Common use of Requests for Advances Clause in Contracts

Requests for Advances. Any request by the Company for Committed Loans or Swingline Loans shall be made to the Agent by telephone, promptly confirmed by giving the Agent a Notice of Borrowing, Continuation or Conversion, and (i) must be received by the Agent not later than 12:00 noon (Minneapolis time) three Eurocurrency Business Days prior to the requested Borrowing Date if the Loans are requested as Eurocurrency Rate Advances or as Advances denominated in Alternate Currencies, (ii) not later than 12:00 noon (Minneapolis time) on the requested Borrowing Date if the Loans are requested as Prime Rate Advances and (iii) not later than 2:00 p.m. (Minneapolis time) on the requested Borrowing Date if the Loans are requested as Swingline Loans. Each request to borrow hereunder shall be irrevocable and shall be deemed a representation by the Company that on the requested Borrowing Date and after giving effect to the requested Loans the applicable conditions specified in Section 2.1 and Article III have been and will be satisfied. Each request to borrow hereunder shall specify (a) the requested Borrowing Date, (b) the aggregate amount of Loans to be made on such date, which shall be in a minimum amount of (i) $5,000,000 or an integral multiple of $500,000 in excess thereof, to the extent such Loans are to be funded as Eurocurrency Rate Advances or in an Alternate Currency, (ii) $2,000,000 or an integral multiple of $500,000 in excess thereof to the extent such Loans are to be funded as Prime Rate Advances or (iii) $1,000,000 or an integral multiple of $250,000 in excess thereof to the extent such Loans are to be funded as Swingline Loans, (c) whether such Loans are to be made as Prime Rate Advances, as Eurocurrency Rate Advances, as Swingline Loans or in Alternate Currencies (and, if such Loans are to be denominated in more than one currency choice, specifying the amount per currency), and (d) in the case of Eurocurrency Rate Advances, the duration of the initial Interest Period applicable thereto. Without in any way limiting the Company’s obligation to confirm in writing any telephone request to borrow hereunder, the Agent may rely on any such request which it believes in good faith to be genuine; and the Company hereby waives any claim against the Agent or the Lenders based on a dispute with the Agent’s record of the terms of such request.

Requests for Advances. Any request by the Company for Committed Loans or Swingline Loans shall be made to the Agent by telephone, promptly confirmed by giving the Agent a Notice of Borrowing, Continuation or Conversion, and (i) must be received by the Agent not later than 12:00 noon (Minneapolis New York time) three Eurocurrency Eurodollar Business Days prior to the requested Borrowing Date if the Loans are requested as Eurocurrency Eurodollar Rate Advances or as Advances denominated in Alternate Currencies, and (ii) not later than 12:00 noon (Minneapolis New York time) on the requested Borrowing Date if the Loans are requested as Prime Rate Advances and (iii) not later than 2:00 p.m. (Minneapolis time) on the requested Borrowing Date if the Loans are requested as Swingline LoansAdvances. Each request to borrow hereunder shall be irrevocable and shall be deemed a representation by the Company that on the requested Borrowing Date and after giving effect to the requested Loans the applicable conditions specified in Section 2.1 and Article III have been and will be satisfied. Each request to borrow hereunder shall specify (a) the requested Borrowing Date, (b) the aggregate amount of Loans to be made on such date, which shall be in a minimum amount of (i) $5,000,000 or an integral multiple of $500,000 in excess thereof, to the extent such Loans are to be funded as Eurocurrency Eurodollar Rate Advances or in an Alternate Currency, (ii) $2,000,000 or an integral multiple of $500,000 in excess thereof to the extent such Loans are to be funded as Prime Rate Advances or (iii) $1,000,000 or an integral multiple of $250,000 in excess thereof to the extent such Loans are to be funded as Swingline LoansAdvances, (c) whether such Loans are to be made as Prime Rate Advances, Advances or as Eurocurrency Eurodollar Rate Advances, as Swingline Loans or in Alternate Currencies (and, if such Loans are to be denominated in more than one currency choice, specifying the amount per currency), and (d) in the case of Eurocurrency Eurodollar Rate Advances, the duration of the initial Interest Period applicable thereto. Without in any way limiting the Company’s obligation to confirm in writing any telephone request to borrow hereunder, the Agent may rely on any such request which it believes in good faith to be genuine; and the Company hereby waives any claim against the Agent or the Lenders based on a dispute with the Agent’s record of the terms of such request.

