Common use of Revolving Loan Clause in Contracts

Revolving Loan. Subject to the terms and conditions of this Agreement, and subject to there being no Event of Default (or event which might, with the giving of notice or the passage of time, mature into an Event of Default) by the Borrower hereunder, the Bank agrees to lend and relend to the Borrower, upon request by the Borrower made to the Bank in the manner described in Sections 4(b) and (c) below, during the period from the date hereof to the earlier of (A) September 1, 2010, or the termination date of any extension hereof agreed to by the Borrower and the Bank as described below, or (B) the date of the occurrence of an Event of Default, unless waived by the Bank (the earlier of such dates being referred to herein as the “Commitment Termination Date”), a principal sum of up to Five Million Dollars ($5,000,000) (the “Total Commitment Amount”), as the Borrower may from time to time request for the Borrower’s working capital needs (the “Revolving Loan”); provided, however, that the Bank shall not be required to make, and the Borrower shall not be entitled to receive, any Revolving Loan if, after giving effect thereto, the aggregate outstanding principal balance of the Revolving Loan would exceed the Total Commitment Amount. Each Revolving Loan hereunder shall be in the amount of Five Hundred Thousand Dollars ($500,000) or a multiple thereof. The Revolving Loan shall be evidenced by a Seventeenth Amended and Restated Revolving Credit Promissory Note given by the Borrower to the Bank in substantially the form of Exhibit F attached hereto, as amended and/or restated from time to time (the “Revolving Note”). The Revolving Note shall mature and be payable in full on September 1, 2010, unless accelerated or extended as described herein. The Revolving Note shall replace the Sixteenth Amended and Restated Revolving Credit Promissory Note dated as of September 27, 2005 given by the Borrower to the Bank (the “Prior Note”), and amounts outstanding under the Prior Note shall not be deemed cancelled or satisfied, but shall be evidenced by the Revolving Note instead of by the Prior Note. If the outstanding principal balance of the Revolving Loan at any time exceeds the Total Commitment Amount, the Borrower shall immediately, without notice or demand, reduce the outstanding principal balance of the Revolving Loan such that the Total Commitment Amount is not exceeded. Upon request by the Borrower, the Bank may consider extensions of the Commitment Termination Date, but is not hereby committing in any way thereto. Upon any such extension, at the option of the Bank, the Borrower shall execute a new promissory note substantially identical to the Revolving Note, except reflecting the new Commitment Termination Date, which thereupon shall be the Revolving Note hereunder. Notwithstanding anything to the contrary herein, the Borrower covenants and agrees to pay down the outstanding balance of the Revolving Loan and the Revolving Note to Zero Dollars ($0) for not less than thirty (30) consecutive days during each of the Borrower’s fiscal years, commencing with the Borrower’s fiscal year beginning on June 3, 2002.

Revolving Loan. Subject to the terms and conditions of this Agreementto, and subject to there being upon the terms, conditions, covenants and agreements contained herein, and in reliance upon the covenants, agreements, representations and warranties of Borrower set forth herein, and provided that at the time of any proposed borrowing hereunder no Event of Default (or event which mightexists, with the giving of notice or the passage of time, mature into an Event of Default) by the Borrower hereunder, the Bank Lender agrees to lend and relend to the Borrower, upon request by the Borrower made to the Bank in the manner described in Sections 4(b) and (c) below, during the period from the date hereof to the earlier of (A) September 1, 2010, or the termination date of any extension hereof agreed to by the Borrower and the Bank as described below, or (B) the date of the occurrence of an Event of Default, unless waived by the Bank (the earlier of such dates being referred to herein as the “Commitment Termination Date”), a principal sum of up to Five Million Dollars ($5,000,000) (the “Total Commitment Amount”), as the Borrower may borrow, repay and reborrow, at any time, and from time to time request for time, prior to the Borrower’s working capital needs Drawdown Termination Date (in the “form of Revolving Loan”); providedCredit Advances) up to, howeverbut not exceeding, that an aggregate amount (including the Bank shall not be required to make, and the Borrower shall not be entitled to receive, any Revolving Loan if, after giving effect thereto, the aggregate outstanding principal balance of all Revolving Credit Advances), equal to the Revolving Loan would exceed the Total Commitment Amount. Each Revolving Loan hereunder shall be in the amount of Five Hundred Thousand Dollars ($500,000) or a multiple thereof. The Revolving Loan shall be evidenced by a Seventeenth Amended and Restated Revolving Credit Promissory Note given by the Borrower to the Bank in substantially the form of Exhibit F attached hereto, as amended and/or restated from time to time (the “Revolving Note”). The Revolving Note shall mature and be payable in full on September 1, 2010, unless accelerated or extended as described herein. The Revolving Note shall replace the Sixteenth Amended and Restated Revolving Credit Promissory Note dated as of September 27, 2005 given by the Borrower to the Bank (the “Prior Note”), and amounts outstanding under the Prior Note shall not be deemed cancelled or satisfied, but Advance shall be evidenced by the Revolving Note instead and will bear interest at the rate of by the Prior Notelesser of: seven percent (7.00%) per annum, or the Maximum Rate. If the outstanding principal balance Notwithstanding any provision of this Loan Agreement or of the Revolving Note to the contrary, Lender shall not be required to make any Advance under the Revolving Note which would result in an aggregate amount outstanding thereunder in excess of the Loan at any time exceeds the Total Commitment Amount, . The indebtedness evidenced by the Borrower Revolving Note shall immediately, without notice or be due and payable upon demand, reduce and if no demand is made and until demand is made, then interest only as it accrues shall be payable on a monthly basis on the outstanding principal balance first day of each month, commencing from September 1, 2022, and the entire indebtedness shall be due and payable on December 31, 2022. All Revolving Loan such that the Total Commitment Amount is not exceeded. Upon request by the BorrowerCredit Advances, the Bank may consider extensions and all renewals, extensions, modifications and rearrangements of the Commitment Termination Date, but is not hereby committing in any way thereto. Upon any such extension, at the option of the Bank, the Borrower shall execute a new promissory note substantially identical to the Revolving Note, except reflecting the new Commitment Termination Dateif any, which thereupon shall be the Revolving Note hereunder. Notwithstanding anything deemed to have been made pursuant to this Loan Agreement and, accordingly, shall be subject to the contrary hereinterms, the conditions and provisions hereof, and Borrower covenants and agrees shall be deemed to pay down the outstanding balance have ratified, as of the date of each Revolving Loan Credit Advance and each renewal, extension, modification or rearrangement, all the Revolving Note to Zero Dollars ($0) for not less than thirty (30) consecutive days during each representations, covenants, warranties, promises and agreements set forth herein as of the Borrower’s fiscal years, commencing with the Borrower’s fiscal year beginning on June 3, 2002such date.

Revolving Loan. Subject to On the terms and subject to the conditions of contained in this Loan Agreement, and subject to there being no Event of Default (or event which might, with the giving of notice or the passage of time, mature into an Event of Default) by the Borrower hereunder, the Bank Lender agrees to lend and relend make revolving advances to the BorrowerBorrower (each, upon request by the Borrower made a "Revolving Advance") from time to the Bank in the manner described in Sections 4(b) and (c) below, time on any Business Day during the period from the date hereof until the Revolving Loan Termination Date in an aggregate principal amount at any time outstanding for all such Revolving Advances not to exceed the Revolving Commitment. Each borrowing of a Revolving Advance (other than a Revolving Advance made on the Amendment Closing Date) shall be made on notice (substantially in the form of Exhibit B hereto) given by Borrower to Lender not later than 9:00 a.m. (prevailing Chicago time) not less than five (5) Business Days prior to the earlier date of such proposed borrowing. On the Amendment Closing Date, Borrower shall make a borrowing of a Revolving Advance in an amount not less than $750,000. Thereafter, each borrowing of a Revolving Advance shall be in an aggregate amount of not less than $200,000 and in increments of $50,000. Borrower may not borrow more than two (2) Revolving Advances in any calendar month. On and after the Amendment Closing Date, the proceeds of each Revolving Advance shall be used solely to pay (i) fees, expenses and other amounts due hereunder, (ii) operating expenses incurred by Borrower in the ordinary course of business after the Amendment Closing Date, (ii) accounts payable that (A) September 1were incurred by Borrower in the ordinary course of business prior to the Amendment Closing Date, 2010, or the termination date of any extension hereof agreed to by the Borrower and the Bank as described below, or (B) are owed to Persons that are not Affiliates of Borrower and (C) were incurred in accordance with the date of the occurrence of an Event of DefaultCash Flow Forecast, unless waived by the Bank and (the earlier of such dates being referred to herein as the “Commitment Termination Date”), a principal sum of iii) up to Five Million Dollars ($5,000,000) (the “Total Commitment Amount”), as the Borrower may from time to time request for the 350,000 of additional Borrower’s working capital needs (the “Revolving Loan”); provided, however, that the Bank shall not be required to make, and the Borrower shall not be entitled to receive, any Revolving Loan if, after giving effect thereto, the aggregate outstanding principal balance of the Revolving Loan would exceed the Total Commitment Amount. Each Revolving Loan hereunder shall be in the amount of Five Hundred Thousand Dollars ($500,000) or a multiple thereof. The Revolving Loan shall be evidenced by a Seventeenth Amended and Restated Revolving Credit Promissory Note given 's accounts payable payables owed by the Borrower to radio stations for media purchases outstanding as of the Bank Amendment Closing Date. Subject to the terms and conditions contained in substantially this Loan Agreement, the form of Exhibit F attached hereto, as amended and/or restated from time to time (the “Revolving Note”Loan repaid may be reborrowed by Borrower under this Section 2.1(b). The Borrower shall repay the entire unpaid principal amount of the Revolving Note shall mature Loan, plus any fees and be payable interest thereon, in full on September 1, 2010, unless accelerated or extended as described herein. The Revolving Note shall replace the Sixteenth Amended and Restated Revolving Credit Promissory Note dated as of September 27, 2005 given by the Borrower to the Bank (the “Prior Note”), and amounts outstanding under the Prior Note shall not be deemed cancelled or satisfied, but shall be evidenced by the Revolving Note instead of by the Prior Note. If the outstanding principal balance of the Revolving Loan at any time exceeds the Total Commitment Amount, the Borrower shall immediately, without notice or demand, reduce the outstanding principal balance of the Revolving Loan such that the Total Commitment Amount is not exceeded. Upon request by the Borrower, the Bank may consider extensions of the Commitment Termination Date, but is not hereby committing in any way thereto. Upon any such extension, at the option of the Bank, the Borrower shall execute a new promissory note substantially identical to the Revolving Note, except reflecting the new Commitment Termination Date, which thereupon shall be the Revolving Note hereunder. Notwithstanding anything to the contrary herein, the Borrower covenants and agrees to pay down the outstanding balance of the Revolving Loan and the Revolving Note to Zero Dollars ($0) for not less than thirty (30) consecutive days during each of the Borrower’s fiscal years, commencing with the Borrower’s fiscal year beginning on June 3, 2002."

