Common use of Bridge Loans Clause in Contracts

Bridge Loans. Subject to all of the terms and conditions hereof, during the period from and including November 12, 1999, to but not including January 31, 2000 (the "Bridge Loan Period"), Bank of Montreal ("BOM") agrees to make loans (the "Bridge Loans", the Bridge Loans to constitute Loans for all purposes of the Loan Documents except that such Loans shall only be made by BOM and no other Bank shall have any obligation to fund any part thereof or purchase a participation therein) to the Borrower under a short-term bridge loan facility in an aggregate amount at any one time outstanding not to exceed (i) $3,000,000 through the period ending December 2, 1999, and (ii) $4,400,000 at all times thereafter (the "Bridge Loan Commitment"); provided, however, that Bridge Loans shall be available to the Borrower only if and so long as the Revolving Credit Commitments of the Banks are fully utilized and the maximum amount of Loans thereunder are outstanding. Bridge Loans may be availed of by the Borrower from time to time during the Bridge Loan Period and borrowings thereunder may be repaid and used again through but not including the last day of the Bridge Loan Period, at which time the Bridge Loan Commitment shall expire. The Borrower hereby promises to pay all Bridge Loans (both for principal and interest) on the last day of the Bridge Loan Period, the final maturity thereof. BOM's obligation to make any Bridge Loan shall be subject to the further condition that all conditions set forth herein and in Section 7.2 shall have been satisfied (with all references to a Borrowing therein to be deemed a reference to an advance of a Bridge Loan). Advances of Bridge Loans shall also be subject to the notice requirements for Borrowings under the terms of Section 1.6 of this Agreement. BOM shall maintain on its internal records an account evidencing the indebtedness of the Borrower to BOM owing to it in respect of the Bridge Loans, including the principal amount of the Bridge Loans made by it and the interest thereon and each repayment and prepayment in respect thereof. Any such recordation shall be conclusive and binding on the Borrower, absence manifest error; provided, that the failure to make any such recordation, or any error in such recordation, shall not affect the Borrower's obligation to repay all principal and interest in respect of the Bridge Loans. Upon request by BOM, the Borrower shall execute and deliver to BOM a promissory note to evidence the Bridge Loans (the "Bridge Loan Note", the Bridge Loan Note to constitute a Note for all purposes of the Loan Documents), the Bridge Loan Note to be payable to the order of BOM in the principal amount of $4,400,000 and otherwise in the form of Exhibit J hereto. Without regard to the face principal amount of the Bridge Loan Note, the actual principal amount at any time outstanding and owing by the Borrower on account of the Bridge Loan Note shall be the sum of all Bridge Loans then or theretofore made thereon less all payments actually received thereon.

Bridge Loans. Subject to all of the terms and conditions hereof, during the period from and including November 12December 10, 1999, to but not including January March 31, 2000 (the "Bridge Loan Period"), Bank of Montreal (the "BOMBridge Loan Bank", the Bridge Loan Bank to constitute a Bank for all purposes of the Loan Documents) agrees to make loans from time to time in its discretion in accordance with the terms hereof (collectively, the "Bridge Loans", the Bridge Loans to constitute Loans for all purposes of the Loan Documents except that such Loans shall only be made by BOM and no other Bank shall have any obligation to fund any part thereof or purchase a participation thereinDocuments) to the Borrower under a short-term bridge loan facility in an aggregate amount at any one time outstanding not to exceed (i) $3,000,000 through the period ending December 2, 1999, and (ii) $4,400,000 at all times thereafter 9,400,000 (the "Bridge Loan Commitment"); provided, however, that Bridge Loans shall be available to the Borrower only if and so long as the Revolving Credit Commitments of the Banks are fully utilized and the maximum amount of Loans thereunder are outstanding. Bridge Loans may be availed of by the Borrower from time to time during the Bridge Loan Period and borrowings Borrowings thereunder may be repaid and used again through but not including the last day of the Bridge Loan Period, at which time the Bridge Loan Commitment shall expire. The Borrower hereby promises to pay all Bridge Loans (both for principal and interest) on the last day of the Bridge Loan Period, the final maturity thereof. BOM's obligation to make any Each Borrowing of Bridge Loan Loans shall be subject to the further condition that all conditions set forth herein and in Section 7.2 shall have been satisfied (with all references to a Borrowing therein to be deemed a reference to an advance of a Bridge Loan). Advances of Bridge Loans shall also be subject to i) the notice requirements for Borrowings under the terms of Section 1.6 of this Agreement, except that the Borrower shall provide at least 2 Business Days prior written notice of each Borrowing of Bridge Loans pursuant to the terms of clause (f) below (except to the extent waived by the Bridge Loan Bank in its discretion), (ii) the satisfaction of the conditions set forth in Section 7.2 hereof (with all references therein to a Borrowing to be deemed a reference to a Borrowing of Bridge Loans, and (iii) compliance with the terms of clause (f) below. BOM The Bridge Loan Bank shall maintain on its internal records an account evidencing the indebtedness of the Borrower to BOM owing to it the Bridge Loan Bank in respect of the Bridge Loans, including the principal amount of the Bridge Loans made by it and the interest thereon and each repayment and prepayment