Common use of Agreement to Lend Clause in Contracts

Agreement to Lend. Lender hereby agrees to lend up to, but not in --------- ------- excess of, the Loan Amount to Borrower, and Borrower hereby agrees to borrow such sum from Lender, all upon and subject to the terms and provisions of this Agreement, such sum to be evidenced by the Note. Notwithstanding anything to the contrary contained herein or in any of the Loan Documents, in no event shall Lender be obligated to fund or advance to Borrower hereunder any amount which would exceed Borrower's legal lending limit. No principal amount repaid by Borrower may be reborrowed by Borrower. Borrower's liability for repayment of the interest on account of the Loan shall be limited to and calculated with respect to Loan proceeds actually disbursed to Borrower pursuant to the terms of this Agreement and the Note and only from the date or dates of such disbursements. Interest under the Note shall commence to accrue in accordance with the terms of the Note as of the date of disbursal or wire transfer of proceeds by Lender, notwithstanding whether Borrower shall receive the benefit of such monies as of such date and even if such monies are held in escrow pursuant to the terms of any escrow arrangement or agreement. When monies are disbursed by wire transfer, then such money shall be considered advanced at the time of the transmission of the wire, rather than the time of receipt thereof by the receiving bank. With regard to the repayment of the Loan, interest shall continue to accrue on any amount repaid until such time as the repayment has been received and cleared by Lender at its principal office located in Houston, Texas. Upon the occurrence of an Event of Default, Lender may, in Lender's discretion, disburse Loan proceeds directly to third parties to pay costs or expenses required to be paid by Borrower pursuant to this Agreement. Loan proceeds disbursed directly by Lender to pay costs or expenses required to be paid by Borrower pursuant to this Agreement shall constitute Advances to Borrower.

Agreement to Lend. (a) Lender hereby agrees agrees, subject to lend up tothe terms, but provisions and conditions of this Agreement, to make Advances of proceeds of the Revolving Line of Credit to Borrower prior to the RLOC Maturity Date. The aggregate amount of Advances at any one time outstanding shall not in --------- ------- excess ofexceed the Maximum RLOC Commitment. All of such Advances shall be evidenced by the Revolver Note, the Loan Amount to Borrower, under which Advances and Borrower hereby agrees to borrow such sum from Lender, all upon and repayments may be made subject to the terms and provisions conditions of the Loan Documents. Subject to the terms and conditions of the Loan Documents, any portion of the principal of the Revolving Line of Credit that is repaid prior to the RLOC Maturity Date may be reborrowed prior to the RLOC Maturity Date pursuant to the terms of this Agreement, such sum to be evidenced by . The amount of funds available under the Note. Notwithstanding anything Revolving Line of Credit at any time prior to the RLOC Maturity Date subject to the terms and conditions of this Agreement shall be determined by subtracting the amount of all outstanding Advances which have been made under the Revolving Line of Credit as of the date of determination from the Maximum RLOC Commitment. Borrower and Lender agree pursuant to Chapter 346 of the Texas Finance Code, that Chapter 346 (which relates to open-end line of credit revolving loan accounts) shall not apply to this Agreement, the Loan Documents or the Loans and this Agreement, the Loan Documents and the Loans shall not be governed by Chapter 346 or subject to its provisions in any manner whatsoever. Borrower understands and agrees that Lender IS NOT AND SHALL NEVER BE COMMITTED OR OBLIGATED IN ANY WAY TO MAKE ANY LOAN OR ANY ADVANCE UNDER THIS AGREEMENT or any related papers, and nothing contrary contained herein or in any of the Loan DocumentsDocuments or in any course of conduct shall obligate or be construed to obligate Lender to make, in no event or shall Lender entitle or be obligated construed to fund or advance entitle Borrower to Borrower receive, any Advance hereunder any amount which would exceed Borrower's legal lending limit. No principal amount repaid by Borrower may be reborrowed by Borrower. Borrower's liability for repayment of the interest on account of the Loan shall be limited to and calculated with respect to Loan proceeds actually disbursed to Borrower pursuant to unless the terms of this Agreement and the Note and only from the date or dates of such disbursements. Interest under the Note shall commence to accrue conditions set forth in accordance with the terms of the Note as of the date of disbursal or wire transfer of proceeds by Lender, notwithstanding whether Borrower shall receive the benefit of such monies as of such date and even if such monies are held in escrow pursuant to the terms of any escrow arrangement or agreement. When monies are disbursed by wire transfer, then such money shall be considered advanced at the time of the transmission of the wire, rather than the time of receipt thereof by the receiving bank. With regard to the repayment of the Loan, interest shall continue to accrue on any amount repaid until such time as the repayment has been received and cleared by Lender at its principal office located in Houston, Texas. Upon the occurrence of an Event of Default, Lender may, in Lender's discretion, disburse Loan proceeds directly to third parties to pay costs or expenses required to be paid by Borrower pursuant to this Agreement. Loan proceeds disbursed directly by Lender to pay costs or expenses required to be paid by Borrower pursuant to this Agreement shall constitute Advances to Borrower, including without limitation Section 4.1 and Section 4.2 hereof have been satisfied.

