Common use of Construction Loans Clause in Contracts

Construction Loans. (a) Subject to the satisfaction of the conditions precedent set forth in Section 3.1 and Section 3.2 and upon the terms and conditions set forth herein, each Lender severally and not jointly agrees to make certain construction loans (the “Construction Loans”) to the Borrower, from time to time during the Construction Loan Availability Period, in an aggregate amount up to the aggregate principal amount of the Construction Loan Commitments; provided, however, that the aggregate principal amount of the Construction Loans funded by each Lender shall not exceed the Construction Loan Commitment of such Lender. Once repaid or prepaid under the terms of this Agreement, the Construction Loans may not be reborrowed. (b) The Construction Loan Commitment shall expire, and each Construction Loan shall either be converted to a Term Loan, upon satisfaction of the terms and conditions set forth herein, or mature and be due and payable, on the Construction Loan Maturity Date, without further action on the part of any Lender or the Administrative Agent. (c) Subject to the satisfaction of the conditions precedent set forth in Section 3.3 and upon the terms and conditions set forth herein, each Lender severally and not jointly agrees on the Term Conversion Date to convert the Construction Loans of such Lender outstanding on such date to term loans (collectively, “Term Loans”), after giving effect to any prepayment of Construction Loans made on or before such date pursuant to the terms of this Agreement. The aggregate principal amount of the Term Loans of each Lender shall not exceed the Term Loan Commitment of such Lender. Each Term Loan shall mature and be due and payable on the Final Maturity Date, without further action on the part of any Lender or the Administrative Agent. Once repaid or prepaid under the terms of this Agreement, Term Loans may not be reborrowed. Construction Loans converted into Term Loans shall not be deemed to be repaid or discharged, but shall be deemed to be continued as Term Loans as provided herein. (d) The Term Loans shall be repaid by the Borrower, without premium or penalty, in the amounts and on the Payment Dates set forth in Schedule 2.1(a). Any remaining amounts outstanding shall be due and payable on the Final Maturity Date. (e) Except as provided by Section 2.8(c) and Section 2.16, any Term Loan may, from time to time, be Eurodollar Loans or Base Rate Loans as determined by the Borrower who shall notify the Administrative Agent in accordance with Section 2.6.

Construction Loans. (a) Subject to the satisfaction of the conditions precedent set forth in Section 3.1 Each Tranche B Lender agrees, severally and Section 3.2 and upon not jointly, on the terms and conditions set forth hereinof this Agreement, to fund the full amount of such Tranche B Lender's Tranche B Construction Loan Commitment to the Escrow Account on or after the Closing Date and in accordance with Section 2.01(s). (b) On the terms and conditions of this Agreement, loans shall be released from the Escrow Account (each such loan, an "In-Progress Plant 1 Construction Loan") to the Borrowers, once on the Funding Date for In-Progress Plant 1, for transfer to the Construction Holding Account in an aggregate principal amount not in excess of the In-Progress Plant 1 Aggregate Construction Loan Commitment. (c) On the terms and conditions of this Agreement, (i) loans shall be released from the Escrow Account (each such loan, an "In-Progress Plant 2 Tranche B Construction Loan") to the Borrowers for transfer to the Construction Holding Account and (ii) each Tranche A Lender agrees, severally and not jointly agrees jointly, to make certain construction loans a loan (the “each such loan, an "In-Progress Plant 2 Tranche A Construction Loans”Loan") to the BorrowerBorrowers, once on the Funding Date for In-Progress Plant 2, in an aggregate principal amount, when taken together, not in excess of the In-Progress Plant 2 Aggregate Construction Loan Commitment. (d) On the terms and conditions of this Agreement, (i) loans shall be released from the Escrow Account (each such loan, a "Greenfield Plant 1 Tranche B Construction Loan") to the Borrowers for transfer to the Construction Account for Greenfield Plant 1 and (ii) and each Tranche A Lender agrees, severally and not jointly, on the terms and conditions of this Agreement, to make loans (each such loan, a "Greenfield Plant 1 Tranche A Construction Loan") to the Borrowers in each such case for Project Costs with respect to Greenfield Plant 1 or to make a Sponsor Support Reimbursement Funding or Greenfield Plant Top-Up Funding, from time to time during time, but not more frequently than once each calendar month (except for Loans made on the Conversion Date), until the Construction Loan Availability PeriodMaturity Date; provided, in an aggregate amount up to however, that (i) the aggregate principal amount of the Greenfield Plant 1 Construction Loans shall not exceed the Greenfield Plant 1 