Revolving Loan. Subject to Upon the terms and conditions of this Agreement, and subject to there being no Event of Default (or event which mightthe conditions hereof, with the giving of notice or the passage of time, mature into an Event of Default) by the Borrower hereunder, the Bank Lender agrees to lend and relend to the Borrower, upon request by the Borrower made to the Bank in the manner described in Sections 4(b) and (c) below, during the period from the date hereof to the earlier of (A) September 1, 2010, or the termination date of any extension hereof agreed to by the Borrower and the Bank as described below, or (B) the date of the occurrence of an Event of Default, unless waived by the Bank make available a revolving loan (the earlier "Revolving Loan") to Borrower of such dates being referred to herein as the “Commitment Termination Date”), a principal sum of up to Five Twenty Million and No/100 Dollars ($5,000,00020,000,000.00) (the “Total Commitment "Revolving Loan Amount”"), as the . Borrower may obtain advances, prepay and obtain new advances under the Revolving Loan, subject to the prepayment provisions of Section 2.2. Lender also agrees to make available to the Foreign Subsidiaries letters of credit, multicurrency borrowings, bank guarantees, international allocation credits, and other products and services from time to time request for the Borrower’s working capital needs (the “Revolving Loan”); provided, however, that the Bank shall not be required to make, and requested by the Borrower shall or such Foreign Subsidiaries to be provided to one or more Foreign Subsidiaries, on terms acceptable to Lender in its sole discretion (collectively, "Alternative Borrowing"), in an amount not be entitled to receive, any Revolving Loan if, after giving effect thereto, the aggregate outstanding principal balance of exceed the Revolving Loan would exceed the Total Commitment Amount. Each Revolving Loan hereunder shall be in , it being understood and agreed that the amount of Five Hundred Thousand Dollars ($500,000) or a multiple thereof. The available to be borrowed under the Revolving Loan shall be evidenced by a Seventeenth Amended and Restated Revolving Credit Promissory Note given correspondingly reduced by the Borrower to the Bank in substantially the form face amount of Exhibit F attached heretoall Alternative Borrowing issued. Further, as amended and/or restated Lender may, from time to time time, at the request of Borrower and on terms satisfactory to Lender and Borrower, provide letters of credit to Borrower and its domestic affiliates and subsidiaries (the “Revolving Note”"Domestic Letters of Credit"). The amount available to be borrowed under the Revolving Note Loan shall mature be reduced by the aggregate amount available to be drawn under any Domestic Letters of Credit, plus any unreimbursed amounts or letter of credit borrowings. In no event shall the amount outstanding under the Revolving Loan, including amounts outstanding from advances to Borrower or from Alternative Borrowing and be Domestic Letters of Credit, exceed the Revolving Loan Amount. Lender shall charge an origination fee equal to a per annum basis of 0.50% of the face amount of any international letters of credit issued hereunder, payable in full advance quarterly on September 1the last day of the prior calendar quarter, 2010as well as charge its standard issuance, documentation and examination fees therefore. All Alternative Borrowing shall have an expiration date no later than twenty four (24) months from the date of issuance. Lender shall have no obligation to issue Alternative Borrowing, or to amend, extend, renew or replace any Alternative Borrowing, unless accelerated or extended as described hereinit is in form and substance acceptable to Lender. The Revolving Note Alternative Borrowing shall replace the Sixteenth Amended and Restated Revolving Credit Promissory Note be guaranteed by Borrower's Guaranty dated December 23, 2010 (as of September 27, 2005 given by the Borrower to the Bank (the “Prior Note”amended), and amounts outstanding under the Prior Note reference therein to the Loan in the principal amount of $10,000,000.00 shall not be deemed cancelled or satisfied, but shall be evidenced by amended to the Revolving Note instead of by the Prior Note. If the outstanding principal balance of the $20,000,000.00 Revolving Loan at any time exceeds the Total Commitment Amount, the Borrower shall immediately, without notice or demand, reduce the outstanding principal balance of the Revolving Loan such that the Total Commitment Amount is not exceeded. Upon request by the Borrower, the Bank may consider extensions of the Commitment Termination Date, but is not hereby committing in any way thereto. Upon any such extension, at the option of the Bank, the Borrower shall execute a new promissory note substantially identical to the Revolving Note, except reflecting the new Commitment Termination Date, which thereupon shall be the Revolving Note hereunder. Notwithstanding anything to the contrary described herein, the Borrower covenants and agrees to pay down the outstanding balance of the Revolving Loan and the Revolving Note to Zero Dollars ($0) for not less than thirty (30) consecutive days during each of the Borrower’s fiscal years, commencing with the Borrower’s fiscal year beginning on June 3, 2002.

Revolving Loan. Subject The Loan includes a revolving line of credit in -------------- the maximum principal amount of SIXTEEN MILLION Dollars ($16,000,000) (the "Revolving Commitment Limit"), which shall be evidenced by that certain Revolving Note of even date herewith in such maximum principal amount (the "Revolving Note"). Principal of and Interest on the Revolving Loan shall be due and payable upon the terms set forth in the Revolving Note. As a sub-facility under the Revolving Loan, Bank shall issue for the benefit of Borrower one or more standby letters of credit (each a "L/C", and collectively the "L/Cs"), under which the aggregate of all amounts available to be drawn and all unpaid reimbursement obligations shall not exceed TWO MILLION DOLLARS ($2,000,000). No L/C shall have an expiration date more than 365 days from its date of issuance or in any event later than the maturity date of the Revolving Loan. As an additional sub-facility under the Revolving Loan, Bank shall issue for the benefit of Borrower one or more standby letters of credit expiring June 1, 1997 (each a "Short Term L/C", and collectively the "Short Term L/Cs"), under which the aggregate of all amounts available to be drawn and all unpaid reimbursement obligations shall not exceed NINE MILLION DOLLARS ($9,000,000). The Short Term L/C sub-facility shall terminate on June 1, 1997. In no event shall the sum (without duplication) of (i) the face amount of all outstanding L/Cs and Short Term plus (ii) the amount of all outstanding L/C and Short Term L/C ---- reimbursement obligations plus (iii) the outstanding Revolving Loan advances ---- exceed the Revolving Commitment Limit. All L/Cs and Short Term shall be drawn on such terms and conditions of this Agreementas are acceptable to Bank, and subject shall be governed by the terms of Bank's standard form letter of credit applications and reimbursement agreements for commercial letters of credit, which applications and reimbursement agreements Borrower hereby covenants and agrees to there being no Event of Default (or event which might, execute and deliver to Bank. Borrower shall pay Bank its usual and customary fees in connection with the giving of notice or the passage of time, mature into an Event of Default) by the Borrower hereunder, the Bank agrees to lend and relend to the Borrower, upon request by the Borrower made to the Bank in the manner described in Sections 4(b) and (c) below, during the period from the date hereof to the earlier of (A) September 1, 2010, or the termination date of any extension hereof agreed to by the Borrower L/Cs and the Bank as described below, or (B) the date of the occurrence of an Event of Default, unless waived by the Bank (the earlier of such dates being referred to herein as the “Commitment Termination Date”), a principal sum of up to Five Million Dollars ($5,000,000) (the “Total Commitment Amount”), as the Short Term L/Cs. Borrower may from time to time request for the Borrower’s working capital needs (the “Revolving Loan”); provided, however, that the Bank shall not be required to make, and the Borrower shall not be entitled to receive, any Revolving Loan if, after giving effect thereto, the aggregate outstanding principal balance repay all or a portion of the Revolving Loan would exceed the Total Commitment Amount. Each Revolving Loan hereunder shall be in the amount of Five Hundred Thousand Dollars ($500,000) or a multiple thereof. The Revolving Loan shall be evidenced by a Seventeenth Amended and Restated Revolving Credit Promissory Note given by the Borrower to the Bank in substantially the form of Exhibit F attached hereto, as amended and/or restated from time to time (the “Revolving Note”). The Revolving Note shall mature and be payable in full on September 1, 2010, unless accelerated or extended as described herein. The Revolving Note shall replace the Sixteenth Amended and Restated Revolving Credit Promissory Note dated as of September 27, 2005 given by the Borrower to the Bank (the “Prior Note”), and amounts outstanding under the Prior Note shall not be deemed cancelled or satisfied, but shall be evidenced by the Revolving Note instead of by the Prior Note. If the outstanding principal balance of the Revolving Loan at any time exceeds upon the Total Commitment Amount, the Borrower shall immediately, without notice or demand, reduce the outstanding principal balance of the Revolving Loan such that the Total Commitment Amount is not exceeded. Upon request by the Borrower, the Bank may consider extensions of the Commitment Termination Date, but is not hereby committing terms and conditions set forth in any way thereto. Upon any such extension, at the option of the Bank, the Borrower shall execute a new promissory note substantially identical to the Revolving Note, except reflecting the new Commitment Termination Date, which thereupon shall be the Revolving Note hereunder. Notwithstanding anything to the contrary herein, the Borrower covenants and agrees to pay down the outstanding balance of the Revolving Loan and the Revolving Note to Zero Dollars ($0) for not less than thirty (30) consecutive days during each of the Borrower’s fiscal years, commencing with the Borrower’s fiscal year beginning on June 3, 2002.

Revolving Loan. Subject to The Lending Shareholders hereby establish a Revolving Loan (herein so called) in favor of Company on the terms and conditions of this Agreement, and subject to there being no Event of Default (or event which might, with the giving of notice or the passage of time, mature into an Event of Default) by the Borrower hereunder, the Bank agrees to lend and relend to the Borrower, upon request by the Borrower made to the Bank in the manner described in Sections 4(b) and (c) below, during the period from the date hereof to the earlier of (A) September 1, 2010, or the termination date of any extension hereof agreed to by the Borrower and the Bank as described below, or (B) the date of the occurrence of an Event of Default, unless waived by the Bank (the earlier of such dates being referred to herein as the “Commitment Termination Date”), a principal sum of up to Five Million Dollars ($5,000,000) (the “Total Commitment Amount”), as the Borrower may from time to time request for the Borrower’s working capital needs (the “Revolving Loan”); provided, however, that the Bank shall not be required to make, and the Borrower shall not be entitled to receive, any Revolving Loan if, after giving effect thereto, the hereof. The aggregate outstanding principal balance of the Revolving Loan would exceed the Total Commitment Amount. Each Revolving Loan hereunder shall be in the amount of Five Hundred Thousand Dollars ($500,000) or a multiple thereof. The Revolving Loan shall be evidenced by a Seventeenth Amended and Restated Revolving Credit Promissory Note given by the Borrower to the Bank in substantially the form of Exhibit F attached hereto, as amended and/or restated from time to time (the “Revolving Note”). The Revolving Note shall mature and be payable in full on September 1, 2010, unless accelerated or extended as described herein. The Revolving Note shall replace the Sixteenth Amended and Restated Revolving Credit Promissory Note dated as of September 27, 2005 given by the Borrower to the Bank (the “Prior Note”), and amounts outstanding under the Prior Note shall not be deemed cancelled or satisfied, but shall be evidenced by the Revolving Note instead of by the Prior Note. If the outstanding principal balance of the Revolving Loan at any one time exceeds the Total Commitment shall not exceed $1,000,000.00 ("Maximum Revolving Loan Amount, the Borrower "). Each Lending Shareholder shall immediately, without notice or demand, reduce the outstanding principal balance make that percentage of the Revolving Loan set forth opposite such that Lending Shareholder's signature hereto ("Lending Shareholder's Commitment"). Subject to the Total Commitment Amount terms of this Agreement, so long as Company is not exceeded. Upon request by in default hereunder at the Borrowertime of the Company's request, the Bank Company may consider extensions borrow and the Lending Shareholders shall advance, up to the aggregate Maximum Revolving Loan Amount, their proportionate part of such requested advance that is equal to the requested amount of the Commitment Termination Dateadvance multiplied times such Lending Shareholder's Commitment. This loan shall be a revolving loan, but is not hereby committing in any way thereto. Upon any such extensionprovided, at the option of the Bank, the Borrower no time shall execute a new promissory note substantially identical to the Revolving Note, except reflecting the new Commitment Termination Date, which thereupon shall be the Revolving Note hereunder. Notwithstanding anything to the contrary herein, the Borrower covenants and agrees to pay down the outstanding balance principal balances of the Revolving Notes exceed the Maximum Revolving Loan Amount. As the Company repays advances made by Lending Shareholders, such amounts may be reborrowed, in whole or in part, until January 15, 2002. At the time of each advance under the Revolving Loan, Company shall execute and deliver a Revolving Note (herein so called) to each Lending Shareholder, payable to the order of each Lending Shareholder for the amount of its loan to Company. Each such Revolving Note shall be in the form of Exhibit "A-1" attached hereto, with blanks suitably filled, shall be dated the date of the borrowing, and shall mature on or before January 15, 2002. The rate of interest before maturity shall be at a rate equivalent to the rate described by Chase Manhattan Bank as its prime rate in effect from time to time (computed on a 365-day basis) ("Prime Rate"). All renewals, extensions, modifications and rearrangements of the Revolving Notes, if any, shall be deemed to be made pursuant to this Agreement, and accordingly, shall be subject to the terms and provisions hereof and the Revolving Note Company shall be deemed to Zero Dollars ($0) for not less than thirty (30) consecutive days during each have ratified as of such renewal, extension, modification or rearrangement date, all of the Borrower’s fiscal yearsrepresentations, commencing with the Borrower’s fiscal year beginning on June 3, 2002covenants and agreements herein set forth.