Agreement to Lend. Lender hereby agrees to lend up to(a) AGREEMENT TO LEND -- PHASE I. Provided no Event of Default as defined in Article VIII hereof, but not in --------- ------- excess ofor any occurrence that would constitute an Event of Default with the giving of notice or the lapse of time, the Loan Amount to Borroweror both, has occurred and Borrower hereby agrees to borrow such sum from Lenderis continuing, all upon and subject to the terms and provisions of this Agreementconditions herein, such sum to be evidenced by unless the Note. Notwithstanding anything to the contrary contained herein or in any of the Loan Documents, in no event Commitment shall Lender be obligated to fund or advance to Borrower hereunder any amount which would exceed Borrower's legal lending limit. No principal amount repaid by Borrower may be reborrowed by Borrower. Borrower's liability for repayment of the interest on account of the Loan shall be limited to and calculated with respect to Loan proceeds actually disbursed to Borrower pursuant to the terms of this Agreement and the Note and only from the date or dates of such disbursements. Interest under the Note shall commence to accrue have been terminated in accordance with the terms hereof, Lender agrees, upon Borrower's request, to make one or more loans (which shall constitute Phase I Loans) to Borrower from time to time on or after the Effective Date and until the Commitment Termination Date; PROVIDED, HOWEVER, that Lender shall be obligated to make its initial Phase I Loan to Borrower only if Borrower has provided to Lender a firm irrevocable purchase order(s) (which purchase order(s) need not include the proposed delivery dates(s)), in form acceptable to Lender, for eleven (11) Switches scheduled to be delivered within thirty-six (36) months of the Note as Effective Date within Network Locations with the purchase price of the date each Switch and related Equipment being not less than One Million Five Hundred Thousand Dollars ($1,500,000). Borrower covenants and agrees to deliver such foregoing described purchase order(s) in conjunction with its execution and delivery of disbursal or wire transfer of proceeds by Lender, notwithstanding whether Borrower shall receive the benefit of such monies as of such date and even if such monies are held in escrow pursuant to the terms this Agreement. The amount of any escrow arrangement or agreement. When monies are disbursed by wire transfer, then such money shall be considered advanced at the time of the transmission of the wire, rather than the time of receipt thereof by the receiving bank. With regard proposed Interim Loan made to the repayment of the Loan, interest shall continue to accrue on any amount repaid until such time as the repayment has been received and cleared by Lender at its principal office located in Houston, Texas. Upon the occurrence of an Event of Default, Lender may, in Lender's discretion, disburse Loan proceeds directly to third parties to pay costs or expenses required to be paid by Borrower pursuant to this AgreementSECTION 2.1(A), may not exceed the sum of (i) the Phase I Commitment Amount; (ii) the Cable Commitment Amount; and (iii) the Optiset Commitment Amount (the "PHASE I CAP"), LESS the aggregate principal balance of the Phase I Loans advanced hereunder to Borrower through the date of such proposed Interim Loan. Loan proceeds disbursed directly by Lender to pay costs or expenses required to be paid by Borrower pursuant to this Agreement Notwithstanding the foregoing, the aggregate amount of Phase I Loans available for financing the purchase of Cable shall constitute Advances to Borrowernot exceed the Cable Commitment Amount; and the aggregate amount of the Phase I Loans available for financing of Siemens Optisets shall not exceed the Optiset Commitment Amount.

