAXIMUM LINE AMOUNT OR
THE BORROWING BASE, MINUS AN AMOUNT EQUAL TO THE SUM OF THE OUTSTANDING ADVANCES
PLUS THE L/C AMOUNT.
(B)
ADDITIONAL LETTER OF CREDIT DOCUMENTATION.
PRIOR TO REQUESTING
ISSUANCE OF A LETTER OF CREDIT, COMPANY SHALL FIRST EXECUTE AND DELIVER TO WELLS
FARGO A STANDBY LETTER OF CREDIT AGREEMENT OR A COMMERCIAL LETTER OF CREDIT
AGREEMENT, AS APPLICABLE, AN L/C APPLICATION, AND ANY OTHER DOCUMENTS THAT WELLS
FARGO MAY REQUEST, WHICH SHALL GOVERN THE ISSUANCE OF THE LETTER OF CREDIT AND
COMPANY'S OBLIGATION TO REIMBURSE WELLS FARGO FOR ANY RELATED LETTER OF CREDIT
DRAWS (THE "OBLIGATION OF REIMBURSEMENT").
10
(C)
EXPIRATION.
NO LETTER OF CREDIT SHALL BE ISSUED THAT HAS AN
EXPIRY DATE THAT IS LATER THAN ONE (1) YEAR FROM THE DATE OF ISSUANCE, OR THE
MATURITY DATE IN EFFECT ON THE DATE OF ISSUANCE, WHICHEVER IS EARLIER.
(D)
OBLIGATION OF REIMBURSEMENT DURING DEFAULT PERIODS.
IF COMPANY IS
UNABLE, DUE TO THE EXISTENCE OF A DEFAULT PERIOD OR FOR ANY OTHER REASON, TO
OBTAIN AN ADVANCE TO PAY ANY OBLIGATION OF REIMBURSEMENT, COMPANY SHALL PAY
WELLS FARGO ON DEMAND AND IN IMMEDIATELY AVAILABLE FUNDS, THE AMOUNT OF THE
OBLIGATION OF REIMBURSEMENT TOGETHER WITH INTEREST, ACCRUED FROM THE DATE OF
PRESENTMENT OF THE UNDERLYING DRAFT UNTIL REIMBURSEMENT IN FULL AT THE DEFAULT
RATE.
WELLS FARGO IS AUTHORIZED, ALTERNATIVELY AND IN ITS SOLE DISCRETION, TO
MAKE AN ADVANCE IN AN AMOUNT SUFFICIENT TO DISCHARGE THE OBLIGATION OF
REIMBURSEMENT AND PAY ALL ACCRUED BUT UNPAID INTEREST AND FEES WITH RESPECT TO
THE OBLIGATION OF REIMBURSEMENT.
SECTION 1.12
SPECIAL ACCOUNT.
IF THE LINE OF CREDIT IS TERMINATED