Revolving Loan. Subject to the terms and conditions of this Agreementhereof, and subject to there being no Event of Default (or event which might, with the giving of notice or the passage of time, mature into an Event of Default) by the Borrower hereunder, the Bank Lender agrees to lend and relend to the Borrower, upon request by the Borrower made to the Bank in the manner described in Sections 4(b) and (c) below, during the period from the date hereof to the earlier of (A) September 1, 2010, or the termination date of any extension hereof agreed to by the Borrower and the Bank as described below, or (B) the date of the occurrence of an Event of Default, unless waived by the Bank (the earlier of such dates being referred to herein as the “Commitment Termination Date”), a principal sum of up to Five Million Dollars ($5,000,000) make loans (the “Total Commitment AmountRevolving Credit Loans”), as the ) to Borrower may at Borrower’s request from time to time request during the term of this Agreement in an aggregate amount outstanding at any time for all Revolving Credit Loans not exceeding the following (as further adjusted pursuant to this Section 1.1(a), the “Maximum Amount”): the lesser of (i) the Lender’s Revolving Commitment and (ii) the Formula Amount. Lender may create and maintain additional reserves with respect to the Maximum Amount from time to time based on such credit and collateral considerations as Lender may deem appropriate in the reasonable good faith judgment of the Lender. Borrower may borrow, prepay (in whole or in part), and reborrow Revolving Credit Loans; provided that the principal amount of all Revolving Credit Loans outstanding at any one time will not exceed the Maximum Amount. If the amount of Revolving Credit Loans outstanding at any time exceeds the Maximum Amount, Borrower will immediately pay the amount of such excess to Lender in cash. In the event Borrower fails to pay such excess, Lender may, in its discretion, setoff such amount against any Borrower’s accounts at Lender. The Revolving Credit Loans will be evidenced by the Fifth Amended and Restated Revolving Note of Borrower dated as of the date hereof and all amendments, extensions and renewals thereto and restatements and replacements thereof (“Revolving Credit Note”). The proceeds of the Revolving Credit Loans will be used after the Closing Date for working capital needs (the “Revolving Loan”)and other general business purposes; provided, however, that the Bank shall not be required to make, and the Borrower shall may not be entitled to receive, any Revolving Loan if, after giving effect thereto, use the aggregate outstanding principal balance proceeds of the Revolving Loan would exceed Credit Loans to repay the Total Commitment Amount. Each Revolving Loan hereunder shall be in the amount of Five Hundred Thousand Dollars ($500,000) or a multiple thereof. The Revolving Loan shall be evidenced by a Seventeenth Amended and Restated Revolving Credit Promissory Note given by the Borrower to the Bank in substantially the form of Exhibit F attached hereto, as amended and/or restated from time to time (the “Revolving Note”). The Revolving Note shall mature and be payable in full on September 1, 2010, unless accelerated or extended as described herein. The Revolving Note shall replace the Sixteenth Amended and Restated Revolving Credit Promissory Note dated as of September 27, 2005 given by the Borrower to the Bank (the “Prior Note”), and amounts outstanding under the Prior Note shall not be deemed cancelled or satisfied, but shall be evidenced by the Revolving Note instead of by the Prior Note. If the outstanding principal balance of the Revolving Loan at any time exceeds the Total Commitment Amount, the Borrower shall immediately, without notice or demand, reduce the outstanding principal balance of the Revolving Loan such that the Total Commitment Amount is not exceeded. Upon request by the Borrower, the Bank may consider extensions of the Commitment Termination Date, but is not hereby committing in any way thereto. Upon any such extension, at the option of the Bank, the Borrower shall execute a new promissory note substantially identical to the Revolving Note, except reflecting the new Commitment Termination Date, which thereupon shall be the Revolving Note hereunder. Notwithstanding anything to the contrary herein, the Borrower covenants and agrees to pay down the outstanding balance of the Revolving Loan and the Revolving Note to Zero Dollars ($0) for not less than thirty (30) consecutive days during each of the Borrower’s fiscal years, commencing with the Borrower’s fiscal year beginning on June 3, 2002Subordinated Indebtedness.

Revolving Loan. Subject to and upon the terms terms, covenants and conditions of this Agreementhereinafter set forth, and subject the Banks hereby severally agree to there being no Event of Default (or event which might, with the giving of notice or the passage of time, mature into an Event of Default) by make loans to the Borrower hereunder, the Bank agrees to lend and relend to the Borrower, upon request by the Borrower made to the Bank in the manner described in Sections 4(b) and (c) below, during the period from the date hereof to the earlier of (A) September 1, 2010, or the termination date of any extension hereof agreed to by the Borrower and the Bank as described below, or (B) the date of the occurrence of an Event of Default, unless waived by the Bank (the earlier of such dates being referred to herein as the “Commitment Termination Date”), a principal sum of up to Five Million Dollars ($5,000,000) (the “Total Commitment Amount”), as the Borrower may under this Section 2.A. from time to time until and including the Expiration Date (and thereafter until and including July 1 of each succeeding calendar year if no "Event of Default" has occurred and if this Agreement is extended in writing by the Banks and the Borrower for additional one year period(s) pursuant to Section 1 l. J. herein), at such time and in such amount as to each loan as the Borrower shall request, up to but not exceeding in aggregate principal amount at any one time outstanding the Revolving Loan Amount, nor exceeding on a several basis the Revolving Commitment of the Banks. In addition, at the request of Borrower, which request shall be made by the execution and delivery by Borrower to the Agent of Marquette's, LaSalle's or Firstar's standard form application for letters of credit duly completed to reflect the Borrower’s working capital needs (letter of credit being requested, the “Banks will severally make advances pursuant to the Revolving Loan”); providedCommitment of the Banks in the form of a letter of credit, howeverthe form and substance of which shall be determined by the Banks, that but without limiting the Bank generality of the foregoing, the Banks may require a draft thereunder to be accompanied by such documentation as the Banks may deem necessary. In no event shall not the Banks be required to make, issue any such letter of credit with a term extending beyond the Expiration Date. Any and all letters of credit issued by the Borrower Banks shall not be entitled to receive, any Revolving Loan if, after giving effect thereto, the aggregate outstanding principal balance of treated as an advance under the Revolving Loan would exceed the Total Commitment Amount. Each Revolving Loan hereunder shall be in the amount of Five Hundred Thousand Dollars ($500,000) or a multiple thereofLoan. The Revolving Loan shall be evidenced by a Seventeenth Amended obligation of Borrower to reimburse the Banks for any draft(s) submitted under and Restated Revolving Credit Promissory Note given paid by the Borrower Banks pursuant to the Bank in substantially the form any such letter(s) of Exhibit F attached hereto, as amended and/or restated from time to time (the “Revolving Note”). The Revolving Note shall mature and be payable in full on September 1, 2010, unless accelerated or extended as described herein. The Revolving Note shall replace the Sixteenth Amended and Restated Revolving Credit Promissory Note dated as of September 27, 2005 given by the Borrower to the Bank (the “Prior Note”), and amounts outstanding under the Prior Note shall not be deemed cancelled or satisfied, but credit shall be evidenced by the Revolving Note instead Notes. In no event shall the Banks be required to issue any letter(s) of by credit hereunder in an aggregate amount in excess of $2,000,000.00. Subject to the Prior Note. If foregoing and upon the outstanding principal balance terms and conditions set forth herein, the Borrower may borrow, repay and re-borrow within the limit of the Revolving Loan at any time exceeds Amount under this Section 2.A. from the Total Commitment Amount, date hereof to and including the Borrower shall immediately, without notice or demand, reduce the outstanding principal balance of the Revolving Loan such that the Total Commitment Amount is not exceeded. Upon request by the Borrower, the Bank may consider extensions of the Commitment Termination Expiration Date, but is not hereby committing in any way thereto. Upon any such extension, at the option of the Bank, the Borrower shall execute a new promissory note substantially identical to the Revolving Note, except reflecting the new Commitment Termination Date, which thereupon shall be the Revolving Note hereunder. Notwithstanding anything to the contrary herein, the Borrower covenants and agrees to pay down the outstanding balance of the Revolving Loan and the Revolving Note to Zero Dollars ($0) for not less than thirty (30) consecutive days during each of the Borrower’s fiscal years, commencing with the Borrower’s fiscal year beginning on June 3, 2002.

Revolving Loan. (a) Subject to the terms and conditions and relying upon the representations and warranties herein set forth, Lender agrees to extend a revolving credit loan (the “Revolving Loan”) to the Borrower by making loans to the Borrower on a revolving basis on any one or more Business Days prior to the Maturity Date, up to an aggregate principal amount not exceeding the Revolving Loan Available Amount on such Business Day. Within such limits and during such period and subject to the terms and conditions of this Agreement, the Borrower may borrow, repay and subject reborrow the Revolving Loan. Subject to there being no Event Section 2.3 hereof, loans extended with respect to the Revolving Loan shall be comprised of Default (or event which mightRevolving Base Rate Loans and/or Revolving LIBOR Rate Loans as selected by the Borrower. The principal amount outstanding under the Revolving Loan Commitment shall not, with the giving of notice or the passage of at any time, mature into an Event exceed the Borrowing Base. If at any time the principal amount outstanding under the Revolving Loan Commitment exceeds the Borrowing Base, then the amount of Default) such excess shall be immediately due and payable by the Borrower hereunderto the Lender. Notwithstanding the foregoing, the Bank agrees to lend parties have agreed that Borrower may, request and relend to the Borrower, upon request by the Borrower made to the Bank in the manner described in Sections 4(b) and (c) below, during the period from the date hereof to the earlier of (A) September 1, 2010, or the termination date of any extension hereof agreed to by the Borrower and the Bank as described below, or (B) the date of the occurrence of an Event of Default, unless waived by the Bank (the earlier of such dates being referred to herein as the “Commitment Termination Date”), a principal sum of up to Five obtain Two Million Dollars ($5,000,0002,000,000.00) (of the “Total Revolving Loan Commitment Amount”), as without the Borrower may from time to time request for the Borrower’s working capital needs (the “Revolving Loan”)requirement of sufficient Borrowing Base; provided, however, that the Bank shall not be required to make, and the Borrower shall not be entitled to receive, any Revolving Loan if, after giving effect thereto, the aggregate outstanding principal balance of request for funds under the Revolving Loan would Commitment above Two Million Dollars ($2,000,000.00) of principal, outstanding at any time, shall not exceed the Total Commitment Amountthen available Borrowing Base. Each Revolving Loan hereunder shall be in the amount For purposes of illustration, should Borrower request an additional Two Million Five Hundred Thousand Dollars ($500,0002,500,000.00) or a multiple thereof. The Revolving Loan shall be evidenced by a Seventeenth Amended and Restated Revolving Credit Promissory Note given by the Borrower to the Bank in substantially the form of Exhibit F attached hereto, as amended and/or restated from time to time (the “Revolving Note”). The Revolving Note shall mature and be payable in full on September 1, 2010, unless accelerated or extended as described herein. The Revolving Note shall replace the Sixteenth Amended and Restated Revolving Credit Promissory Note dated as of September 27, 2005 given by the Borrower to the Bank (the “Prior Note”), and amounts outstanding under the Prior Note shall not be deemed cancelled or satisfied, but shall be evidenced by the Revolving Note instead of by the Prior Note. If the outstanding principal balance of the Revolving Loan at any time exceeds the Total Commitment AmountCommitment, the Borrower shall immediatelybe required to document to Lender a Borrowing Base of Two Million Five Hundred Thousand Dollars, without notice or demand, reduce to receive the outstanding principal balance of the Revolving Loan such that the Total Commitment Amount is not exceeded. Upon request by the Borrower, the Bank may consider extensions of the Commitment Termination Date, but is not hereby committing in any way thereto. Upon any such extension, at the option of the Bank, the Borrower shall execute a new promissory note substantially identical to the Revolving Note, except reflecting the new Commitment Termination Date, which thereupon shall be the Revolving Note hereunder. Notwithstanding anything to the contrary herein, the Borrower covenants and agrees to pay down the outstanding balance of the Revolving Loan and the Revolving Note to Zero Dollars ($0) for not less than thirty (30) consecutive days during each of the Borrower’s fiscal years, commencing with the Borrower’s fiscal year beginning on June 3, 2002requested funds.