Agreement to Lend. Lender Subject to the terms, provisions and conditions of this Agreement, Bank hereby agrees to lend up to, but not in --------- ------- excess of, make to the Loan Amount to Borrower, and Borrower hereby agrees to borrow such sum accept from LenderBank, Advances of proceeds of the Loan as provided in this Agreement for the construction of Houses; provided, however, that the aggregate amount of all upon and Advances made and/or committed to be made hereunder, but exclusive of amounts repaid, shall not exceed the Calera Court Sublimit. Amounts repaid under the Calera Court Construction Loan may be reborrowed, subject to the terms and provisions conditions hereof. The nature of this Agreement, such sum to be evidenced by the NoteCalera Court Construction Loan is a guidance line of credit. Notwithstanding anything Nothing to the contrary contained herein or in any of the Loan DocumentsDocuments shall obligate or be construed to obligate Bank to make, or shall entitle or be construed to entitle the Borrower to receive, any Advance hereunder as to any specified House or Houses until Acceptance thereof by Bank. Borrower acknowledge and agree that Bank, in its sole and absolute discretion, with or without reason or justification, will make the decision as to whether any specified House or Houses will receive Acceptance by Bank. Borrower has no event shall Lender be obligated right and hereby waives, relinquishes and releases any right which it might now or hereafter have, to fund demand Bank to make any Advance hereunder as to any specified House or advance to Borrower hereunder any amount which would exceed Borrower's legal lending limit. No principal amount repaid by Borrower may be reborrowed by Borrower. Borrower's liability for repayment of the interest on account of the Loan shall be limited to and calculated with respect to Loan proceeds actually disbursed to Borrower pursuant to the terms of this Agreement and the Note and only from the date or dates of such disbursements. Interest under the Note shall commence to accrue in accordance with the terms of the Note as of the date of disbursal or wire transfer of proceeds by Lender, notwithstanding whether Borrower shall receive the benefit of such monies as of such date and even if such monies are held in escrow pursuant to the terms of any escrow arrangement or agreement. When monies are disbursed by wire transfer, then such money shall be considered advanced at the time of the transmission of the wire, rather than the time of receipt Houses until Acceptance thereof by the receiving bankBank. With regard to the repayment of the Loan, interest shall continue to accrue on any amount repaid until such time as the repayment has been received and cleared by Lender at its principal office located in Houston, Texas. Upon the occurrence of an Event of Default, Lender Bank may, in LenderBank's discretion, disburse Loan proceeds by journal entry to pay interest and financing costs and disburse Loan proceeds directly to third parties to pay costs or expenses required to be paid by Borrower pursuant to Section 4 of this Agreement. Loan proceeds disbursed directly by Lender to pay costs or expenses required to be paid by Borrower pursuant to this Agreement , and any such disbursements shall constitute Advances to Borrower. As used in this Section 4, the term "Borrower" means the Calera Court Borrower; provided, however, (i) the Calera Court Borrower shall only be liable for the obligations under the Calera Court Construction Loan and shall have no personal liability for any of the Indebtedness or other obligations arising under the Loan which are not directly related to the Calera Court Construction Loan or the Calera Court Lots and (ii) each of the Borrowers under this Agreement shall be jointly and severally liable for all Advances made to the Calera Court Borrower.