Requests for Advances. Any request by an Authorized Representative of the Company Borrower for Committed Loans or Swingline Loans an Advance hereunder shall be made in writing or by telephone and must be given on behalf of the Borrower so as to the Agent by telephone, promptly confirmed by giving the Agent a Notice of Borrowing, Continuation or Conversion, and (i) must be received by the Agent not later than 12:00 noon 10:00 A.M. (Minneapolis Denver time) three Eurocurrency two Business Days prior to the requested Borrowing Date date of Advance if the Loans are Advance (or any portion thereof) is requested as Eurocurrency a Eurodollar Rate Advances or as Advances denominated in Alternate Currencies, (ii) Loan and not later than 12:00 noon 1:00 P.M. (Minneapolis Denver time) on the requested Borrowing Date date of Advance if the Loans are Advance is requested as Prime a Base Rate Advances and (iii) not later than 2:00 p.m. (Minneapolis time) on the requested Borrowing Date if the Loans are requested as Swingline LoansLoan. Each request to borrow for an Advance hereunder shall be irrevocable and shall be deemed a representation by the Company Borrower that on the requested Borrowing Date date of Advance and after giving effect to the requested Revolving Loans the applicable conditions specified in Section 2.1 and Article III 6 have been and will be satisfied. Each request to borrow for an Advance hereunder shall specify (ai) the requested Borrowing Datedate of Advance, (bii) the aggregate amount of Loans the Advance to be made on such date, date which shall be in a the minimum amount of amounts set forth in 2.1(d), (iiii) $5,000,000 or an integral multiple of $500,000 in excess thereof, to whether the extent such Loans Advances are to be funded as Eurocurrency Eurodollar Rate Advances or in an Alternate Currency, (ii) $2,000,000 or an integral multiple of $500,000 in excess thereof to the extent such Loans are to be funded as Prime Rate Advances or (iii) $1,000,000 or an integral multiple of $250,000 in excess thereof to the extent such Loans are to be funded as Swingline Loans, (c) whether such Loans are to be made as Prime Rate Advances, as Eurocurrency Rate Advances, as Swingline Loans or in Alternate Currencies Base Rate Loans (and, if such Loans are Advance is to be denominated in made with more than one currency applicable interest rate choice, specifying the amount per currency), amounts to which each interest rate choice is applicable) and (div) in the case of Eurocurrency Eurodollar Rate Advances, the duration of the initial Interest Period applicable thereto. Without in any way limiting the Company’s obligation to confirm in writing any telephone request to borrow hereunder, the The Agent may rely on any such telephone request for Revolving Loans hereunder which it believes in good faith to be genuine; and the Company Borrower hereby waives any claim against the Agent or the Lenders based on a right to dispute with the Agent’s 's record of the terms of such telephone request. The Agent shall promptly notify each other Lender of the receipt of such request, the matters specified therein, and of such Lender's ratable share of the requested Advance.

Requests for Advances. Any (a) Borrower shall, not later than the tenth (10th) Banking Day preceding the date of any requested Advance, submit to Lender a request by for Advance, substantially in the Company for Committed Loans or Swingline Loans shall be made to the Agent by telephoneform of Exhibit C attached hereto, promptly confirmed by giving the Agent a Notice of Borrowing, Continuation or Conversion, and setting forth (i) must the date requested for such Advance (a "Disbursement Date"), which date shall be received by the Agent not later than 12:00 noon (Minneapolis time) three Eurocurrency Business Days prior to the requested Borrowing Date if the Loans are requested as Eurocurrency Rate Advances or as Advances denominated in Alternate Currenciesa Banking Day, (ii) not later than 12:00 noon (Minneapolis time) on the amount of the requested Borrowing Date if Advance, which amount shall be in the Loans are requested as Prime Rate Advances and minimum amount of Five Million Dollars ($5,000,000); provided that any amount drawn in excess of the Five Million Dollars ($5,000,000) shall be drawn in multiples of One Hundred Thousand Dollars ($100,000); provided further that the final Advance shall not be subject to any such threshold, (iii) not later the use of proceeds from the Advance requested, including an updated Project budget, and (iv) the account of the Borrower in New York, or such other account as the Borrower may direct, to which the proceeds of such Advance are to be credited. No more than 2:00 p.m. one (Minneapolis time1) Advance shall be made in any calendar month (i.e., the next Advance after the initial Advance on November 22, 2002 shall be no earlier than December 22, 2002); provided however that the Borrower is permitted to request an interim Advance up to a maximum aggregate principal amount equal to Twelve Million Dollars ($12,000,000) on the requested Borrowing Date if the Loans are requested as Swingline Loansor prior to December 6, 2002. Each The submission of a request for an Advance shall constitute Borrower's irrevocable commitment to borrow hereunder shall be irrevocable and shall be deemed a representation by the Company that such amount on the requested Borrowing Date and after giving effect to the requested Loans the applicable conditions specified in Section 2.1 and Article III have been and will be satisfied. Each request to borrow hereunder shall specify (a) the requested Borrowing such Disbursement Date, . (b) All Advance requests shall be accompanied by a certificate of the aggregate amount Chief Executive Officer and the Chief Financial Officer of Loans the Borrower which shall (i) approve the payment to be made on with the proceeds of such date, which shall be in a minimum amount of (i) $5,000,000 