Revolving Loan. Subject to the terms and conditions of this Agreement, and subject to there being no Event of Default (or event which might, with the giving of notice or the passage of time, mature into an Event of Default) by the Borrower hereunder, the Bank agrees to lend and relend to the Borrower, upon request by the Borrower made to the Bank in the manner described in Sections 4(b) and (c) below, during the period from the date hereof to the earlier of (A) September 1, 20102006, or the termination date of any extension hereof agreed to by the Borrower and the Bank as described below, or (B) the date of the occurrence of an Event of Default, unless waived by the Bank (the earlier of such dates being referred to herein as the “Commitment Termination Date”), a principal sum of up to Five Million Dollars ($5,000,000) (the “Total Commitment Amount”), as the Borrower may from time to time request for the Borrower’s working capital needs (the “Revolving Loan”); provided, however, that the Bank shall not be required to make, and the Borrower shall not be entitled to receive, any Revolving Loan if, after giving effect thereto, the aggregate outstanding principal balance of the Revolving Loan would exceed the Total Commitment Amount. Each Revolving Loan hereunder shall be in the amount of Five Hundred Thousand Dollars ($500,000) or a multiple thereof. The Revolving Loan shall be evidenced by a Seventeenth Fifteenth Amended and Restated Revolving Credit Promissory Note given by the Borrower to the Bank in substantially the form of Exhibit F attached hereto, as amended and/or restated from time to time (the “Revolving Note”). The Revolving Note shall mature and be payable in full on September 1, 20102006, unless accelerated or extended as described herein. The Revolving Note shall replace the Sixteenth Fourteenth Amended and Restated Revolving Credit Promissory Note dated as of September 2715, 2005 2003 given by the Borrower to the Bank (the “Prior Note”), and amounts outstanding under the Prior Note shall not be deemed cancelled or satisfied, but shall be evidenced by the Revolving Note instead of by the Prior Note. If the outstanding principal balance of the Revolving Loan at any time exceeds the Total Commitment Amount, the Borrower shall immediately, without notice or demand, reduce the outstanding principal balance of the Revolving Loan such that the Total Commitment Amount is not exceeded. Upon request by the Borrower, the Bank may consider extensions of the Commitment Termination Date, but is not hereby committing in any way thereto. Upon any such extension, at the option of the Bank, the Borrower shall execute a new promissory note substantially identical to the Revolving Note, except reflecting the new Commitment Termination Date, which thereupon shall be the Revolving Note hereunder. Notwithstanding anything to the contrary herein, the Borrower covenants and agrees to pay down the outstanding balance of the Revolving Loan and the Revolving Note to Zero Dollars ($0) for not less than thirty (30) consecutive days during each of the Borrower’s fiscal years, commencing with the Borrower’s fiscal year beginning on June 3, 2002.

Revolving Loan. Subject to the terms and conditions of this Agreement, and subject to there being no Event of Default (or event which might, with the giving of notice or the passage of time, mature into an Event of Default) by the Borrower hereunder, the Bank agrees to lend and relend to the Borrower, upon request by the Borrower made to the Bank in the manner described in Sections 4(b) and (c) below, during the period from the date hereof to the earlier of (A) September 1, 20102008, or the termination date of any extension hereof agreed to by the Borrower and the Bank as described below, or (B) the date of the occurrence of an Event of Default, unless waived by the Bank (the earlier of such dates being referred to herein as the “Commitment Termination Date”), a principal sum of up to Five Million Dollars ($5,000,000) (the “Total Commitment Amount”), as the Borrower may from time to time request for the Borrower’s working capital needs (the “Revolving Loan”); provided, however, that the Bank shall not be required to make, and the Borrower shall not be entitled to receive, any Revolving Loan if, after giving effect thereto, the aggregate outstanding principal balance of the Revolving Loan would exceed the Total Commitment Amount. Each Revolving Loan hereunder shall be in the amount of Five Hundred Thousand Dollars ($500,000) or a multiple thereof. The Revolving Loan shall be evidenced by a Seventeenth Sixteenth Amended and Restated Revolving Credit Promissory Note given by the Borrower to the Bank in substantially the form of Exhibit F attached hereto, as amended and/or restated from time to time (the “Revolving Note”). The Revolving Note shall mature and be payable in full on September 1, 20102008, unless accelerated or extended as described herein. The Revolving Note shall replace the Sixteenth Fifteenth Amended and Restated Revolving Credit Promissory Note dated as of September 27October 15, 2005 2004 given by the Borrower to the Bank (the “Prior Note”), and amounts outstanding under the Prior Note shall not be deemed cancelled or satisfied, but shall be evidenced by the Revolving Note instead of by the Prior Note. If the outstanding principal balance of the Revolving Loan at any time exceeds the Total Commitment Amount, the Borrower shall immediately, without notice or demand, reduce the outstanding principal balance of the Revolving Loan such that the Total Commitment Amount is not exceeded. Upon request by the Borrower, the Bank may consider extensions of the Commitment Termination Date, but is not hereby committing in any way thereto. Upon any such extension, at the option of the Bank, the Borrower shall execute a new promissory note substantially identical to the Revolving Note, except reflecting the new Commitment Termination Date, which thereupon shall be the Revolving Note hereunder. Notwithstanding anything to the contrary herein, the Borrower covenants and agrees to pay down the outstanding balance of the Revolving Loan and the Revolving Note to Zero Dollars ($0) for not less than thirty (30) consecutive days during each of the Borrower’s fiscal years, commencing with the Borrower’s fiscal year beginning on June 3, 2002.

Revolving Loan. Subject to the terms and conditions of this Agreementto, and subject to there being upon the terms, conditions, covenants and agreements contained herein, and in reliance upon the covenants, agreements, representations and warranties of Obligors set forth herein, and provided that at the time of any proposed borrowing hereunder no Event of Default (or event which mightexists, with the giving of notice or the passage of time, mature into an Event of Default) by the Borrower hereunder, the Bank agrees to lend and relend to the Borrower, upon request by the Borrower made to the Bank in the manner described in Sections 4(b) and (c) below, during the period from the date hereof to the earlier of (A) September 1, 2010, or the termination date of any extension hereof agreed to by the Borrower and the Bank as described below, or (B) the date of the occurrence of an Event of Default, unless waived by the Bank (the earlier of such dates being referred to herein as the “Commitment Termination Date”), a principal sum of up to Five Million Dollars ($5,000,000) (the “Total Commitment Amount”), as the Borrower may borrow, repay and reborrow, at any time and from time to time request for prior to the Borrower’s working capital needs Revolving Loan Maturity Date, up to, but not exceeding, an aggregate amount equal to Two Million Five Hundred Thousand and No/100 Dollars ($2,500,000.00). Each Revolving Credit Advance shall be evidenced by the “Revolving Loan”); providedNote. Notwithstanding any provision of this Agreement or of the Revolving Note to the contrary, however, that the Bank shall not be required to makemake any Advance under the Revolving Note which would result in an aggregate amount outstanding thereunder in excess of Two Million Five Hundred Thousand and No/100 Dollars ($2,500,000.00). Bank’s business records shall be prima facie evidence of the unpaid principal amount of the Revolving Note, and the Borrower amount of accrued but unpaid interest. The principal of and interest to accrue on the Revolving Note shall not be entitled to receive, any Revolving Loan if, after giving effect thereto, due and payable as follows: Interest only on the aggregate outstanding unpaid principal balance of the Revolving Loan would exceed Note shall be due and payable monthly as it accrues, beginning on February 5, 2021, and continuing regularly and monthly on the Total Commitment Amount. Each fifth (5th) day of each month thereafter until the Revolving Loan hereunder shall be in Maturity Date, at which time the outstanding principal amount of Five Hundred Thousand Dollars ($500,000) or a multiple thereof. The Revolving Loan shall be evidenced by a Seventeenth Amended and Restated Revolving Credit Promissory Note given by advanced under the Borrower to the Bank in substantially the form of Exhibit F attached hereto, as amended and/or restated from time to time (the “Revolving Note”). The Revolving Note , together with all accrued but unpaid interest, shall mature and be payable in full on September 1, 2010, unless accelerated or extended as described hereinfinally due and payable. The Revolving Note shall replace the Sixteenth Amended and Restated All Revolving Credit Promissory Note dated as of September 27, 2005 given by the Borrower to the Bank (the “Prior Note”)Advances, and amounts outstanding under the Prior Note shall not be deemed cancelled or satisfiedall renewals, but shall be evidenced by the Revolving Note instead extensions, modifications and rearrangements of by the Prior Note. If the outstanding principal balance of the Revolving Loan at any time exceeds the Total Commitment Amount, the Borrower shall immediately, without notice or demand, reduce the outstanding principal balance of the Revolving Loan such that the Total Commitment Amount is not exceeded. Upon request by the Borrower, the Bank may consider extensions of the Commitment Termination Date, but is not hereby committing in any way thereto. Upon any such extension, at the option of the Bank, the Borrower shall execute a new promissory note substantially identical to the Revolving Note, except reflecting the new Commitment Termination Dateif any, which thereupon shall be deemed to have been made pursuant to this Agreement and, accordingly, shall be subject to the terms, conditions and provisions hereof, and Borrower shall be deemed to have ratified, as of the date of each Revolving Credit Advance and each renewal, extension, modification or rearrangement, all of the representations, covenants, warranties, promises and agreements set forth herein as of such date. Bank shall never be required to modify, renew, extend or rearrange the Revolving Note hereunder. Notwithstanding anything to the contrary hereinNote, the Borrower covenants and agrees to pay down the outstanding balance regardless of the Revolving Loan and the Revolving Note to Zero Dollars ($0) for not less than thirty (30) consecutive days during each of the Borrower’s fiscal years, commencing with the Borrower’s fiscal year beginning on June 3, 2002whether any Default has ever occurred.

Revolving Loan. Subject to the terms and conditions of this Agreement, and subject to there being no Event of Default (or event which might, with the giving of notice or the passage of time, mature into an Event of Default) by the Borrower hereunder, the Bank agrees to lend and relend to the Borrower, upon request by the Borrower made to the Bank in the manner described in Sections 4(b) and (c) below, during the period from the date hereof to the earlier of (A) September 1October 31, 20102016, or the termination date of any extension hereof agreed to by the Borrower and the Bank as described below, or (B) the date of the occurrence of an Event of Default, unless waived by the Bank (the earlier of such dates being referred to herein as the “"Revolver Commitment Termination Date”"), a principal sum of up to Five Eleven Million Dollars ($5,000,00011,000,000) (the “"Total Revolver Commitment Amount”"), as the Borrower may from time to time request for the Borrower’s 's working capital needs (the “"Revolving Loan”"); provided, however, that the Bank shall not be required to make, and the Borrower shall not be entitled to receive, any Revolving Loan if, after giving effect thereto, the aggregate outstanding principal balance of the Revolving Loan would exceed the Total Revolver Commitment Amount. Each Revolving Loan draw hereunder shall be in the amount of Five Two Hundred Fifty Thousand Dollars ($500,000250,000) or a multiple thereof; provided, however, no minimum or incremental draw amount requirement shall apply if the Borrower maintains an active commercial sweep account at the Bank. The Revolving Loan shall be evidenced by a Seventeenth Amended and Restated Revolving Credit Promissory Note given by the Borrower to the Bank in substantially the form of Exhibit F H attached hereto, as amended and/or restated from time to time (the “"Revolving Note”"). The Revolving Note shall mature and be payable in full on September 1October 31, 20102016, unless accelerated or extended as described herein. The Revolving Note shall replace the Sixteenth Amended and Restated Revolving Credit Promissory Note dated as of September 27, 2005 given by the Borrower to the Bank (the “Prior Note”), and amounts outstanding under the Prior Note shall not be deemed cancelled or satisfied, but shall be evidenced by the Revolving Note instead of by the Prior Note. If the outstanding principal balance of the Revolving Loan at any time exceeds the Total Revolver Commitment Amount, the Borrower shall immediately, without notice or demand, reduce the outstanding principal balance of the Revolving Loan such that the Total Revolver Commitment Amount is not exceeded. Upon request by the Borrower, the Bank may consider extensions of the Revolver Commitment Termination Date, but is not hereby committing in any way thereto. Upon any such extension, at the option of the Bank, the Borrower shall execute a new promissory note substantially identical to the Revolving Note, except reflecting the new Revolver Commitment Termination Date, which thereupon shall be the Revolving Note hereunder. Notwithstanding anything to the contrary herein, the Borrower covenants and agrees to pay down the outstanding balance of the Revolving Loan and the Revolving Note to Zero Dollars ($0) for not less than thirty (30) consecutive days during each of the Borrower’s fiscal years, commencing with the Borrower’s fiscal year beginning on June 3, 2002.