Agreement to Lend. Lender hereby agrees to lend up to, but not in --------- ------- excess of, the Loan Amount to Borrower, and Borrower hereby agrees to borrow such sum up to that amount from Lender, all upon and subject to the terms and provisions of this Agreement, such sum to . The amounts borrowed by Borrower under this Agreement shall be evidenced by and be payable in accordance with the Note. Notwithstanding anything to the contrary contained herein or in any of the Loan Documents, in no event shall Lender be obligated to fund or advance to Borrower hereunder any amount which would exceed Borrower's legal lending limit. No principal amount repaid by Borrower may be reborrowed by Borrower. Borrower's liability for repayment of the interest on account of the Loan shall which is repaid may be re-borrowed. Borrower’s liability for payment of interest on the Loan is limited to and calculated with respect to Loan proceeds actually disbursed to Borrower pursuant to the terms of this Agreement and the Note from and only from after the date or dates of such disbursementsDisbursement Date. Interest under Lender shall disburse the Loan proceeds to pay the interest which becomes due on the Note shall commence so long as there is money in the Interest Reserve (defined herein), conditions to accrue in accordance with the terms of the Note as of the date of disbursal or wire transfer of proceeds by LenderAdvance have been met, notwithstanding whether Borrower shall receive the benefit of such monies as of such date and even if such monies are held in escrow pursuant to the terms of any escrow arrangement or agreement. When monies are disbursed by wire transfer, then such money shall be considered advanced at the time of the transmission of the wire, rather than the time of receipt thereof by the receiving bank. With regard to the repayment of the Loan, interest shall continue to accrue on any amount repaid until such time as the repayment has been received and cleared by Lender at its principal office located in Houston, Texas. Upon the occurrence of an no Event of Default, Default exists. Lender may, in Lender's ’s discretion, disburse Loan proceeds directly to third parties by journal entry from the Depository Account to pay costs or expenses interest and financing costs, including but not limited to an interest reserve in the amount of TWO HUNDRED TWENTY-FIVE THOUSAND NINE HUNDRED SIXTY-TWO AND NO/100 DOLLARS ($225,962.00) (the “Interest Reserve”). Borrower shall not be liable for late charges and/or default interest if Lender is required to be paid by Borrower pursuant do so hereunder and fails to this Agreementtimely make any such journal entry. Loan proceeds disbursed directly by Lender to pay costs or expenses required to be paid by Borrower pursuant to this Agreement from the Depository Account shall constitute Advances to Borrower.. Lender acknowledges that the Interest Reserve is included in the Loan Amount. CONSTRUCTION LOAN AGREEMENT -- PAGE 11 (CYPRESS/FAIRFIELD)

Agreement to Lend. Lender hereby agrees In the event that Cytovia has not obtained funding on terms reasonably acceptable to lend up tothe Company (including, but not without limitation, that such funding be on a basis that is without recourse to the Company) at or prior to three Business Days prior to each Fixed Payment Date under the APA that, in --------- ------- excess ofthe opinion of the Company’s Board of Directors, is sufficient for the Company, after giving due consideration of the Company’s then current and reasonably anticipated future consolidated obligations and liquidity requirements, to pay all of the Fixed Consideration due and payable on such Fixed Payment Date, upon notice given by the Company to the Standby Financer at least two Business Days prior to such Fixed Payment Date, the Loan Amount to Borrower, and Standby Financer shall lend the Borrower hereby agrees to borrow such sum from Lender, all upon and subject (as defined below) an amount in immediately available funds equal to the terms Fixed Consideration due and provisions payable on such Fixed Payment Date for use by the Company to pay such Fixed Consideration (the “Standby Commitment”). The loan made by the Standby Financer in respect of this Agreement, such sum to a Fixed Payment Date shall be evidenced by the Note. Notwithstanding anything a promissory note in an aggregate principal amount equal to the contrary contained herein or amount of funds lent by the Standby Financer in any respect of such Fixed Payment Date substantially in the form of Exhibit A to this Agreement that shall be delivered by the Company to the Standby Financer upon delivery of such funds by the Standby Financer to the Company. As promptly as reasonably practicable after the execution and delivery hereof, the Company shall pay the Standby Financer a fee of $500 for the Standby Commitment. The Standby Commitment shall expire on the earlier of (a) satisfaction in full by the Standby Financer of his obligations under this Section 2, (b) Cytovia having obtained