Overadvance Facility Clause Samples

Overadvance Facility. Subject to the satisfaction of all of the terms and conditions contained herein so long as no Default or Event of Default exists and no Qualifying Liquidity Event has occurred, Revolving Lenders and Term Lender shall make available to Borrowers on a several (but not joint basis) their Pro Rata Share of an overadvance facility (the "Overadvance Facility") during the period commencing on April 1, 2003 and ending on September 30, 2003. Borrowers shall only be permitted to receive Discretionary Overadvances under the Overadvance Facility only one time and only if (a) no initial public offering for any Borrower shall have occurred and (b) Consolidated EBITDA for the consecutive 12-fiscal month period ended on the last day of the most recently ended fiscal month for which Agent has received Borrowers' financial statements prepared and delivered in accordance with SECTION 9.6(A) hereof and as shown on such financial statements equaled or exceeded the amount set forth below for such period. No Discretionary Overadvance may be used by any Borrower to make any payment of Indebtedness permitted to be paid under SECTION 9.12(b)(iv) hereof. The aggregate amount of all Discretionary Overadvances made by Lenders under the Overadvance Facility shall not exceed $4,500,000, shall be secured by the Collateral and shall bear interest at a per annum rate equal to (i) the Interest Rate applicable to the Term Loan for any Discretionary Overadvances advanced by Term Lender, and (ii) a variable rate equal to four percent (4%) per annum in excess of the Adjusted Eurodollar Rate for any Discretionary Overadvances advanced by a Revolving Lender. Any Discretionary Overadvances advanced by a Revolving Lender shall be deemed to be Revolving Loans for all purposes of this Agreement, except as expressly provided in this SECTION 2.6 with respect to repayment and interest terms. All Discretionary Overadvances shall be payable, if not sooner paid, in equal weekly installments of one-twelfth of the aggregate amount of such Discretionary Overadvances, payable on Wednesday of each week commencing on the earlier of (A) the first Wednesday after the 180th day after the date on which such Discretionary Overadvance(s) are made or (B) October 1, 2003, and ending on the eleventh (11th) Wednesday after such commencement date; provided, that, if a Qualifying Liquidity Event occurs, all Discretionary Overadvances shall be due and payable in full at such time. If Borrowers elect to have Lenders make Disc...

Overadvance Facility. Notwithstanding the provisions of Section 1.1.1. hereof, Borrower may from time to time request Revolving Credit Loans which exceed the available Borrowing Base, but which, in addition to all Revolving Loans and Obligations does not exceed the Total Credit Facility. Lender agrees, for so long as no Default or Event of Default exists and if requested by Borrower until the earlier of the date of receipt by Borrower of the Equity Injection or June 30, 2005, to permit an Overadvance of not more than $500,000 (“Overadvance Limit”). Borrower agrees that, notwithstanding the existence of any Availability, the first $500,000 extended to Borrower above the outstanding balance after the Effective Date will be deemed an Overadvance.

Overadvance Facility. (a) The Term Loan B Agent, in its discretion, may make additional advances ("Protective Overadvances") of up to $5,000,000 available to Borrowers in accordance with the terms and conditions hereof. Any amount of the Protective Overadvances that is repaid prior to the Maturity Date (as defined below) may not be reborrowed.

Overadvance Facility. (a). MAXIMUM OVERADVANCE AMOUNT. As of any date of determination, the sum of the Overadvances shall not exceed the Maximum Overadvance Amount then in effect. Each Overadvance outstanding from time to time shall bear interest calculated by reference to the Base Rate pursuant to ss.2.5.

Overadvance Facility. Subject to all of the terms and -------------------- conditions of this Agreement, the Lenders agree to provide to Borrowers the Overadvance Facility." (d) Section 3.1 is hereby amended in its entirety to read as follows: -----------

Overadvance Facility. Subject to the terms of this Agreement, DFS agrees, for so long as no Default exists, to provide Borrower, and Borrower agrees to accept, overadvance financing for the purposes described herein (each advance being an "Overadvance Loan"), up to an aggregate unpaid principal amount not to exceed at any time Three Million Dollars ($3,000,000), on and subject to the following terms and conditions (the "Overadvance Facility"): (a) An Overadvance Loan may be made to satisfy Borrower's working capital needs to the extent they exceed the formula-determined Borrowing Base; (b) An Overadvance Loan may also be made to satisfy Borrower's Obligations to the extent that as of the date of any Monthly Report, (i) the principal amount of Loans hereunder (exclusive of the principal amount of any outstanding Overadvance Loans), exceeds (ii) the Borrowing Base plus one hundred percent (100%) of the total aggregate wholesale invoice price of all of

Overadvance Facility. Notwithstanding the terms and conditions of that certain First Amendment to Financing Agreement and Waiver between the Companies and CIT, the Companies hereby agree that the Overadvance Facility (as defined therein) shall be reduced to zero, repaid in full and terminated as of the Amendment Effective Date.

Overadvance Facility. Subject to the terms of this Agreement, Lender agrees, for so long as no Event of Default exists, to provide Borrower, and Borrower agrees to accept, overadvance financing for the purposes described herein (each advance being an "Overadvance Loan"), up to an aggregate unpaid principal amount not to exceed at any time Three Million Dollars ($3,000,000), on and subject to the following terms and conditions (the "Overadvance Facility"): (a) An Overadvance Loan may be made to satisfy Borrower's working capital needs to the extent they exceed the formula-determined Borrowing Base; (b) Each Overadvance Loan shall be due and payable in accordance with the terms of this Agreement and shall constitute Obligations secured by the Collateral; (c) No Guaranty shall be in default and each shall be in full force and effect at the time any Overadvance Loan is made; (d) Borrower will pay Lender interest on the principal amount of any Overadvance Loan outstanding at the rates provided for Loans herein; and (e) Except as provided to the contrary in clauses (a) through (d) above, Overadvance Loans pursuant to this Section 2.12 shall be subject to all other terms and conditions of this Agreement. Notwithstanding anything else herein, the total outstanding principal amount of all Loans under this Agreement shall not at any time exceed $35,000,000."

Overadvance Facility. So long as no Potential Default or Event of Default exists, Borrowers shall be entitled to exceed the Borrowing Base Limitation, but not the Revolving Credit Commitments, by Six Million Dollars ($6,000,000.00) from May 1 through June 30 of each year and from October 1 through October 31 of each year, and by Nine Million Dollars ($9,000,000.00) from July 1 through September 30 of each year (collectively, the "Overadvance Periods" and the amounts outstanding the "Overadvance Amounts"). During the Overadvance Periods, Borrowers shall be entitled to utilize the increased availability under the Borrowing Base in the same manner and subject to the same limitations set forth herein applicable to the Revolving Credit Commitments in effect during the remainder of the year. The Overadvance Facility shall terminate and all outstanding principal and interest due thereon shall terminate immediately upon the closing of an initial public offering of common or preferred shares or any other equity offering of any Borrower.