Revolving Loan. Subject to the terms and conditions of this Agreement, and subject to there being no Event of Default (or event which might, with the giving of notice or the passage of time, mature into an Event of Default) by the Borrower hereunder, the Bank agrees to lend and relend to the Borrower, upon request by the Borrower made to the Bank in the manner described in Sections 4(b) and (c) below, during the period from the date hereof to the earlier of (A) September 1October 15, 20102013, or the termination date of any extension hereof agreed to by the Borrower and the Bank as described below, or (B) the date of the occurrence of an Event of Default, unless waived by the Bank (the earlier of such dates being referred to herein as the “Revolver Commitment Termination Date”), a principal sum of up to Five Million Dollars ($5,000,000) (the “Total Revolver Commitment Amount”), as the Borrower may from time to time request for the Borrower’s 's working capital needs (the “Revolving Loan”); provided, however, that the Bank shall not be required to make, and the Borrower shall not be entitled to receive, any Revolving Loan if, after giving effect thereto, the aggregate outstanding principal balance of the Revolving Loan would exceed the Total Revolver Commitment Amount. Each Revolving Loan hereunder shall be in the amount of Five Hundred Thousand Dollars ($500,000) or a multiple thereof. The Revolving Loan shall be evidenced by a Seventeenth Twentieth Amended and Restated Revolving Credit Promissory Note given by the Borrower to the Bank in substantially the form of Exhibit F H attached hereto, as amended and/or restated from time to time (the “Revolving Note”). The Revolving Note shall mature and be payable in full on September 1October 15, 20102013, unless accelerated or extended as described herein. The Revolving Note shall replace the Sixteenth Nineteenth Amended and Restated Revolving Credit Promissory Note dated as of September 27October 21, 2005 2010 given by the Borrower to the Bank (the “Prior Note”), and amounts outstanding under the Prior Note shall not be deemed cancelled or satisfied, but shall be evidenced by the Revolving Note instead of by the Prior Note. If the outstanding principal balance of the Revolving Loan at any time exceeds the Total Revolver Commitment Amount, the Borrower shall immediately, without notice or demand, reduce the outstanding principal balance of the Revolving Loan such that the Total Revolver Commitment Amount is not exceeded. Upon request by the Borrower, the Bank may consider extensions of the Revolver Commitment Termination Date, but is not hereby committing in any way thereto. Upon any such extension, at the option of the Bank, the Borrower shall execute a new promissory note substantially identical to the Revolving Note, except reflecting the new Revolver Commitment Termination Date, which thereupon shall be the Revolving Note hereunder. Notwithstanding anything to the contrary herein, the Borrower covenants and agrees to pay down the outstanding balance of the Revolving Loan and the Revolving Note to Zero Dollars ($0) for not less than thirty (30) consecutive days during each of the Borrower’s 's fiscal years, commencing having commenced with the Borrower’s 's fiscal year beginning on June 3, 2002.

Revolving Loan. Subject to the terms and conditions of set forth in this AgreementLoan Agreement and the other Loan Documents, and subject to there being no Event of Default (or event which might, with the giving of notice or the passage of time, mature into an Event of Default) by the Borrower hereunder, the Bank agrees to lend to Borrower for working capital and relend general corporate purposes, on a revolving basis from time to the Borrower, upon request by the Borrower made to the Bank in the manner described in Sections 4(b) and (c) below, time during the period from commencing on the date hereof to the earlier of and continuing through and including 11:00 a.m. (ADallas, Texas time) on September 129, 2010, or the termination date of any extension hereof agreed to by the Borrower and the Bank as described below, or (B) the date of the occurrence of an Event of Default, unless waived by the Bank 2004 (the earlier of such dates being referred to herein as the “Commitment Termination Date”), a principal sum of up to Five Million Dollars ($5,000,000) (the “Total Commitment Amount”), such amounts as the Borrower may from time to time request for the Borrower’s working capital needs hereunder (the “Revolving Loan”); provided, however, that the Bank total principal amount outstanding at any time shall not be required exceed the lesser of (referred to makeherein as the “Availability”) (a) an amount (the “Borrowing Base”) up to the sum of (i) 80% of Borrower’s Eligible Accounts (as hereinafter defined), and the Borrower shall not be entitled to receiveplus (ii) 50% of Borrower’s Eligible Inventory, any Revolving Loan ifplus (iii) 25% of Borrower’s Eligible Raw Material Inventory, after giving effect thereto, the aggregate outstanding principal balance plus (iv) 30% of the Revolving Loan would exceed book value (i.e. adjusted for depreciation, in such amount as approved by Lender) of Borrower’s equipment, minus (iv) the Total Commitment Amount. Each Revolving Loan hereunder shall be in Reserve, or (b) $10,000,000 (the amount of Five Hundred Thousand Dollars ($500,000) or a multiple thereof“Committed Sum”). The Availability under the Revolving Loan shall be evidenced reduced by a Seventeenth Amended (a) amounts outstanding under the Revolving Loan and Restated (b) the outstanding Letter of Credit Liabilities. If at any time the aggregate principal amount outstanding under the Revolving Credit Promissory Note given by Loan shall exceed the Availability, Borrower agrees to immediately repay to Bank such excess amount, plus all accrued but unpaid interest thereon. Subject to the Bank terms and conditions hereof, Borrower may borrow, repay and reborrow hereunder. All sums advanced hereunder in substantially respect of the form of Exhibit F attached heretoRevolving Loan, as amended and/or restated from time to time (the “Revolving Note”). The Revolving Note together with all accrued but unpaid interest thereon, shall mature be due and be payable in full on September 1, 2010, unless accelerated or extended as described herein. The Revolving Note shall replace the Sixteenth Amended and Restated Revolving Credit Promissory Note dated as of September 27, 2005 given by the Borrower to the Bank (the “Prior Note”), and amounts outstanding under the Prior Note shall not be deemed cancelled or satisfied, but shall be evidenced by the Revolving Note instead of by the Prior Note. If the outstanding principal balance of the Revolving Loan at any time exceeds the Total Commitment Amount, the Borrower shall immediately, without notice or demand, reduce the outstanding principal balance of the Revolving Loan such that the Total Commitment Amount is not exceeded. Upon request by the Borrower, the Bank may consider extensions of the Commitment Termination Date, but is not hereby committing in any way thereto. Upon any such extension, at the option of the Bank, the Borrower shall execute a new promissory note substantially identical to the Revolving Note, except reflecting the new Commitment Termination Date, which thereupon shall be the Revolving Note hereunder. Notwithstanding anything to the contrary herein, the Borrower covenants and agrees to pay down the outstanding balance of the Revolving Loan and the Revolving Note to Zero Dollars ($0) for not less than thirty (30) consecutive days during each of the Borrower’s fiscal years, commencing with the Borrower’s fiscal year beginning on June 3, 2002.

Revolving Loan. Subject to the terms and conditions of this AgreementAGREEMENT and the maximum amount available at any time under the BORROWING BASE, BANKS with a REVOLVING LOAN COMMITMENT severally agree to lend BORROWER, from time to time until the LOAN TERMINATION DATE applicable to the REVOLVING LOAN and subject up to there being no Event their respective REVOLVING LOAN COMMITMENTS, such sums as BORROWER may request, but which sums shall not collectively exceed in the aggregate principal amount at any time outstanding the lesser of Default (i) the amount available under the BORROWING BASE or event which might, with (ii) Ten Million and No/100 Dollars ($10,000,000.00). The aggregate maximum principal amount outstanding on the giving REVOLVING LOAN at any time may never exceed the amount of notice the TOTAL REVOLVING LOAN COMMITMENT or the passage of time, mature into an Event of Default) by amount then derived from the Borrower hereunder, the Bank agrees to lend and relend BORROWING BASE. Subject to the Borrowerconditions and limitations set forth in this AGREEMENT, upon request by advances and readvances under the Borrower REVOLVING LOAN (collectively, “Advances”) will be made to the Bank in the manner described in Sections 4(b) and (c) belowBORROWER, from time to time during the period commencing on the date of this AGREEMENT to but not including the LOAN TERMINATION DATE applicable to the REVOLVING LOAN, unless extended by written agreement between BANKS, AGENT and BORROWER. So long as no EVENT OF DEFAULT has occurred and is continuing, BORROWER may, from the date hereof of this AGREEMENT through the LOAN TERMINATION DATE applicable to the earlier REVOLVING LOAN, borrow, repay and reborrow sums not to exceed at any time outstanding the lesser of (A1) September 1, 2010, or the termination maximum principal amount available as provided for above as of the relevant date of any extension hereof agreed to by the Borrower and the Bank as described below, or (B2) the date BORROWING BASE as of the relevant date. In addition to the foregoing, the REVOLVING LOAN shall be deemed to automatically terminate, and all amounts outstanding under the REVOLVING LOAN shall become immediately due and payable, if the occurrence of an Event of Default, unless waived by EVENT OF DEFAULT (as defined in this AGREEMENT or any other LOAN DOCUMENT) causes the Bank (the earlier of such dates being referred REVOLVING LOAN to herein as the “Commitment Termination Date”), a principal sum of up to Five Million Dollars ($5,000,000) (the “Total Commitment Amount”), as the Borrower may from time to time request for the Borrower’s working capital needs (the “Revolving Loan”); provided, however, that the Bank shall not be required to make, become immediately due and the Borrower shall not be entitled to receive, any Revolving Loan if, after giving effect thereto, the aggregate outstanding principal balance of the Revolving Loan would exceed the Total Commitment Amount. Each Revolving Loan hereunder shall be in the amount of Five Hundred Thousand Dollars ($500,000) or a multiple thereof. The Revolving Loan shall be evidenced by a Seventeenth Amended and Restated Revolving Credit Promissory Note given by the Borrower to the Bank in substantially the form of Exhibit F attached hereto, as amended and/or restated from time to time (the “Revolving Note”). The Revolving Note shall mature and be payable in full on September 1, 2010, unless accelerated or extended as described herein. The Revolving Note shall replace the Sixteenth Amended and Restated Revolving Credit Promissory Note dated as of September 27, 2005 given by the Borrower to the Bank (the “Prior Note”), and amounts outstanding under the Prior Note shall not be deemed cancelled or satisfied, but shall be evidenced by the Revolving Note instead of by the Prior Note. If the outstanding principal balance of the Revolving Loan at any time exceeds the Total Commitment Amount, the Borrower shall immediately, without notice or demand, reduce the outstanding principal balance of the Revolving Loan such that the Total Commitment Amount is not exceeded. Upon request by the Borrower, the Bank may consider extensions of the Commitment Termination Date, but is not hereby committing in any way thereto. Upon any such extension, at the option of the Bank, the Borrower shall execute a new promissory note substantially identical to the Revolving Note, except reflecting the new Commitment Termination Date, which thereupon shall be the Revolving Note hereunder. Notwithstanding anything to the contrary herein, the Borrower covenants and agrees to pay down the outstanding balance of the Revolving Loan and the Revolving Note to Zero Dollars ($0) for not less than thirty (30) consecutive days during each of the Borrower’s fiscal years, commencing with the Borrower’s fiscal year beginning on June 3, 2002payable.