or an integral multiple of $500,000 in excess thereof, to the extent such Loans are to be funded as Eurocurrency Rate Advances or in an Alternate CurrencyAdvance, (ii) $2,000,000 or state the purposes for which such Advance is required (including an integral multiple of $500,000 in excess thereof to the extent such Loans are to be funded as Prime Rate Advances or updated Project budget), (iii) $1,000,000 or an integral multiple of $250,000 in excess thereof confirm that such payment is for Approved Costs actually incurred or, subject to the extent such Loans are Lender's reasonable approval, to be funded as Swingline Loansincurred by Borrower, (civ) whether such Loans are certify the cost and status of invoiced work, (v) indicate the payee(s) to be made as Prime Rate Advancespaid by Borrower with the proceeds of such Advance and (vi) attach copies of such requisitions, certificates, releases and waivers of liens, approvals and supporting invoices or bills, as Eurocurrency Rate Advancesare applicable to such Advance, as Swingline Loans or in Alternate Currencies (and, if such Loans are each case in form and substance reasonably satisfactory to be denominated in more than one currency choice, specifying the amount per currency), and (d) in the case of Eurocurrency Rate Advances, the duration of the initial Interest Period applicable thereto. Without in any way limiting the Company’s obligation Lender from time to confirm in writing any telephone request to borrow hereunder, the Agent may rely on any such request which it believes in good faith to be genuine; and the Company hereby waives any claim against the Agent or the Lenders based on a dispute with the Agent’s record of the terms of such requesttime.

Requests for Advances. Any request by (a) Subject to the Company for Committed Loans terms and conditions of this Agreement, a Borrower may obtain Base Rate Advances or Swingline Loans M/M Rate Advances in the principal amount of $1,000,000 or some greater integral multiple of $100,000, and Eurocurrency Advances in the approximate principal amount of $1,000,000 or some greater integral multiple of $100,000, or the equivalent thereof in an Optional Currency from the Banks from time to time from and after the date hereof, but not after the Commitment Expiry Date. Each Borrowing shall be consist of Advances of the same type and in the same currency made to the Agent Borrower of such Advances on the same day by telephonethe Banks ratably (except as otherwise expressly permitted in Sections 2.8(a) and 2A hereof). (b) Whenever a Borrower desires and is entitled hereunder to receive any Advance, promptly confirmed by giving such Borrower and Dynatech shall provide notice of the proposed Borrowing to the Agent a Notice of Borrowing, Continuation in writing or Conversionby telephone confirmed immediately in writing by such Borrower and Dynatech, and (i) must be received by the Agent shall promptly notify each of the Banks thereof, in the case of a Base Rate Advance not later than 12:00 noon 10:00 a.m., Boston time, on the Business Day immediately preceding the Borrowing Date; and in the case of a Eurocurrency Advance not later than 11:00 a.m., London time, three (Minneapolis time3) three Eurocurrency Business Days prior to the requested Borrowing Date if Rate-fixing Day with respect to such Advance. In the Loans are requested as Eurocurrency case of a M/M Rate Advances or as Advances denominated Advance, the Borrower of such Advance and Dynatech shall notify the Banks in Alternate Currencies, (ii) not later than 12:00 noon (Minneapolis time) on the requested Borrowing Date if the Loans are requested as Prime Rate Advances and (iii) not later than 2:00 p.m. (Minneapolis time) on the requested Borrowing Date if the Loans are requested as Swingline Loansaccordance with Section 2A hereof. Each request to borrow hereunder shall be irrevocable and shall be deemed a representation by the Company that on the requested Borrowing Date and after giving effect to the requested Loans the applicable conditions specified in Section 2.1 and Article III have been and will be satisfied. Each request to borrow hereunder All such notices shall specify (ai) the requested Borrowing Date, Date (bwhich must be a Business Day) and the aggregate amount of Loans such Advance, stated either in Dollars or, subject to be made on such datess.2.8 hereof, which shall be in a minimum amount of (i) $5,000,000 or an integral multiple of $500,000 in excess thereof, to the extent such Loans are to be funded as Eurocurrency Rate Advances or in an Alternate Optional Currency, (ii) $2,000,000 with respect to a Eurocurrency Advance or an integral multiple of $500,000 in excess thereof to the extent such Loans are to be funded as Prime a M/M Rate Advances or (iii) $1,000,000 or an integral multiple of $250,000 in excess thereof to the extent such Loans are to be funded as Swingline LoansAdvance, (c) whether such Loans are to be made as Prime Rate Advances, as Eurocurrency Rate Advances, as Swingline Loans or in Alternate Currencies (and, if such Loans are to be denominated in more than one currency choice, specifying the amount per currency), and (d) in the case of Eurocurrency Rate Advances, the duration of the initial Interest Period of such Advance, and (iii) the applicable thereto. Without in any way limiting Borrower's bank account to which payment of the Company’s obligation to confirm in writing any telephone request to borrow hereunder, the Agent may rely on any such request which it believes in good faith proceeds thereof is to be genuine; made. (c) Each Advance shall mature and become due and payable in full on the Company hereby waives last day of each Interest Period for such Advance (whether such Interest Period commenced upon an initial borrowing or upon any claim against the Agent conversion or the Lenders based on a dispute with the Agent’s record of the terms of such requestcontinuation pursuant to Sections 2.8 and 2.