funding on terms reasonably acceptable to the Company (including, without limitation, that such funding be on a basis that is without recourse to the Company) that, in the opinion of the Loan DocumentsCompany’s Board of Directors, in no event shall Lender be obligated to fund or advance to Borrower hereunder any amount which would exceed Borrower's legal lending limit. No principal amount repaid by Borrower may be reborrowed by Borrower. Borrower's liability is sufficient for repayment the Company, after giving due consideration of the interest on account Company’s then current and reasonably anticipated future consolidated obligations and liquidity requirements, to pay all of the Loan shall be limited to Fixed Consideration that may become due and calculated with respect to Loan proceeds actually disbursed to Borrower pursuant to the terms of this Agreement and the Note and only from the date or dates of such disbursements. Interest payable under the Note shall commence to accrue in accordance with APA (the terms “Funding Satisfaction”), and (c) the Company having been fully discharged of and released from all liability of all of its obligations under the Note APA. “Borrower” means the Company or Cytovia as of the date of disbursal or wire transfer of proceeds by Lender, notwithstanding whether Borrower shall receive the benefit of such monies as of such date and even if such monies are held in escrow pursuant to the terms of any escrow arrangement or agreement. When monies are disbursed by wire transfer, then such money shall be considered advanced at the time of the transmission of the wire, rather than the time of receipt thereof determined by the receiving bank. With regard to Company’s Board of Directors in its sole discretion and designated in the repayment of the Loan, interest shall continue to accrue on any amount repaid until such time as the repayment has been received and cleared by Lender at its principal office located in Houston, Texas. Upon the occurrence of an Event of Default, Lender may, in Lender's discretion, disburse Loan proceeds directly to third parties to pay costs or expenses required notice to be paid given by Borrower the Company pursuant to this Agreement. Loan proceeds disbursed directly by Lender to pay costs or expenses required to be paid by Borrower pursuant to this Agreement shall constitute Advances to BorrowerSection 2.

Agreement to Lend. Subject to the terms, provisions and conditions of this Agreement, Lender hereby agrees to lend up to, but not in --------- ------- excess of, the Loan Amount make to Borrower, and Borrower hereby agrees to borrow such sum accept from Lender, Advances of proceeds of the Loan as provided in this Agreement; provided, however, that the aggregate amount of all upon Advances made and/or committed to be made hereunder, but exclusive of amounts repaid, shall not exceed the Maximum Commitment. The principal amount of the Note represents a revolving credit, all or any part of which may be advanced to Borrower, paid by Borrower and readvanced to Borrower from time to time, subject to the other terms hereof and provisions the conditions, if any, contained in the Loan Documents; provided, however, the aggregate amount of this Agreement, such sum to be evidenced by the NoteAdvances made and outstanding at any time does not exceed the Maximum Commitment. Notwithstanding anything The nature of the Loan is a guidance line of credit. Nothing to the contrary contained herein or in any of the Loan DocumentsDocuments shall obligate or be construed to obligate Lender to make, or shall entitle or be construed to entitle Borrower to receive, any Advance hereunder as to any specified House or Houses until Acceptance thereof by Lender. Borrower acknowledges and agrees that Lender, in its sole and absolute discretion, with or without reason or justification, will make the decision as to whether any specified House or Houses will receive Acceptance by Lender. Borrower has no event shall right and hereby waives, relinquishes and releases any right which it might now or hereafter have, to demand Lender be obligated to fund make any Advance hereunder as to any specified House or advance to Borrower hereunder any amount which would exceed Borrower's legal lending limit. No principal amount repaid Houses until Acceptance thereof by Borrower may be reborrowed by BorrowerLender. Borrower's liability for repayment of the interest on account of the Loan shall be limited to and calculated with respect to Loan proceeds actually disbursed to Borrower pursuant to the terms of this Agreement and the Note and only from the date or dates of such disbursements. Interest under the Note shall commence to accrue in accordance with the terms of the Note as of the date of disbursal or wire transfer of proceeds by Lender, notwithstanding whether Borrower shall receive the benefit of such monies as of such date and even if such monies are held in escrow pursuant to the terms of any escrow arrangement or agreement. When monies are disbursed by