Revolving Loan. Subject to Upon the terms and conditions of this Agreement, and subject to there being no Event of Default (or event which mightthe conditions hereof, with the giving of notice or the passage of time, mature into an Event of Default) by the Borrower hereunder, the Bank Lender agrees to lend and relend to the Borrower, upon request by the Borrower made to the Bank in the manner described in Sections 4(b) and (c) below, during the period from the date hereof to the earlier of (A) September 1, 2010, or the termination date of any extension hereof agreed to by the Borrower and the Bank as described below, or (B) the date of the occurrence of an Event of Default, unless waived by the Bank (the earlier of such dates being referred to herein as the “Commitment Termination Date”), make available a principal sum of up to Five Million Dollars ($5,000,000) (the “Total Commitment Amount”), as the Borrower may from time to time request for the Borrower’s working capital needs revolving loan (the “Revolving Loan”); provided, however, that ) to Borrower of Forty Million and No/100 Dollars ($40,000,000.00) (the Bank shall not be required to make, and the Borrower shall not be entitled to receive, any “Revolving Loan ifAmount”). Borrower may obtain advances, after giving effect theretoprepay and obtain new advances under the Revolving Loan, subject to the aggregate outstanding principal balance prepayment provisions of Section 2.2. Lender agrees to make available to Borrower, as a subfeature of the Revolving Loan would exceed the Total Commitment Amount. Each Revolving Loan hereunder shall be in the amount of Five Hundred Thousand Loan, up to Four Million and No/100 Dollars ($500,0004,000,000.00) of open-ended bank guarantees (the “Open Ended Bank Guarantees”), on terms acceptable to Lender in its sole discretion, in an amount not to exceed, with all other advances, Alternative Borrowing or a multiple thereof. The Domestic Letters of Credit outstanding, the Revolving Loan Amount, it being understood and agreed that the amount available to be borrowed under the Revolving Loan shall be evidenced by a Seventeenth Amended and Restated Revolving Credit Promissory Note given correspondingly reduced by the face amount of all Open Ended Bank Guarantees issued. The Open Ended Bank Guarantees shall be subject to annual renewal. On the Revolving Loan Maturity Date, Borrower shall deposit sufficient funds to cash collateralize one hundred percent (100%) of Lender’s exposure under any outstanding Open Ended Bank Guarantees. Lender also agrees to make available to the Bank in substantially the form Foreign Subsidiaries letters of Exhibit F attached heretocredit, as amended and/or restated multicurrency borrowings, bank guarantees, international allocation credits, and other products and services from time to time requested by the Borrower or such Foreign Subsidiaries to be provided to one or more Foreign Subsidiaries, on terms acceptable to Lender in its sole discretion (collectively, “Alternative Borrowing”), in an amount not to exceed, with all other advances, Open Ended Bank Guarantees or Domestic Letters of Credit outstanding, the Revolving Loan Amount, it being understood and agreed that the amount available to be borrowed under the Revolving Loan shall be correspondingly reduced by the face amount of all Alternative Borrowing issued. Further, Lender may, from time to time, at the request of Borrower and on terms satisfactory to Lender and Borrower, provide letters of credit to Borrower and its domestic affiliates and subsidiaries (“Revolving NoteDomestic Letters of Credit”). The amount available to be borrowed under the Revolving Note Loan shall mature be reduced by the aggregate amount available to be drawn under any Domestic Letters of Credit, plus any unreimbursed amounts or letter of credit borrowings. In no event shall the amount outstanding under the Revolving Loan, including amounts outstanding from advances to Borrower or from Open Ended Bank Guarantees, Alternative Borrowing and be Domestic Letters of Credit, exceed the Revolving Loan Amount. Lender shall charge an origination fee equal to a per annum basis of 0.50% of the face amount of any international letters of credit issued hereunder, payable in full advance quarterly on September 1the last day of the prior calendar quarter, 2010as well as charge its standard issuance, documentation and examination fees therefore. All Alternative Borrowing shall have an expiration date no later than thirty-six (36) months from the date of issuance, unless accelerated Lender, in its sole discretion, consents in writing to a longer term for any such Alternative Borrowing on terms and conditions that are satisfactory to it. Lender shall have no obligation to issue Open Ended Bank Guarantees, Alternative Borrowing or extended as described hereinDomestic Letters of Credit, or to amend, extend, renew or replace any Open Ended Bank Guarantees, Alternative Borrowing or Domestic Letters of Credit, unless it is in form and substance acceptable to Lender. The Revolving Note Alternative Borrowing shall replace the Sixteenth Amended and Restated Revolving Credit Promissory Note be guaranteed by Borrower’s Guaranty dated December 23, 2010 (as of September 27, 2005 given by the Borrower to the Bank (the “Prior Note”amended), and amounts outstanding under the Prior Note reference therein to the Loan in the principal amount of $35,000,000.00 shall not be deemed cancelled or satisfied, but shall be evidenced by amended to the Revolving Note instead of by the Prior Note. If the outstanding principal balance of the $40,000,000.00 Revolving Loan at any time exceeds the Total Commitment Amount, the Borrower shall immediately, without notice or demand, reduce the outstanding principal balance of the Revolving Loan such that the Total Commitment Amount is not exceeded. Upon request by the Borrower, the Bank may consider extensions of the Commitment Termination Date, but is not hereby committing in any way thereto. Upon any such extension, at the option of the Bank, the Borrower shall execute a new promissory note substantially identical to the Revolving Note, except reflecting the new Commitment Termination Date, which thereupon shall be the Revolving Note hereunder. Notwithstanding anything to the contrary described herein, the Borrower covenants and agrees to pay down the outstanding balance of the Revolving Loan and the Revolving Note to Zero Dollars ($0) for not less than thirty (30) consecutive days during each of the Borrower’s fiscal years, commencing with the Borrower’s fiscal year beginning on June 3, 2002.

Revolving Loan. Subject to Upon the terms and conditions of this Agreement, and subject to there being no Event of Default (or event which mightthe conditions hereof, with the giving of notice or the passage of time, mature into an Event of Default) by the Borrower hereunder, the Bank Lender agrees to lend and relend to the Borrower, upon request by the Borrower made to the Bank in the manner described in Sections 4(b) and (c) below, during the period from the date hereof to the earlier of (A) September 1, 2010, or the termination date of any extension hereof agreed to by the Borrower and the Bank as described below, or (B) the date of the occurrence of an Event of Default, unless waived by the Bank (the earlier of such dates being referred to herein as the “Commitment Termination Date”), make available a principal sum of up to Five Million Dollars ($5,000,000) (the “Total Commitment Amount”), as the Borrower may from time to time request for the Borrower’s working capital needs revolving loan (the “Revolving Loan”) to Borrower of Thirty Five Million and No/100 Dollars ($35,000,000.00) (the “Revolving Loan Amount”); provided. Borrower may obtain advances, howeverprepay and obtain new advances under the Revolving Loan, that subject to the Bank shall not be required prepayment provisions of Section 2.2. Lender also agrees to makemake available to the Foreign Subsidiaries letters of credit, multicurrency borrowings, bank guarantees, international allocation credits, and other products and services from time to time requested by the Borrower shall or such Foreign Subsidiaries to be provided to one or more Foreign Subsidiaries, on terms acceptable to Lender in its sole discretion (collectively, “Alternative Borrowing”), in an amount not be entitled to receiveexceed, any Revolving Loan ifwith all other advances or Domestic Letters of Credit outstanding, after giving effect thereto, the aggregate outstanding principal balance of the Revolving Loan would exceed the Total Commitment Amount. Each Revolving Loan hereunder shall be in , it being understood and agreed that the amount of Five Hundred Thousand Dollars ($500,000) or a multiple thereof. The available to be borrowed under the Revolving Loan shall be evidenced by a Seventeenth Amended and Restated Revolving Credit Promissory Note given correspondingly reduced by the Borrower to the Bank in substantially the form face amount of Exhibit F attached heretoall Alternative Borrowing issued. Further, as amended and/or restated Lender may, from time to time time, at the request of Borrower and on terms satisfactory to Lender and Borrower, provide letters of credit to Borrower and its domestic affiliates and subsidiaries (the “Revolving NoteDomestic Letters of Credit”). The amount available to be borrowed under the Revolving Note Loan shall mature be reduced by the aggregate amount available to be drawn under any Domestic Letters of Credit, plus any unreimbursed amounts or letter of credit borrowings. In no event shall the amount outstanding under the Revolving Loan, including amounts outstanding from advances to Borrower or from Alternative Borrowing and be Domestic Letters of Credit, exceed the Revolving Loan Amount. Lender shall charge an origination fee equal to a per annum basis of 0.50% of the face amount of any international letters of credit issued hereunder, payable in full advance quarterly on September 1the last day of the prior calendar quarter, 2010as well as charge its standard issuance, documentation and examination fees therefore. All Alternative Borrowing shall have an expiration date no later than twenty four (24) months from the date of issuance, unless accelerated Lender, in its sole discretion, consents in writing to a longer term for any such Alternative Borrowing on terms and conditions that are satisfactory to it. Lender shall have no obligation to issue Alternative Borrowing, or extended as described hereinto amend, extend, renew or replace any Alternative Borrowing, unless it is in form and substance acceptable to Lender. The Revolving Note Alternative Borrowing shall replace the Sixteenth Amended and Restated Revolving Credit Promissory Note be guaranteed by Borrower's Guaranty dated December 23, 2010 (as of September 27, 2005 given by the Borrower to the Bank (the “Prior Note”amended), and amounts outstanding under the Prior Note reference therein to the Loan in the principal amount of $20,000,000.00 shall not be deemed cancelled or satisfied, but shall be evidenced by amended to the Revolving Note instead of by the Prior Note. If the outstanding principal balance of the $35,000,000.00 Revolving Loan at any time exceeds the Total Commitment Amount, the Borrower shall immediately, without notice or demand, reduce the outstanding principal balance of the Revolving Loan such that the Total Commitment Amount is not exceeded. Upon request by the Borrower, the Bank may consider extensions of the Commitment Termination Date, but is not hereby committing in any way thereto. Upon any such extension, at the option of the Bank, the Borrower shall execute a new promissory note substantially identical to the Revolving Note, except reflecting the new Commitment Termination Date, which thereupon shall be the Revolving Note hereunder. Notwithstanding anything to the contrary described herein, the Borrower covenants and agrees to pay down the outstanding balance of the Revolving Loan and the Revolving Note to Zero Dollars ($0) for not less than thirty (30) consecutive days during each of the Borrower’s fiscal years, commencing with the Borrower’s fiscal year beginning on June 3, 2002.

Revolving Loan. Subject to the terms and conditions of set forth in this AgreementLoan Agreement and the other Loan Documents, and subject to there being no Event of Default (or event which might, with the giving of notice or the passage of time, mature into an Event of Default) by the Borrower hereunder, the Bank agrees to lend to Borrower for working capital and relend to the Borrowergeneral corporate purposes, upon request by the Borrower made to the Bank in the manner described in Sections 4(b) and (c) below, during the period from the date hereof to the earlier of (A) September 1, 2010, or the termination date of any extension hereof agreed to by the Borrower and the Bank as described below, or (B) the date of the occurrence of an Event of Default, unless waived by the Bank (the earlier of such dates being referred to herein as the “Commitment Termination Date”), on a principal sum of up to Five Million Dollars ($5,000,000) (the “Total Commitment Amount”), as the Borrower may revolving basis from time to time request for during the Borrower’s working capital needs period commencing on the date hereof and continuing through and including 11:00 a.m. (Dallas, Texas time) on September 29, 2003 (the “"Termination Date"), such amounts as Borrower may request hereunder (the "Revolving Loan”"); provided, however, that the Bank total principal amount outstanding at any time shall not be required to make, and the Borrower shall not be entitled to receive, any Revolving Loan if, after giving effect thereto, the aggregate outstanding principal balance of the Revolving Loan would exceed the Total Commitment Amount. Each Revolving Loan hereunder shall be in lesser of (referred to herein as the "Availability") (a) an amount (the "Borrowing Base") up to the sum of Five Hundred Thousand Dollars (i) 80% of Borrower's Eligible Accounts (as hereinafter defined), plus (ii) 30% of Borrower's Eligible Inventory, plus (iii) 25% of Borrower's Eligible Raw Material Inventory minus (iv) the Reserve, or (b) $500,000) or a multiple thereof12,500,000 (the "Committed Sum"). The Availability under the Revolving Loan shall be evidenced reduced by a Seventeenth Amended (i) amounts outstanding under the EXIM Facility and Restated the Revolving Loan, and (ii) the outstanding Letter of Credit Promissory Note given by Liabilities. If at any time the aggregate principal amount outstanding under the Loan shall exceed the Availability, Borrower agrees to immediately repay to Bank such excess amount, plus all accrued but unpaid interest thereon. Subject to the Bank terms and conditions hereof, Borrower may borrow, repay and reborrow hereunder. All sums advanced hereunder in substantially respect of the form of Exhibit F attached heretoRevolving Loan, as amended and/or restated from time to time (the “Revolving Note”). The Revolving Note together with all accrued but unpaid interest thereon, shall mature be due and be payable in full on September 1, 2010, unless accelerated or extended as described herein. The Revolving Note shall replace the Sixteenth Amended and Restated Revolving Credit Promissory Note dated as of September 27, 2005 given by the Borrower to the Bank (the “Prior Note”), and amounts outstanding under the Prior Note shall not be deemed cancelled or satisfied, but shall be evidenced by the Revolving Note instead of by the Prior Note. If the outstanding principal balance of the Revolving Loan at any time exceeds the Total Commitment Amount, the Borrower shall immediately, without notice or demand, reduce the outstanding principal balance of the Revolving Loan such that the Total Commitment Amount is not exceeded. Upon request by the Borrower, the Bank may consider extensions of the Commitment Termination Date, but is not hereby committing in any way thereto. Upon any such extension, at the option of the Bank, the Borrower shall execute a new promissory note substantially identical to the Revolving Note, except reflecting the new Commitment Termination Date, which thereupon shall be the Revolving Note hereunder. Notwithstanding anything to the contrary herein, the Borrower covenants and agrees to pay down the outstanding balance of the Revolving Loan and the Revolving Note to Zero Dollars ($0) for not less than thirty (30) consecutive days during each of the Borrower’s fiscal years, commencing with the Borrower’s fiscal year beginning on June 3, 2002.