in respect thereof. Any such recordation shall be conclusive and binding on the Borrower, absence manifest error; provided, that the failure to make any such recordation, or any error in such recordation, shall not affect the Borrower's obligation to repay all principal and interest in respect of the Bridge LoansLoans made by the Bridge Loan Bank to the Borrower. Upon request by BOMthe Bridge Loan Bank, the Borrower shall execute and deliver to BOM the Bridge Loan Bank a promissory note to evidence the Bridge Loans (the "Bridge Loan Note", the Bridge Loan Note to constitute a Note for all purposes of the Loan Documents), the such Bridge Loan Note to be payable to the order of BOM the Bridge Loan Bank in the principal amount of $4,400,000 its Bridge Loan Commitment and otherwise in the form of Exhibit J hereto. Without regard to the face principal amount of the Bridge Loan Note, the actual principal amount at any time outstanding and owing by the Borrower on account of the such Bridge Loan Note shall be the sum of all Bridge Loans then or theretofore made thereon less all payments actually received thereon.

Bridge Loans. Subject to the terms and conditions of this Agreement and the Note, each Lender severally agrees, on the terms and conditions hereinafter set forth, to make loans to the Company (each such loan, a "Loan" and all such loans collectively, the "Bridge Facility") from time to time on any Business Day during the period from the Closing Date until the Bridge Facility Maturity Date, in such amounts as the Company may request that do not exceed (i) in the aggregate, the lesser of (A) such Lender's Bridge Commitment, or (B) such Lender's Bridge Commitment Percentage of the Bridge Availability, or (ii) with respect to any single Funded Project, such Lender's Bridge Commitment Percentage of the Individual Bridge Loan Limitation for such Funded Project as determined in accordance with Section 2.13 hereof. Each Loan shall be in a principal amount at least equal to One Million Dollars ($1,000,000) and integral multiples of $100,000 in excess thereof. No Loans shall be made after the Bridge Facility Maturity Date. Within the foregoing limitations, and subject to the other terms and conditions hereof, during the period from and including November 12, 1999, to but not including January 31, 2000 (the "Bridge Loan Period"Company may borrow under this Section 2.01(a), Bank repay or prepay pursuant to Section 2.05 and reborrow pursuant to this Section 2.01(a). In the event that any Lender increases its "Commitment" under (and as such term is defined in) the Revolving Credit Agreement, or any Additional Lender (as so defined) increases the Aggregate Commitment (as so defined) thereunder, pursuant to Section 2.01(a)(iv) thereof, then automatically upon the effectiveness of Montreal ("BOM") agrees to make loans (such increase under the "Bridge Loans"Revolving Credit Agreement, the Bridge Loans to constitute Loans for all purposes of the Loan Documents except that such Loans shall only be made by BOM and no other Bank shall have any obligation to fund any part thereof or purchase a participation therein) to the Borrower under a short-term bridge loan facility in an aggregate amount at any one time outstanding not to exceed (i) $3,000,000 through the period ending December 2, 1999, and (ii) $4,400,000 at all times thereafter (the "Bridge Loan Commitment"); provided, however, that Bridge Loans shall be available to the Borrower only if and so long as the Revolving Credit Commitments of the Banks are fully utilized and the maximum amount of Loans thereunder are outstanding. Bridge Loans may be availed of by the Borrower from time to time during the Bridge Loan Period and borrowings thereunder may be repaid and used again through but not including the last day of the Bridge Loan Period, at which time the Bridge Loan Commitment shall expire. The Borrower hereby promises to pay all Bridge Loans (both for principal and interest) on the last day of the Bridge Loan Period, the final maturity thereof. BOM's obligation to make any Bridge Loan Lenders shall be subject to adjusted as provided in SCHEDULE 2.01, and any such Additional Lender shall, automatically upon the further condition that all conditions set forth herein and in Section 7.2 shall have been satisfied (with all references to a Borrowing therein to be deemed a reference to an advance of a Bridge Loan). Advances of Bridge Loans shall also be subject to the notice requirements for Borrowings adjustment date under the terms of Section 1.6 of Additional Lender Agreement (as so defined) delivered by it, become a lender party to this Agreement. BOM shall maintain on its internal records an account evidencing the indebtedness of the Borrower to BOM owing to it in respect of the Bridge Loans, including the principal amount of the Bridge Loans made by it and the interest thereon and each repayment and prepayment in respect thereof. Any such recordation shall be conclusive and binding on the Borrower, absence manifest error; provided, that the failure to make any such recordation, or any error in such recordation, shall not affect the Borrower's obligation to repay all principal and interest in respect of the Bridge Loans. Upon request by BOM, the Borrower shall execute and deliver to BOM a promissory note to evidence the Bridge Loans (the "Bridge Loan Note", the Bridge Loan Note to constitute a Note for all purposes of the Loan Documents), the Bridge Loan Note to be payable to the order of BOM in the principal amount of $4,400,000 and otherwise in the form of Exhibit J hereto. Without regard to the face principal amount of the Bridge Loan Note, the actual principal amount at any time outstanding and owing by the Borrower on account of the Bridge Loan Note shall be the sum of all Bridge Loans then or theretofore made thereon less all payments actually received thereon.