wire transfer, then such money shall be considered advanced at the time of the transmission of the wire, rather than the time of receipt thereof by the receiving bank. With regard to the repayment of the Loan, interest shall continue to accrue on any amount repaid until such time as the repayment has been received and cleared by Lender at its principal office located in Houston, Texas. Upon the occurrence of an Event of Default, Lender may, in Lender's discretion, disburse Loan proceeds by journal entry to pay interest and financing costs and disburse Loan proceeds directly to third parties to pay costs or expenses required to be paid by Borrower pursuant to this Agreement. Loan proceeds disbursed by Lender by journal entry to pay interest or financing costs, and Loan proceeds disbursed directly by Lender to pay costs or expenses required to be paid by Borrower pursuant to this Agreement Agreement, shall constitute Advances to Borrower. As of the inception of the Loan, and for so long thereafter as the following conditions to the increase of the Maximum Commitment have not been met, the Maximum Commitment shall be limited to Two Million Dollars ($2,000,000.00). However, in the event that (i) the limitation on the total maximum aggregate amount of the Other Obligations and the Related Debt has been removed in accordance with the terms of that certain letter agreement (the "Commitment Limitation Letter Agreement") dated as of June 30, 2003, made by and between Lender and the Stratus Borrowers, the 7000 West Borrower and the 7500 Rialto Borrower, and (ii) the Loan is not then in default and no condition exists and no event has occurred which, with the giving of notice thereof or the passage of time, or both, would constitute an Event of Default under this Agreement or with respect to any of the Related Debt or any of the Other Obligations, then (iii) upon written confirmation by Lender to Borrower pursuant to the terms of the Commitment Limitation Letter Agreement that such conditions precedent have been met, the Maximum Commitment shall be increased by One Million Dollars ($1,000,000.00) to a maximum amount of Three Million Dollars ($3,000,000.00).

Agreement to Lend. Lender hereby agrees to lend up to, to but not in --------- ------- excess of, of the Loan Amount to Borrower, and Borrower hereby agrees to borrow such sum from Lender, all upon and subject to the terms and provisions of this Agreement, such sum to be evidenced by the Note. Notwithstanding anything to the contrary contained herein or in any of the Loan Documents, in no event shall Lender be obligated to fund or advance to Borrower hereunder any amount which would exceed Borrower's legal lending limit. No principal amount repaid by Borrower may be reborrowed by Borrower. Borrower's liability for repayment of the interest on account of the Loan shall be limited to and calculated with respect to Loan proceeds actually disbursed to Borrower pursuant to the terms of this Agreement and the Note and only from the date or dates of such disbursements. Interest under the Note shall commence After notice to accrue in accordance with the terms of the Note as of the date of disbursal or wire transfer of proceeds by Lender, notwithstanding whether Borrower shall receive the benefit of such monies as of such date and even if such monies are held in escrow pursuant to the terms of any escrow arrangement or agreement. When monies are disbursed by wire transfer, then such money shall be considered advanced at the time of the transmission of the wire, rather than the time of receipt thereof by the receiving bank. With regard to the repayment of the Loan, interest shall continue to accrue on any amount repaid until such time as the repayment has been received and cleared by Lender at its principal office located in Houston, Texas. Upon the occurrence of an Event of DefaultBorrower, Lender may, in Lender's sole discretion, disburse Loan proceeds by journal entry to pay interest and financing costs and, following an uncured Event of Default, disburse Loan proceeds directly to third parties to pay costs or expenses required to be paid by Borrower pursuant to this Agreement. Loan proceeds disbursed by Lender by journal entry to pay interest or financing costs, and Loan proceeds disbursed directly by Lender to pay costs or expenses required to be paid by Borrower pursuant to this Agreement Agreement, shall constitute Advances to Borrower. Borrower hereby acknowledges and agrees that the maximum amount to be funded by Lender for the Phase I Improvements shall be $9,175,000.00 and that no Advances shall be used by Borrower to pay for any development or construction costs for the Phase II Improvements unless and until the Phase II Conditions of Article VI hereafter have been fully satisfied and Lender and Borrower have entered into a modification agreement acceptable to the parties hereto whereby the commencement and completion dates for the Phase II Improvements and such other terms and conditions as Lender may require has been executed.