Aggregate Construction Loan CommitmentsCommitment, (ii) the aggregate principal amount of Greenfield Plant 1 Construction Loans disbursed prior to the Commercial Operation Date of Greenfield Plant 1 (taken together with the Working Capital Plant Commitment for Greenfield Plant 1) shall not exceed the lesser of (x) forty percent (40%) of budgeted Project Costs for Greenfield Plant 1 (as set forth in the then-current Construction Budget for such Plant) and (y) forty-five million Dollars ($45,000,000), (iii) the aggregate principal amount of all Greenfield Plant 1 Construction Loans disbursed on or prior to the Conversion Date (taken together with the Working Capital Plant Commitment for such Plant) shall not exceed sixty-five percent (65%) of the aggregate actual and documented Project Costs for Greenfield Plant 1 and (iv) the aggregate principal amount of Greenfield Plant 1 Construction Loans disbursed as Greenfield Plant Top-Up Fundings shall not exceed the corresponding Excess Construction Loan Commitment. (e) Each Tranche A Lender agrees, severally and not jointly, on the terms and conditions of this Agreement, to make loans (each such loan, a "Greenfield Plant 2 Construction Loan") to the Borrowers for Project Costs with respect to Greenfield Plant 2 or to make a Sponsor Support Reimbursement Funding or Greenfield Plant Top-Up Funding, from time to time but not more frequently than once each calendar month (except for Loans made on the Conversion Date), until the Construction Loan Maturity Date; provided, however, that (i) the aggregate principal amount of the Greenfield Plant 2 Construction Loans shall not exceed the Greenfield Plant 2 Aggregate Construction Loan Commitment, (ii) the aggregate principal amount of Greenfield Plant 2 Construction Loans disbursed prior to the Commercial Operation Date of such Plant (taken together with the Working Capital Plant Commitment for such Plant) shall not exceed the lesser of (x) forty percent (40%) of budgeted Project Costs for Greenfield Plant 2 (as set forth in the then-current Construction Budget for such Plant and (y) forty-five million Dollars ($45,000,000), (iii) the aggregate principal amount of all Greenfield Plant 2 Construction Loans disbursed on or prior to the Conversion Date (taken together with the Working Capital Plant Commitment for such Plant) shall not exceed sixty-five percent (65%) of the aggregate actual and documented Project Costs for Greenfield Plant 2 and (iv) the aggregate principal amount of Greenfield Plant 2 Construction Loans disbursed as Greenfield Plant Top-Up Fundings shall not exceed the corresponding Excess Construction Loan Commitment. (f) Each Tranche A Lender agrees, severally and not jointly, on the terms and conditions of this Agreement, to make loans (each such loan, a "Greenfield Plant 3 Construction Loan") to the Borrowers for Project Costs with respect to Greenfield Plant 3 or to make a Sponsor Support Reimbursement Funding or Greenfield Plant Top-Up Funding, from time to time but not more frequently than once each calendar month (except for Loans made on the Conversion Date), until the Construction Loan Maturity Date; provided, however, that (i) the aggregate principal amount of the Greenfield Plant 3 Construction Loans shall not exceed the Greenfield Plant 3 Aggregate Construction Loan Commitment, (ii) the aggregate principal amount of Greenfield Plant 3 Construction Loans disbursed prior to the Commercial Operation Date of such Plant (taken together with the Working Capital Plant Commitment for such Plant) shall not exceed the lesser of (x) forty percent (40%) of budgeted Project Costs for Greenfield Plant 3 (as set forth in the then-current Construction Budget for such Plant) and (y) forty-five million Dollars ($45,000,000), (iii) the aggregate principal amount of all Greenfield Plant 3 Construction Loans disbursed prior to the Conversion Date (taken together with the Working Capital Plant Commitment for such Plant) shall not exceed sixty-five percent (65%) of the aggregate actual and documented Project Costs for Greenfield Plant 3 and (iv) the aggregate principal amount of Greenfield Plant 3 Construction Loans disbursed as Greenfield Plant Top-Up Fundings shall not exceed the corresponding Excess Construction Loan Commitment. (g) The aggregate principal amount of the Construction Loans funded shall not exceed the Aggregate Construction Loan Commitment. The aggregate principal amount of the Construction Loans made by each Lender shall not exceed the Construction Loan Commitment of such Lender. (h) There shall be no more than one (1) Greenfield Plant Top-Up Funding for each Greenfield Plant. (i) Sponsor Support Reimbursement Fundings may only be requested to the extent that payments by Pacific Ethanol under the Sponsor Support Agreement are eligible for reimbursement as described in Section 2.04(g) (Sponsor's Deficiency Funding Obligation) of the Sponsor Support Agreement. (j) Proceeds of each Tranche B Construction Loan shall be deposited into the Escrow Account for further release and