Revolving Loan. Subject (a) Bank agrees to make advances to Borrowers from time to time until the Review Date, subject to all of the terms and conditions of this Agreement, Agreement (the "Loan"). All requests by Borrowers for advances shall be made in such manner and subject form and with such prior notice to there being no Event of Default (or event which might, with the giving of notice or the passage of time, mature into an Event of Default) by the Borrower hereunder, the Bank agrees to lend and relend to the Borrower, upon request by the Borrower made to the Bank in the manner described in Sections 4(b) and (c) below, during the period from the date hereof to the earlier of (A) September 1, 2010, or the termination date of any extension hereof agreed to by the Borrower and the Bank as described belowBank may reasonably require from time to time. Each such request (other than a request made under Subsection 2.01(d)) shall contain or be accompanied by such information and documents (which shall be Certified if required by Bank) concerning the Collateral, or (B) the date Borrowers' financial condition, use of the occurrence of an Event of Default, unless waived by the Bank (the earlier proceeds of such dates being referred to herein advance and of advances previously made and/or any other matters as the “Commitment Termination Date”), a principal sum of up to Five Million Dollars ($5,000,000) (the “Total Commitment Amount”), as the Borrower Bank may from time to time request require. In no event shall Bank be obligated to make any advance hereunder if a Default or an Event of Default shall have occurred or if such advance would cause the total principal amount of advances made and outstanding hereunder to exceed the Maximum Loan Amount. Even if the total principal amount of advances outstanding shall at any time and for any reason exceed the Maximum Loan Amount, Borrowers and all guarantors shall nonetheless be liable for the Borrower’s working capital needs entire principal amount outstanding, with interest thereon at the rate and calculated in the manner provided herein and in the Note, in accordance with and subject to this Agreement, the Note and the guaranties of such guarantors. If the total principal amount of advances outstanding under the Loan shall at any time exceed the Maximum Loan Amount, Borrowers shall pay to Bank within one (1) Banking Day after demand the “Revolving Loan”); providedamount of such excess, however, with interest thereon at the rate and calculated in the manner provided herein and in the Note. Borrowers agree that the Bank Borrowers shall not be required to makejointly and severally liable for, and the Borrower Collateral shall not be entitled to receive, any Revolving Loan if, after giving effect theretosecure, the aggregate outstanding principal balance repayment of each advance made by Bank to or for any Borrower hereunder, with interest at the rate and calculated in the manner provided herein and in the Note, whether or not such advance was duly requested or authorized by any Borrower and whether or not any person requesting such advance was duly authorized to make such request. Subject to all of the Revolving Loan would exceed terms and conditions of this Agreement and the Total Commitment AmountOther Agreements, Borrowers may borrow, repay and reborrow hereunder until the Review Date. Each Revolving Loan All principal, all accrued and unpaid interest and all other sums and charges owing to Bank hereunder shall be due and payable on the Review Date without demand. Bank may, in the amount of Five Hundred Thousand Dollars ($500,000) or a multiple thereof. The Revolving Loan shall be evidenced by a Seventeenth Amended and Restated Revolving Credit Promissory Note given by the Borrower to the Bank in substantially the form of Exhibit F attached heretoits sole discretion, as amended and/or restated from time to time (the “Revolving Note”). The Revolving Note shall mature and be payable in full on September 1, 2010, unless accelerated or extended as described herein. The Revolving Note shall replace the Sixteenth Amended and Restated Revolving Credit Promissory Note dated as of September 27, 2005 given by the Borrower to the Bank (the “Prior Note”), and amounts outstanding under the Prior Note shall not be deemed cancelled or satisfiedagree, but only in writing, to extend the Review Date for such time and upon such terms and conditions as Bank shall be evidenced by the Revolving Note instead of by the Prior Note. If the outstanding principal balance of the Revolving Loan at any time exceeds the Total Commitment Amount, the Borrower shall immediately, without notice or demand, reduce the outstanding principal balance of the Revolving Loan such that the Total Commitment Amount is not exceeded. Upon request by the Borrower, the Bank may consider extensions of the Commitment Termination Date, but is not hereby committing determine in any way thereto. Upon any such extension, at the option of the Bank, the Borrower shall execute a new promissory note substantially identical to the Revolving Note, except reflecting the new Commitment Termination Date, which thereupon shall be the Revolving Note hereunder. Notwithstanding anything to the contrary herein, the Borrower covenants and agrees to pay down the outstanding balance of the Revolving Loan and the Revolving Note to Zero Dollars ($0) for not less than thirty (30) consecutive days during each of the Borrower’s fiscal years, commencing with the Borrower’s fiscal year beginning on June 3, 2002its sole discretion.

Revolving Loan. Subject to the terms and conditions of this Agreementhereof, and subject to there being no Event of Default (or event which might, with the giving of notice or the passage of time, mature into an Event of Default) by the Borrower hereunder, the Bank Lender agrees to lend and relend to the Borrower, upon request by the Borrower made to the Bank in the manner described in Sections 4(b) and (c) below, during the period from the date hereof to the earlier of (A) September 1, 2010, or the termination date of any extension hereof agreed to by the Borrower and the Bank as described below, or (B) the date of the occurrence of an Event of Default, unless waived by the Bank (the earlier of such dates being referred to herein as the “Commitment Termination Date”), a principal sum of up to Five Million Dollars ($5,000,000) make loans (the “Total Commitment AmountRevolving Credit Loans”), as the ) to Borrower may at Borrower’s request from time to time request during the term of this Agreement in an aggregate amount outstanding at any time for all Revolving Credit Loans not exceeding the following (as further adjusted pursuant to this Section 1.1(a), the “Maximum Amount”): the lesser of (i) the Lender’s Revolving Commitment and (ii) the Formula Amount. Lender may create and maintain additional reserves with respect to the Maximum Amount from time to time based on such credit and collateral considerations as Lender may deem appropriate in the reasonable good faith judgment of the Lender. Borrower may borrow, prepay (in whole or in part), and reborrow Revolving Credit Loans; provided that the principal amount of all Revolving Credit Loans outstanding at any one time will not exceed the Maximum Amount. If the amount of Revolving Credit Loans outstanding at any time exceeds the Maximum Amount, Borrower will immediately pay the amount of such excess to Lender in cash. In the event Borrower fails to pay such excess, Lender may, in its discretion, setoff such amount against any Borrower’s accounts at Lender. The Revolving Credit Loans will be evidenced by the Third Amended and Restated Revolving Note of Borrower of even date herewith and all amendments, extensions and renewals thereto and restatements and replacements thereof (“Revolving Credit Note”). The proceeds of the Revolving Credit Loans will be used after the Closing Date for working capital needs (the “Revolving Loan”)and other general business purposes; provided, however, that the Bank shall not be required to make, and the Borrower shall may not be entitled to receive, any Revolving Loan if, after giving effect thereto, use the aggregate outstanding principal balance proceeds of the Revolving Loan would exceed Credit Loans to repay the Total Commitment Amount. Each Revolving Loan hereunder shall be in the amount of Five Hundred Thousand Dollars ($500,000) or a multiple thereof. The Revolving Loan shall be evidenced by a Seventeenth Amended and Restated Revolving Credit Promissory Note given by the Borrower to the Bank in substantially the form of Exhibit F attached hereto, as amended and/or restated from time to time (the “Revolving Note”). The Revolving Note shall mature and be payable in full on September 1, 2010, unless accelerated or extended as described herein. The Revolving Note shall replace the Sixteenth Amended and Restated Revolving Credit Promissory Note dated as of September 27, 2005 given by the Borrower to the Bank (the “Prior Note”), and amounts outstanding under the Prior Note shall not be deemed cancelled or satisfied, but shall be evidenced by the Revolving Note instead of by the Prior Note. If the outstanding principal balance of the Revolving Loan at any time exceeds the Total Commitment Amount, the Borrower shall immediately, without notice or demand, reduce the outstanding principal balance of the Revolving Loan such that the Total Commitment Amount is not exceeded. Upon request by the Borrower, the Bank may consider extensions of the Commitment Termination Date, but is not hereby committing in any way thereto. Upon any such extension, at the option of the Bank, the Borrower shall execute a new promissory note substantially identical to the Revolving Note, except reflecting the new Commitment Termination Date, which thereupon shall be the Revolving Note hereunder. Notwithstanding anything to the contrary herein, the Borrower covenants and agrees to pay down the outstanding balance of the Revolving Loan and the Revolving Note to Zero Dollars ($0) for not less than thirty (30) consecutive days during each of the Borrower’s fiscal years, commencing with the Borrower’s fiscal year beginning on June 3, 2002Subordinated Indebtedness.

Revolving Loan. Subject to the terms and conditions of this Agreement, and subject to there being no Event of Default (or event which might, with the giving of notice or the passage of time, mature into an Event of Default) by the Borrower hereunder, the Bank agrees to lend and relend to the Borrower, upon request by the Borrower made to the Bank in the manner described in Sections 4(b) and (c) below, during the period from the date hereof to the earlier of (A) September 1April 15, 20102012, or the termination date of any extension hereof agreed to by the Borrower and the Bank as described below, or (B) the date of the occurrence of an Event of Default, unless waived by the Bank (the earlier of such dates being referred to herein as the “Revolver Commitment Termination Date”), a principal sum of up to Five Million Dollars ($5,000,000) (the “Total Revolver Commitment Amount”), as the Borrower may from time to time request for the Borrower’s working capital needs (the “Revolving Loan”); provided, however, that the Bank shall not be required to make, and the Borrower shall not be entitled to receive, any Revolving Loan if, after giving effect thereto, the aggregate outstanding principal balance of the Revolving Loan would exceed the Total Revolver Commitment Amount. Each Revolving Loan hereunder shall be in the amount of Five Hundred Thousand Dollars ($500,000) or a multiple thereof. The Revolving Loan shall be evidenced by a Seventeenth Nineteenth Amended and Restated Revolving Credit Promissory Note given by the Borrower to the Bank in substantially the form of Exhibit F H attached hereto, as amended and/or restated from time to time (the “Revolving Note”). The Revolving Note shall mature and be payable in full on September 1April 15, 20102012, unless accelerated or extended as described herein. The Revolving Note shall replace the Sixteenth Eighteenth Amended and Restated Revolving Credit Promissory Note dated as of September 27October 21, 2005 2009 given by the Borrower to the Bank (the “Prior Note”), and amounts outstanding under the Prior Note shall not be deemed cancelled or satisfied, but shall be evidenced by the Revolving Note instead of by the Prior Note. If the outstanding principal balance of the Revolving Loan at any time exceeds the Total Revolver Commitment Amount, the Borrower shall immediately, without notice or demand, reduce the outstanding principal balance of the Revolving Loan such that the Total Revolver Commitment Amount is not exceeded. Upon request by the Borrower, the Bank may consider extensions of the Revolver Commitment Termination Date, but is not hereby committing in any way thereto. Upon any such extension, at the option of the Bank, the Borrower shall execute a new promissory note substantially identical to the Revolving Note, except reflecting the new Revolver Commitment Termination Date, which thereupon shall be the Revolving Note hereunder. Notwithstanding anything to the contrary herein, the Borrower covenants and agrees to pay down the outstanding balance of the Revolving Loan and the Revolving Note to Zero Dollars ($0) for not less than thirty (30) consecutive days during each of the Borrower’s fiscal years, commencing having commenced with the Borrower’s fiscal year beginning on June 3, 2002.