Bridge Loans. Subject to all of the terms and conditions hereof, during the period from and including November 12, 1999, to but not including January 31November 26, 2000 1999 (the "Bridge Loan Period"), Bank of Montreal ("BOM") agrees to make loans (the "Bridge Loans", the Bridge Loans to constitute Loans for all purposes of the Loan Documents except that such Loans shall only be made by BOM and no other Bank shall have any obligation to fund any part thereof or purchase a participation therein) to the Borrower under a short-term bridge loan facility in an aggregate amount at any one time outstanding not to exceed (i) $3,000,000 through the period ending December 2, 1999, and (ii) $4,400,000 at all times thereafter (the "Bridge Loan Commitment"); provided, however, that Bridge Loans shall be available to the Borrower only if and so long as the Revolving Credit Commitments of the Banks are fully utilized and the maximum amount of Loans thereunder are outstanding. Bridge Loans may be availed of by the Borrower from time to time during the Bridge Loan Period and borrowings thereunder may be repaid and used again through but not including the last day of the Bridge Loan Period, at which time the Bridge Loan Commitment shall expire. The Borrower hereby promises to pay all Bridge Loans (both for principal and interest) on the last day of the Bridge Loan PeriodNovember 26, 1999, the final maturity thereof. BOM's obligation to make any Bridge Loan shall be subject to the further condition that all conditions set forth herein and in Section 7.2 shall have been satisfied (with all references to a Borrowing therein to be deemed a reference to an advance of a Bridge Loan). Advances of Bridge Loans shall also be subject to the notice requirements for Borrowings under the terms of Section 1.6 of this Agreement. BOM shall maintain on its internal records an account evidencing the indebtedness of the Borrower to BOM owing to it in respect of the Bridge Loans, including the principal amount of the Bridge Loans made by it and the interest thereon and each repayment and prepayment in respect thereof. Any such recordation shall be conclusive and binding on the Borrower, absence manifest error; provided, that the failure to make any such recordation, or any error in such recordation, shall not affect the Borrower's obligation to repay all principal and interest in respect of the Bridge Loans. Upon request by BOM, the Borrower shall execute and deliver to BOM a promissory note to evidence the Bridge Loans (the "Bridge Loan Note", the Bridge Loan Note to constitute a Note for all purposes of the Loan Documents), the Bridge Loan Note to be payable to the order of BOM in the principal amount of $4,400,000 3,000,000 and otherwise in the form of Exhibit J hereto. Without regard to the face principal amount of the Bridge Loan Note, the actual principal amount at any time outstanding and owing by the Borrower on account of the Bridge Loan Note shall be the sum of all Bridge Loans then or theretofore made thereon less all payments actually received thereon.