Requests for Advances. Any request by the Company for Committed Loans or Swingline Loans (a) Each Advance shall be made to upon the irrevocable request of Borrower received by Agent by telephone12:00 p.m. noon, promptly confirmed by giving New York time, on the Agent a Notice Borrowing Date therefor in the case of Borrowing, Continuation or Conversion, Reference Rate Advances and three (i3) must be received by the Agent not later than 12:00 noon (Minneapolis time) three Eurocurrency Business Banking Days prior to the requested Borrowing Date if therefor in the Loans are requested as Eurocurrency case of Eurodollar Rate Advances or as Advances denominated in Alternate CurrenciesAdvances, specifying: (iii) not later than 12:00 noon (Minneapolis time) on the requested Borrowing Date if the Loans are requested as Prime Rate Advances and (iii) not later than 2:00 p.m. (Minneapolis time) on the requested Borrowing Date if the Loans are requested as Swingline Loans. Each request to borrow hereunder shall be irrevocable and shall be deemed a representation by the Company that on the requested Borrowing Date and after giving effect to the requested Loans the applicable conditions specified in Section 2.1 and Article III have been and will be satisfied. Each request to borrow hereunder shall specify (a) the requested Borrowing Date, (b) the aggregate amount of Loans to be made on for such dateAdvance, which shall be in a minimum Banking Day; (ii) the amount of such Advance; (iiii) $5,000,000 or an integral multiple of $500,000 in excess thereof, to whether the extent such Loans are Advance is to be funded as Eurocurrency of Reference Rate Advances, Eurodollar Rate Advances or in an Alternate Currency, a combination thereof; (iiiv) $2,000,000 if the Advance is to consist entirely or an integral multiple partly of $500,000 in excess thereof to the extent such Loans are to be funded as Prime Rate Advances or (iii) $1,000,000 or an integral multiple of $250,000 in excess thereof to the extent such Loans are to be funded as Swingline Loans, (c) whether such Loans are to be made as Prime Rate Advances, as Eurocurrency Rate Advances, as Swingline Loans or in Alternate Currencies (and, if such Loans are to be denominated in more than one currency choice, specifying the amount per currency), and (d) in the case of Eurocurrency Eurodollar Rate Advances, the duration amount of such Eurodollar Rate Advances and the length of the initial Interest Period applicable theretotherefor; and (v) the account of Borrower with Agent for the deposit of the proceeds of such Advance. Without in any way limiting Notwithstanding the Company’s obligation foregoing, all Advances to confirm be made on the Closing Date shall be Reference Rate Advances. (b) Each request for a Advance may be made in writing any telephone request to borrow hereunderor by telephone, the Agent may rely on provided, however, that any such telephonic request which it believes shall be confirmed immediately by telecopier and also in good faith writing delivered to Agent by Borrower not more than three (3) Banking Days after the date such telephonic request is made, provided, however, that telephonic requests shall be genuine; and subject to the Company hereby waives any claim against indemnity provisions set forth in Section 9.07 hereof. 28 (c) Upon receipt of such borrowing request, Agent shall promptly notify Lenders thereof. (d) Each Reference Rate Advance hereunder shall be in the Agent minimum aggregate amount of One Million Dollars ($1,000,000) or in integral multiples of Five Hundred Thousand Dollars ($500,000) in excess thereof (or, if the Lenders based excess of the Revolving Credit Commitments then in effect over the aggregate principal amount of all Advances then outstanding is less than $1,000,000, such lesser amount). Each Eurodollar Rate Advance shall be in the minimum aggregate amount of Five Million Dollars ($5,000,000) or in integral multiples of One Million Dollars ($1,000,000) in excess thereof. (e) Each Advance shall be made on a dispute with the Agentpro rata basis by all Lenders having Revolving Credit Commitments, and each Lender’s record portion of the terms each Advance shall be equal to its Commitment Percentage of such requestAdvance.

