PAYMENTS RECEIVED BY BANK. SAID FLOAT CHARGE
IS NOT INCLUDED IN INTEREST FOR PURPOSES OF COMPUTING MINIMUM MONTHLY INTEREST
(IF ANY) UNDER THIS AGREEMENT.
THE FLOAT CHARGE FOR EACH MONTH SHALL BE PAYABLE
ON THE LAST DAY OF THE MONTH.
BANK SHALL NOT, HOWEVER, BE REQUIRED TO CREDIT
BORROWER'S ACCOUNT FOR THE AMOUNT OF ANY ITEM OF PAYMENT WHICH IS UNSATISFACTORY
TO BANK IN ITS GOOD FAITH BUSINESS JUDGMENT, AND BANK MAY CHARGE BORROWER'S
DESIGNATED DEPOSIT ACCOUNT FOR THE AMOUNT OF ANY ITEM OF PAYMENT WHICH IS
RETURNED TO BANK UNPAID.
2.4
FEES.
BORROWER SHALL PAY TO BANK:
(A)
COMMITMENT FEE.
A FULLY EARNED, NON
REFUNDABLE COMMITMENT FEE EQUAL TO $22,726.03, ON THE EFFECTIVE DATE;
(B)
ANNIVERSARY FEE.
A FULLY-EARNED,
NON-REFUNDABLE ANNIVERSARY FEE EQUAL TO THIRTY THOUSAND DOLLARS ($30,000.00)
SHALL BE EARNED AS OF THE EFFECTIVE DATE, AND SHALL BE DUE AND PAYABLE ON THE
EARLIER OF (I) THE DATE THAT IS ONE (1) YEAR FROM THE EFFECTIVE DATE, (II) THE
OCCURRENCE OF AN EVENT OF DEFAULT, OR (III) THE EARLY TERMINATION OF THIS
AGREEMENT;
(C)
TERMINATION FEE.
PURSUANT TO AND SUBJECT
TO THE TERMS OF SECTION 12.1, A TERMINATION FEE;
(D)
LETTER OF CREDIT FEE.
BANK'S CUSTOMARY FEES
AND EXPENSES FOR THE ISSUANCE OR RENEWAL OF LETTERS OF CREDIT, UPON THE ISSUANCE
OF SUCH LETTER OF CREDIT, EACH ANNIVERSARY OF THE ISSUANCE DURING THE TERM OF
SUCH LETTER OF CREDIT, AND UPON THE RENEWAL OF SUCH LETTER OF CREDIT BY BANK;
(E)
UNUSED REVOLVING LINE FACILITY FEE.
A FEE
(THE "UNUSED REVOLVING LINE FACILITY FEE"), PAYABLE MONTHLY, IN ARREARS, ON A
CALENDAR YEAR BASIS, IN AN AMOUNT EQUAL TO 0.30% PER ANNUM OF THE AVERAGE UNUSED
PORTION OF THE REVOLVING LINE DURING SUCH MONTH, AS DETERMINED BY BANK.
THE
UNUSED PORTION OF THE
3
REVOLVING LINE, FOR THE PURPOSES OF THIS CALCULATION, SHALL INCLUDE AVERAGE
AMOUNTS RESERVED FOR PRODUCTS PROVIDED IN CONNECTION WITH CASH MANAGEMENT
SERVICES AND FX FORWARD CONTRACTS DURING SUCH MONTH.
BORROWER SHALL NOT BE
ENTITLED TO ANY CREDIT, REBATE OR REPAYMENT OF ANY UNUSED REVOLVING LINE
FACILITY FEE PREVIOUSLY EARNED BY BANK PURSUANT TO THIS SECTION NOTWITHSTANDING
ANY TERMINATION OF THE AGREEMENT OR THE SUSPENSION OR TERMINATION OF BANK'S
OBLIGATION TO MAKE LOANS AND ADVANCES HEREUNDER, INCLUDING DURING ANY STREAMLINE
PERIOD; AND
(F)
BANK EXPENSES.
ALL BANK EXPENSES
(INCLUDING REASONABLE ATTORNEYS' FEES AND EXPENSES FOR DOCUMENTATION AND
NEGOTIATION OF THIS AGREEMENT) INCURRED THROUGH AND AFTER THE EFFECTIVE DATE,
WHEN DUE.
2.5
PAYMENTS; APPLICATION OF PAYMENTS.
(A)
ALL PAYMENTS (INCLUDING PREPAYMENTS) TO BE
MADE BY BORROWER UNDER ANY LOAN DOCUMENT SHALL BE MADE IN IMMEDIATELY AVAILABLE
FUNDS IN U.S. DOLLARS, WITHOUT SETOFF OR COUNTERCLAIM, BEFORE 12:00 P.M. EASTERN
TIME ON THE DATE WHEN DUE.
PAYMENTS OF PRINCIPAL AND/OR INTEREST RECEIVED AFTER
12:00 P.M. EASTERN TIME ARE CONSIDERED RECEIVED AT THE OPENING OF BUSINESS ON
THE NEXT BUSINESS DAY.
WHEN A PAYMENT IS DUE ON A DAY THAT IS NOT A BUSINESS
DAY, THE PAYMENT SHALL BE DUE THE NEXT BUSINESS DAY, AND ADDITIONAL FEES OR
INTEREST,