application in accordance with this Agreement. (k) Proceeds of each In-Progress Plant 1 Construction Loan and each In-Progress Plant 2 Tranche B Construction Loan (if any) shall be released from the Escrow Account and transferred to the Construction Holding Account to be applied solely in accordance with this Agreement and shall be used solely for the payment of Project Costs (including the partial funding of the Debt Service Reserve Requirement). (l) Proceeds of each In-Progress Plant 2 Tranche A Construction Loan (if any) shall be deposited into the Construction Holding Account and applied solely in accordance with this Agreement and shall be used solely for the payment of Project Costs (including the partial funding of the Debt Service Reserve Requirement). (m) Proceeds of the Greenfield Plant 1 Tranche B Construction Loans (if any) shall be released from the Escrow Account and applied solely in accordance with this Agreement and shall be used solely for the payment of Project Costs for Greenfield Plant 1 (including, if applicable, for reimbursement of Project Costs pursuant to a Sponsor Support Reimbursement Funding). (n) Proceeds of the Greenfield Plant 1 Tranche A Construction Loans shall be applied solely in accordance with this Agreement and, other than in the case of Greenfield Plant Top-Up Fundings or Sponsor Support Reimbursement Fundings, shall be deposited into the Construction Account for Greenfield Plant 1 or applied directly to the payment of Debt Service and shall be used solely for the payment of Project Costs for Greenfield Plant 1. (o) Proceeds of the Greenfield Plant 2 Construction Loans shall be applied solely in accordance with this Agreement and, other than in the case of Greenfield Plant Top-Up Fundings or Sponsor Support Reimbursement Fundings, shall be deposited into the Construction Account for Greenfield Plant 2 or applied directly to the payment of Debt Service and shall be used solely for the payment of Project Costs for Greenfield Plant 2. (p) Proceeds of the Greenfield Plant 3 Construction Loans shall be applied solely in accordance with this Agreement and, other than in the case of Greenfield Plant Top-Up Fundings or Sponsor Support Reimbursement Fundings, deposited into the Construction Account for Greenfield Plant 3 or applied directly to the payment of Debt Service and shall be used solely for the payment of Project Costs for Greenfield Plant 3. (q) Proceeds of Greenfield Plant Top-Up Fundings shall be deposited into the Construction Holding Account and shall be used and applied solely in accordance with this Agreement. (r) Proceeds of Sponsor Support Reimbursement Fundings may be paid directly to the Sponsor in accordance with Section 2.04(g) (Sponsor's Deficiency Funding Obligation) of the Sponsor Support Agreement. (s) Each of the Tranche B Lenders shall fund their pro rata portion of the Tranche B Escrow Disbursement on or before March 7, 2007. Once Unless or until otherwise elected pursuant to a properly delivered Interest Period Notice, the Tranche B Loans made pursuant to the Tranche B Escrow Disbursement shall bear interest as Base Rate Loans. (t) Construction Loans repaid or prepaid under the terms of this Agreement, the Construction Loans may not be reborrowed. (b) The Construction Loan Commitment shall expire, and each Construction Loan shall either be converted to a Term Loan, upon satisfaction of the terms and conditions set forth herein, or mature and be due and payable, on the Construction Loan Maturity Date, without further action on the part of any Lender or the Administrative Agent. (c) Subject to the satisfaction of the conditions precedent set forth in Section 3.3 and upon the terms and conditions set forth herein, each Lender severally and not jointly agrees on the Term Conversion Date to convert the Construction Loans of such Lender outstanding on such date to term loans (collectively, “Term Loans”), after giving effect to any prepayment of Construction Loans made on or before such date pursuant to the terms of this Agreement. The aggregate principal amount of the Term Loans of each Lender shall not exceed the Term Loan Commitment of such Lender. Each Term Loan shall mature and be due and payable on the Final Maturity Date, without further action on the part of any Lender or the Administrative Agent. Once repaid or prepaid under the terms of this Agreement, Term Loans may not be reborrowed. Construction Loans converted into Term Loans shall not be deemed to be repaid or discharged, but shall be deemed to be continued as Term Loans as provided herein. (d) The Term Loans shall be repaid by the Borrower, without premium or penalty, in the amounts and on the Payment Dates set forth in Schedule 2.1(a). Any remaining amounts outstanding shall be due and payable on the Final Maturity Date. (e) Except as provided by Section 2.8(c) and Section 2.16, any Term Loan may, from time to time, be Eurodollar Loans or Base Rate Loans as determined by the Borrower who shall notify the Administrative Agent in accordance with Section 2.6.