Requests for Advances. Any request by (a) As long as the Company for Committed Loans or Swingline Loans shall provisions of the Autopay Agreement related to automatic advances are in effect, Advances which are Prime Rate Advances may be made to as provided in the Agent by telephone, promptly confirmed by giving the Agent a Notice of Borrowing, Continuation or ConversionAutopay Agreement, and Borrowers shall not be required to request an Advance directly from Lender by means of an Advance Request Form. (b) The provisions of this paragraph shall apply to all requests for Advances which are to be LIBOR Advances. The provisions of this paragraph shall also apply to Advances which are to be Prime Rate Advances if Borrowers so choose, or if the provisions of the Autopay Agreement related to automatic advances are not in effect, or if the Available Amount (as defined in the Autopay Agreement) is, or has been declared to be, equal to zero. Borrowers shall request each Advance by delivering to Lender an Advance Request Form (i) must be received by stating the Agent not later than 12:00 noon (Minneapolis time) three Eurocurrency Business Days prior to amount of the requested Borrowing Date if the Loans are requested as Eurocurrency Rate Advances or as Advances denominated in Alternate CurrenciesAdvance, (ii) not later than 12:00 noon stating the date on which Borrowers desire that the Advance be funded (Minneapolis time) provided that without any date specified, an Advance that is to be a Prime Rate Advance shall be funded on the requested Borrowing Date if next Business Day and an Advance that is to be a LIBOR Advance shall be funded on the Loans are requested as Prime Rate Advances and succeeding third Business Day following such Advance Request Form), (iii) not later than 2:00 p.m. stating the Type of the Advance, and (Minneapolis timeiv) if such Advance is a LIBOR Advance, designating the Interest Period thereof. Such documents shall be delivered to Lender at least (i) one (1) Business Day before the date on which Borrowers desire that the Advance be funded in the case of each Advance which is to be a Prime Rate Advance and (ii) at least three (3) Business Days before the date on which Borrowers desire that the Advance be funded in the case of each Advance which is to be a LIBOR Advance; provided that no Advance which is a LIBOR Advance may be in an amount which is less that $500,000.00. Borrowers at any time may redesignate the amounts of, and Convert and Continue the Advances, but only to be effective from and after the end of the Interest Period therefor if an Advance is to be Continued as, or Converted from, a LIBOR Advance, and subject to the terms and provisions of this Agreement, including Sections 3.7, 3.8 and 3.9 hereof. Prior to making any Advance, Lender may require that Borrowers deliver a Borrowing Base Certificate dated a recent date acceptable to Lender evidencing that the amount of the outstanding Advances plus the requested Borrowing Date if Advance plus the Loans are requested as Swingline Loans. Each request to borrow hereunder shall be irrevocable and shall be deemed a representation by Letter of Credit Liabilities is less than the Company that on the requested Borrowing Date and after giving effect to the requested Loans the applicable conditions specified in Section 2.1 and Article III have been and will be satisfied. Each request to borrow hereunder shall specify (a) the requested Borrowing Date, (b) the aggregate amount of Loans to be made on such date, which shall be in a minimum amount lesser of (i) $5,000,000 the Commitment or an integral multiple of $500,000 in excess thereof, to the extent such Loans are to be funded as Eurocurrency Rate Advances or in an Alternate Currency, (ii) $2,000,000 or an integral multiple of $500,000 in excess thereof to the extent such Loans are to be funded as Prime Rate Advances or (iii) $1,000,000 or an integral multiple of $250,000 in excess thereof to the extent such Loans are to be funded as Swingline Loans, (c) whether such Loans are to be made as Prime Rate Advances, as Eurocurrency Rate Advances, as Swingline Loans or in Alternate Currencies (and, if such Loans are to be denominated in more than one currency choice, specifying the amount per currency), and (d) in the case of Eurocurrency Rate Advances, the duration of the initial Interest Period applicable thereto. Without in any way limiting the Company’s obligation to confirm in writing any telephone request to borrow hereunder, the Agent may rely on any such request which it believes in good faith to be genuine; and the Company hereby waives any claim against the Agent or the Lenders based on a dispute with the Agent’s record of the terms of such requestBorrowing Base.