Revolving Loan. Subject to the terms and conditions of this Agreementto, and subject to there being upon the terms, conditions, covenants and agreements contained herein, and in reliance upon the covenants, agreements, representations and warranties of Borrowers set forth herein, and provided that at the time of any proposed borrowing hereunder no Event of Default (or event which mightexists, with the giving of notice or the passage of time, mature into an Event of Default) by the Borrower hereunder, the Bank agrees to lend to Borrowers, and relend to the BorrowerBorrowers may borrow, upon request by the Borrower made to the Bank in the manner described in Sections 4(b) repay and (c) belowreborrow, during the period from the date hereof to the earlier of (A) September 1, 2010, or the termination date of at any extension hereof agreed to by the Borrower time and the Bank as described below, or (B) the date of the occurrence of an Event of Default, unless waived by the Bank (the earlier of such dates being referred to herein as the “Commitment Termination Date”), a principal sum of up to Five Million Dollars ($5,000,000) (the “Total Commitment Amount”), as the Borrower may from time to time request for prior to the Borrower’s working capital needs Revolving Loan Maturity Date (in the “form of Revolving Loan”Credit Advances or of letters of credit issued on behalf of Borrowers) up to, but not exceeding, an aggregate amount (including the outstanding principal balance of all Revolving Credit Advances and the face amounts of all outstanding letters of credit); provided, howeverequal to the lesser of Ten Million and No/100 Dollars ($10,000,000.00) or the Borrowing Base. Each Revolving Credit Advance shall be evidenced by the Revolving Note. Notwithstanding any provision of this Agreement or of the Revolving Note to the contrary, that the Bank shall not be required to makemake any Advance under the Revolving Note which would result, together with the face amounts of all letters of credit issued by Bank, in an aggregate amount outstanding thereunder in excess of the Borrowing Base. Except to the extent prohibited by law, any such payment shall be considered an Advance under the Revolving Loan. All letters of credit to be issued hereunder shall be at the sole discretion of, and upon such terms as are reasonably acceptable to, Bank and subject to the provisions of Section 2.7 hereof. Bank’s business records shall be prima facie evidence of the unpaid principal amount of the Revolving Note, and the Borrower amount of accrued but unpaid interest. The principal of and interest to accrue on the Revolving Note shall not be entitled to receive, any Revolving Loan if, after giving effect thereto, due and payable as follows: Accrued but unpaid interest on the aggregate outstanding unpaid principal balance of the Revolving Loan would exceed Note shall be due and payable monthly as it accrues, beginning on July 1, 2023, and continuing regularly and monthly on the Total Commitment Amount. Each first (1st) day of each month thereafter until the Revolving Loan hereunder shall be in Maturity Date, at which time the outstanding principal amount of Five Hundred Thousand Dollars ($500,000) or a multiple thereof. The Revolving Loan shall be evidenced by a Seventeenth Amended and Restated Revolving Credit Promissory Note given by advanced under the Borrower to the Bank in substantially the form of Exhibit F attached hereto, as amended and/or restated from time to time (the “Revolving Note”). The Revolving Note , together with all accrued but unpaid interest, shall mature and be payable in full on September 1, 2010, unless accelerated or extended as described hereinfinally due and payable. The Revolving Note shall replace the Sixteenth Amended and Restated All Revolving Credit Promissory Note dated as of September 27, 2005 given by the Borrower to the Bank (the “Prior Note”)Advances, and amounts outstanding under the Prior Note shall not be deemed cancelled or satisfiedall renewals, but shall be evidenced by the Revolving Note instead extensions, modifications and rearrangements of by the Prior Note. If the outstanding principal balance of the Revolving Loan at any time exceeds the Total Commitment Amount, the Borrower shall immediately, without notice or demand, reduce the outstanding principal balance of the Revolving Loan such that the Total Commitment Amount is not exceeded. Upon request by the Borrower, the Bank may consider extensions of the Commitment Termination Date, but is not hereby committing in any way thereto. Upon any such extension, at the option of the Bank, the Borrower shall execute a new promissory note substantially identical to the Revolving Note, except reflecting the new Commitment Termination Dateif any, which thereupon shall be deemed to have been made pursuant to this Agreement and, accordingly, shall be subject to the terms, conditions and provisions hereof, and Borrowers shall be deemed to have ratified, as of the date of each Revolving Credit Advance and each renewal, extension, modification or rearrangement, all of the representations, covenants, warranties, promises and agreements set forth herein as of such date. Bank shall never be required to modify, renew, extend or rearrange the Revolving Note hereunder. Notwithstanding anything to the contrary hereinNote, the Borrower covenants and agrees to pay down the outstanding balance regardless of the Revolving Loan and the Revolving Note to Zero Dollars ($0) for not less than thirty (30) consecutive days during each of the Borrower’s fiscal years, commencing with the Borrower’s fiscal year beginning on June 3, 2002whether any Default has ever occurred.

Revolving Loan. Subject Under and subject to the terms and -------------- conditions of this Agreement and within the Revolving Loan Limit and as requested by an authorized officer of Borrower from time to time through but not including the Revolving Loan Termination Date, Bank hereby establishes a Revolving Loan facility (the "Revolving Loan") pursuant to which Bank will from time to time make cash advances to and issue Letters of Credit for the account of Borrower. Unless sooner terminated pursuant to any other provision of this Agreement, and subject to there being no Event of Default (or event which might, with the giving of notice or the passage of time, mature into an Event of Default) by the Borrower hereunder, the Bank agrees to lend and relend to the Borrower, upon request by the Borrower made to the Bank in the manner described in Sections 4(b) and (c) below, during the period from the date hereof to the earlier of (A) September 1, 2010, or the termination date of any extension hereof agreed to by the Borrower Revolving Loan will terminate and the Bank as described below, or (B) the date of the occurrence of an Event of Default, unless waived by the Bank (the earlier of such dates being referred to herein as the “Commitment Termination Date”), a principal sum of up to Five Million Dollars ($5,000,000) (the “Total Commitment Amount”), as the Borrower may from time to time request for the Borrower’s working capital needs (the “Revolving Loan”); provided, however, that the Bank shall not be required to make, and the Borrower shall not be entitled to receive, any Revolving Loan if, after giving effect thereto, the aggregate outstanding entire principal balance of the Revolving Loan would exceed the Total Commitment Amount. Each Revolving Loan hereunder Loan, together with all unpaid accrued interest thereon, shall be in the amount of Five Hundred Thousand Dollars ($500,000) or a multiple thereof. The Revolving Loan shall be evidenced by a Seventeenth Amended and Restated Revolving Credit Promissory Note given by the Borrower to the Bank in substantially the form of Exhibit F attached hereto, as amended and/or restated from time to time (the “Revolving Note”). The Revolving Note shall mature and be payable in full repaid on September 1, 2010, unless accelerated or extended as described herein. The Revolving Note shall replace the Sixteenth Amended and Restated Revolving Credit Promissory Note dated as of September 27, 2005 given by the Borrower to the Bank (the “Prior Note”), and amounts outstanding under the Prior Note shall not be deemed cancelled or satisfied, but shall be evidenced by the Revolving Note instead of by the Prior Note. If the outstanding principal balance of the Revolving Loan at any time exceeds the Total Commitment Amount, the Borrower shall immediatelyTermination Date, without notice or demand. This shall include, reduce as to Letters of Credit outstanding on the Revolving Loan Termination Date, payment by Borrower to Bank on the Revolving Loan Termination Date of cash or cash equivalents acceptable to Bank in an amount equal to the face amount of all outstanding Letters of Credit. Each advance under the Revolving Loan shall be made or issued following the giving of notice by an authorized officer of Borrower to Bank (which notice shall, subject to the provisions of Sections 2.04(A)(v) and 2.11 hereof, be given not later than one (1) Business Day preceding the Business Day on which such cash advance is required and not later than three (3) Business Days preceding the Business Day on which such Letter of Credit is required), specifying the date of borrowing and the amount thereof. Subject to the provisions of Section 2.04(B)(2)(iii) hereof, cash advance shall be in multiples of $1,000.00. Requests for advances may be made via telecopy or telephonically, and Bank shall be fully justified in relying thereon. Upon fulfillment of all applicable conditions to such advance set forth herein, Bank will make such funds available to the Borrower at Bank's main office by depositing same in Borrower's deposit account with Bank or issuing such Letter of Credit. The outstanding principal balance of under the Revolving Loan such that the Total Commitment Amount is not exceeded. Upon request may fluctuate from time to time, to be reduced by the repayments made by Borrower, the Bank may consider to be increased by future loans, advances and extensions of the Commitment Termination Date, but is not hereby committing in any way thereto. Upon any such extension, at the option of the credit which may be made by Bank, to or for the Borrower shall execute a new promissory note substantially identical to the Revolving Note, except reflecting the new Commitment Termination Date, which thereupon shall be the Revolving Note hereunder. Notwithstanding anything to the contrary herein, the Borrower covenants and agrees to pay down the outstanding balance benefit of the Revolving Loan and the Revolving Note to Zero Dollars ($0) for not less than thirty (30) consecutive days during each of the Borrower’s fiscal years, commencing with the Borrower’s fiscal year beginning on June 3, 2002.

Revolving Loan. Subject to the terms and conditions of this AgreementAgreement and in reliance upon the representations and warranties of the Borrowers herein set forth, and subject to there being no Event of Default (or event which mighteach Lender agrees, with the giving of notice or the passage of timeseverally but not jointly, mature into an Event of Default) by the Borrower hereunder, the Bank agrees to lend to Borrowers from time to time such Lender's Pro Rata Share of the Revolving Loan. The Revolving Loan Commitment is the U.S. Dollar Equivalent of One Hundred Fifteen Million Dollars ($115,000,000). Amounts borrowed under this subsection 2.1(B) may be repaid and relend to the Borrower, upon request by the Borrower made to the Bank in the manner described in Sections 4(b) and (c) below, during the period from the date hereof reborrowed at any time prior to the earlier of (Ai) September 1, 2010, or the termination date of the Revolving Loan Commitment pursuant to Section 8.3 and (ii) the Termination Date. No Lender shall have any extension hereof agreed obligation to by make advances under this subsection 2.1(B) to the Borrower and extent any requested advance would cause the Bank as described below, balance of the U.S. Dollar Equivalent of all Revolving Loans then outstanding to exceed (i) the Overall Maximum Available Revolving Loan Amount or (Bii) (x) the date TNFI Maximum Available Revolving Loan Amount in the case of a requested advance to TNFI, (y) the occurrence TNFE Maximum Available Revolving Loan Amount in the case of an Event a requested advance to TNFE or (z) the TNFHK Maximum Available Revolving Loan Amount in the case of Defaulta requested advance to TNFHK; provided that Lenders may, unless waived by in their sole discretion, with the Bank (the earlier approval of such dates being referred to herein as the “Commitment Termination Date”), a principal sum of up to Five Million Dollars ($5,000,000) (the “Total Commitment Amount”), as the Borrower may all Lenders elect from time to time request for to make advances in excess of the Borrower’s working capital needs (the “Revolving Loan”); provided, however, that the Bank shall not be required to make, and the Borrower shall not be entitled to receive, any Overall Maximum Available Revolving Loan if, after giving effect theretoAmount, the aggregate outstanding principal balance of Applicable Available Maximum Revolving Loan Amount or the Revolving Loan would exceed Commitment. If advances in excess of the Total Commitment Amount. Each Overall Maximum Available Revolving Loan hereunder Amount and/or any Applicable Available Maximum Revolving Loan Amount are made pursuant to the approval of Lenders as set forth in the proviso to the preceding sentence, then for purposes of subsection 2.4(B)(1), the Overall Maximum Available Revolving Loan Amount and/or any Applicable Available Maximum Revolving Loan Amount shall be in deemed increased by such amount but only for so long as Lenders allow such Loans to be outstanding. Subject to the amount conditions of Five Hundred Thousand Dollars ($500,000) or a multiple thereof. The this Agreement, Revolving Loan Loans shall be evidenced by a Seventeenth Amended and Restated Revolving Credit Promissory Note given by made (i) at the Borrower to the Bank in substantially the form request of Exhibit F attached heretoTNFI for its account, as amended and/or restated from time to time requested in accordance with subsection 2.1(C), for which TNFI (and not the “Revolving Note”). The Revolving Note Foreign Subsidiaries) shall mature be obligated, and be payable (ii) at the request of either Foreign Subsidiary for its account, as requested in full on September 1, 2010, unless accelerated or extended as described herein. The Revolving Note shall replace the Sixteenth Amended and Restated Revolving Credit Promissory Note dated as of September 27, 2005 given by the Borrower to the Bank (the “Prior Note”accordance with subsection 2.1(C), and amounts outstanding under for which the Prior Note shall not be deemed cancelled or satisfied, but Foreign Subsidiaries shall be evidenced by the Revolving Note instead of by the Prior Notejointly and severally obligated. If the outstanding principal balance of the Each Applicable Maximum Available Revolving Loan at any time exceeds the Total Commitment Amount, the Borrower shall immediately, without notice or demand, reduce the outstanding principal balance of the Revolving Loan such that the Total Commitment Amount is not exceeded. Upon request by the Borrower, the Bank may consider extensions of the Commitment Termination Date, but is not hereby committing in any way thereto. Upon any such extension, at the option of the Bank, the Borrower shall execute a new promissory note substantially identical to the Revolving Note, except reflecting the new Commitment Termination Date, which thereupon shall be the Revolving Note hereunder. Notwithstanding anything computed weekly by reference to the contrary herein, the Borrower covenants and agrees a borrowing limit calculation submitted by TNFI to pay down the outstanding balance of the Revolving Loan and the Revolving Note Administrative Agent pursuant to Zero Dollars ($0) for not less than thirty (30) consecutive days during each of the Borrower’s fiscal years, commencing with the Borrower’s fiscal year beginning on June 3, 2002Section 5.1(F).