Bridge Loans. Subject (a) The Borrower has requested, and the Lenders identified as “Bridge Lenders” on the signature pages hereto (collectively, the “Bridge Lenders”) have agreed to all provide, a new class of the terms and conditions hereof, during the period from and including November 12, 1999, to but not including January 31, 2000 Term Loans (the "Bridge Loan Period"), Bank of Montreal ("BOM") agrees to make loans (the "“Bridge Loans", the Bridge Loans ”) established pursuant to constitute Loans for all purposes of the Loan Documents except that such Loans shall only be made by BOM and no other Bank shall have any obligation to fund any part thereof or purchase a participation therein) to the Borrower under a short-term bridge loan facility in an aggregate principal amount at any one time outstanding not of $7,500,000 to exceed be funded on the Bridge Loan Closing Date. (b) Each Bridge Lender agrees that the amount of its Term Loan Commitment (the “Bridge Loan Commitments”) with respect to the Bridge Loans shall be as set forth next to such Lender’s name on Schedule B hereto. (c) Each Bridge Lender (i) $3,000,000 through appoints and authorizes the period ending December 2Administrative Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent by the terms thereof, 1999, together with such powers as are reasonably incidental thereto and (ii) $4,400,000 agrees that it will perform in accordance with their terms all of the obligations which by the terms of the Credit Agreement are required to be performed by it as a Bridge Lender. (d) Each Bridge Lender agrees that (i) effective on and at all times thereafter after the Bridge Loan Closing Date, such Bridge Lender will be bound by all obligations of a Lender under the Credit Agreement and (ii) subject to the "terms and conditions set forth in this Amendment, on the applicable dates, such Bridge Lender will fund Bridge Loans in Dollars to the Administrative Agent for the account of the Borrower in an amount equal to such Bridge Loan Commitment"); provided. The Bridge Loan Commitments shall terminate on the Bridge Loan Closing Date following the funding of the Bridge Loans in full. For the avoidance of doubt, howeverany Person holding a Bridge Loan shall be deemed to be a Lender under the Credit Agreement, that and the Bridge Loans shall be available deemed to be Loans under the Borrower only if and so long Credit Agreement. (e) Except as expressly set forth in the Revolving Credit Commitments of Agreement, as amended hereby, the Banks are fully utilized and the maximum amount of Loans thereunder are outstanding. Bridge Loans may be availed of by the Borrower from time to time during the Bridge Loan Period and borrowings thereunder may be repaid and used again through but not including the last day terms of the Bridge Loan Period, at which time the Bridge Loan Commitment shall expire. The Borrower hereby promises to pay all Bridge Loans (both for principal and interest) on the last day of the Bridge Loan Period, the final maturity thereof. BOM's obligation to make any Bridge Loan shall be subject identical to the further condition that all conditions set forth herein and in Section 7.2 shall have been satisfied (with all references to a Borrowing therein to be deemed a reference to an advance of a Bridge Loan). Advances of Bridge Loans shall also be subject to the notice requirements for Borrowings under the terms of Section 1.6 of this Agreementthe existing Term Loans. BOM References in the Credit Agreement to Term Loans shall maintain on its internal records an account evidencing the indebtedness of the Borrower to BOM owing to it in respect of include, without limitation, the Bridge Loans, including the principal amount of the Bridge Loans made by it and the interest thereon and each repayment and prepayment in respect thereof. Any such recordation which shall be conclusive and binding on the Borrower, absence manifest error; provided, that the failure to make any such recordation, or any error in such recordation, shall not affect the Borrower's obligation to repay all principal and interest in respect of the Bridge Loans. Upon request by BOM, the Borrower shall execute and deliver to BOM a promissory note to evidence the Bridge Loans (the "Bridge Loan Note", the Bridge Loan Note to constitute a Note for all purposes of the Loan Documents), the Bridge Loan Note deemed to be payable to a separate tranche of Term Loans under the order of BOM in the principal amount of $4,400,000 and otherwise in the form of Exhibit J hereto. Without regard to the face principal amount of the Bridge Loan Note, the actual principal amount at any time outstanding and owing by the Borrower on account of the Bridge Loan Note shall be the sum of all Bridge Loans then or theretofore made thereon less all payments actually received thereonCredit Agreement.

Bridge Loans. Subject to all of the terms and conditions hereofset forth in this Agreement, during the period from and including November 12, 1999, to but not including January 31, 2000 (the "Bridge Loan Period"), each Bank of Montreal ("BOM") agrees to make loans (the "Bridge Loans", the Bridge Loans to constitute Loans for all purposes of the Loan Documents except that such Loans shall only be made by BOM and no other Bank shall have any obligation to fund any part thereof or purchase a participation therein) to the Borrower under a short-term bridge loan facility in an aggregate amount at any one time outstanding not to exceed (i) $3,000,000 through the period ending December 2, 1999, and (ii) $4,400,000 at all times thereafter (the "Bridge Loan Commitment"); provided, however, that Bridge Loans shall be available to the Borrower only if and so long as the Revolving Credit Commitments of the Banks are fully utilized and the maximum amount of Loans thereunder are outstanding. Bridge Loans may be availed of by the Borrower from time to time during from the Amendment No. 3 Effective Date until the Bridge Loans Maturity Date in an aggregate principal amount that will not result in: (i) such Bank’s Bridge Loan Credit Exposure exceeding such Bank’s Bridge Loan Commitment, and (ii) the aggregate Bridge Loan Credit Exposure of all Banks exceeding the Aggregate Bridge Loan Commitment. With the advance of each Bridge Loan, the Aggregate Bridge Loan Commitment of the Banks shall immediately be reduced by the same principal amount thereof. 2.11 The payment application provisions outlined in Section 2.05 of the Loan Agreement shall be modified to read as follows: (i) first, to the payment of any outstanding costs and expenses incurred by the Agent in protecting, preserving or enforcing rights under this Agreement and the other Loan Documents and in any event including all costs and expenses of a character which the Borrower has agreed to pay under Section 11.03 hereof (such funds to be retained by the Agent for its own account unless it has previously been reimbursed for such costs and expenses by the Banks, in which event such amounts shall be remitted to the Banks to reimburse them for payments theretofore made to the Agent); (ii) second, to the payment of any outstanding interest or other fees or indemnification amounts due with respect to the Obligations represented by the Bridge Loan Period Notes, ratably as among the Agent and borrowings thereunder may be repaid the Banks in accord with the amount of such interest and used again through but not including other fees or indemnification amounts owing each; (iii) third, to the last day payment of any outstanding interest or other fees or indemnification amounts due with respect to all Obligations other than the Obligations represented by the Bridge Loan PeriodNotes, at which time ratably as among the Bridge Loan Commitment shall expire. The Borrower hereby promises Agent and the Banks in accord with the amount of such interest and other fees or indemnification amounts owing each (iv) fourth, to pay all Bridge Loans (both for principal and interest) on the last day payment of the Bridge Loan Periodprincipal of the Swing Loans; (v) fifth, the final maturity thereof. BOM's obligation to make any Bridge Loan shall be subject to the further condition that all conditions set forth herein and in Section 7.2 shall have been satisfied (with all references to a Borrowing therein to be deemed a reference to an advance of a Bridge Loan). Advances of Bridge Loans shall also be subject to the notice requirements for Borrowings under the terms of Section 1.6 of this Agreement. BOM shall maintain on its internal records an account evidencing the indebtedness payment of the Borrower to BOM owing to it in respect principal of the Bridge Loans; (vi) sixth, to the payment of all other Obligations in accordance with each Bank’s Pro Rata Share (including required payments into the principal Facility Letter of Credit Shortfall Collateral Account), except that the JPMorgan Obligations shall be only to a maximum amount of $8,000,000 and the Bank Product Obligations of Subsidiaries of the Borrower that are not Credit Parties shall be only to a maximum of $3,000,000; (vii) seventh, to payment of any remaining unpaid JPMorgan Obligations and Bank Product Obligations; and (viii) eighth, to the Borrower or to whoever the Agent reasonably determines to be lawfully entitled thereto. 2.12 All references contained in Section 2.12 to the prepayment of the Term Loans and Revolving Loans shall be modified to read, “Term Loans, Revolving Loans and Bridge Loans made by it and the interest thereon and each repayment and prepayment in respect thereof. Any such recordation (if any)”. 2.13 The last sentence of sub-section 2.12(c) shall be conclusive deleted in it entirety and binding on replaced with the Borrower, absence manifest error; provided, that the failure to make following language: The Agent shall apply any such recordation, or any error in such recordation, shall not affect the Borrower's obligation mandatory prepayment first to repay all principal and interest in respect of the Bridge Loans. Upon request by BOM, the Borrower shall execute and deliver to BOM a promissory note to evidence the Bridge Loans (if any) and then to the "Bridge Loan Note"Term Loans. 2.14 In addition to the changes described in Paragraphs 2.10 and 2.11 above, the Bridge Loan Note to constitute a Note for all purposes Section 2.12 of the Loan Documents), Agreement shall also be modified to include the Bridge Loan Note to be payable to the order of BOM in the principal amount of $4,400,000 and otherwise in the form of Exhibit J hereto. Without regard to the face principal amount of the Bridge Loan Note, the actual principal amount at any time outstanding and owing by the Borrower on account of the Bridge Loan Note shall be the sum of all Bridge Loans then or theretofore made thereon less all payments actually received thereon.following language for a new sub-section (e):