Construction Loans. (a) Subject to the satisfaction of the conditions precedent set forth in Section 3.1 and Section 3.2 and upon the terms and conditions herein set forth hereinforth, each Lender Bank severally and not jointly agrees agrees, at any time and from time to time on and after the Closing Date and prior to the Construction Loan Maturity Date, to make certain construction loans loans, including any amounts to refinance drawings under any Letter of Credit issued pursuant to Section 2.2(a) (the “collectively, "Construction Loans”) "), to the Borrower, from time to time during the which Construction Loan Availability Period, Loans shall not exceed in an aggregate amount up to the aggregate principal amount of at any time the Construction Loan Commitments; provided, however, that the aggregate principal amount of the Construction Loans funded by each Lender shall not exceed the outstanding Construction Loan Commitment of such LenderBank. Once repaid or prepaid under the terms of this Agreement, the Construction Loans may not be reborrowed. (b) The Total Construction Loan Commitment shall expire, and each Construction Loan shall either be converted to a Term Loan, Loan upon satisfaction of the terms and conditions set forth herein, herein or shall mature and be due and payable, on the Construction Loan Maturity Date, without further action on the part of any Lender Bank, the Agent Bank or the Administrative Agent. (c) Subject to the satisfaction of the conditions precedent set forth in Section 3.3 and upon the terms and conditions set forth herein, each Lender severally and not jointly agrees on the Term Conversion Date to convert the Construction Loans of such Lender outstanding on such date to term loans (collectively, “Term Loans”), after giving effect to any prepayment of Construction Loans made on or before such date pursuant to the terms of this Agreement. The aggregate principal amount of the Term Loans of each Lender shall not exceed the Term Loan Commitment of such Lender. Each Term Loan shall mature and be due and payable on the Final Maturity Date, without further action on the part of any Lender or the Administrative Collateral Agent. Once repaid or prepaid under the terms of this Agreementrepaid, Term Construction Loans may not be reborrowed. Construction Loans converted into Term Loans shall not be deemed to be repaid or discharged, but shall be deemed to be continued as Term Loans as provided herein. (db) The Term requested amount of any Borrowing of Construction Loans to pay interest on the Construction Loans arising after the Commercial Operation Date shall be repaid reduced by any amount then on deposit in the Revenue Account to the extent not reasonably anticipated by the BorrowerBorrower to be needed to pay Operation and Maintenance Expenses on the Business Day immediately prior to the day on which the Borrowing request was made. Each Borrowing of Construction Loans shall, without premium or penalty, after giving effect to the reduction provided for in the amounts and preceding sentence, be in the aggregate minimum amount of $1,000,000 or any integral multiple of $500,000 in excess thereof, except for the final Construction Loan Borrowing which may be in the amount of the Project Costs remaining at the time of such Borrowing. (c) The Borrower shall not be required to make scheduled principal payments on the Payment Dates set forth in Schedule 2.1(a)Construction Loans. Any remaining amounts The outstanding principal amount of any Construction Loan which shall not have converted to a Term Loan pursuant to Section 3.3 on or prior to the Date Certain, together with interest accrued thereon, shall be due and payable on the Final Maturity Date. Date Certain. If the Borrower does not repay such amounts within five (e5) Except as provided days after the Date Certain, the Collateral Agent, if directed by Section 2.8(cthe Agent Bank (acting upon the instructions of the Required Banks) and Section 2.16without prejudice to any other remedies available to the Banks hereunder or under any other Financing Document including, without limitation, the declaration of an Event of Default, acceleration of the Obligations and the exercise of remedies in respect thereof, shall thereafter apply all Excess Cash Flow to the repayment of outstanding Construction Loans. All such Excess Cash Flow shall be applied first to any Term Loan may, from time interest or Fees that are then due on any such Construction Loans and then to time, be Eurodollar the unpaid principal amount of such Construction Loans or Base Rate Loans as determined by in the Borrower who shall notify the Administrative Agent in accordance with Section 2.6inverse order of maturity.

Construction Loans. (a) Subject Upon the terms and subject to the satisfaction of the conditions precedent contained in this Agreement, and following a request therefor from Borrower as set forth in Section 3.1 and Section 3.2 and upon 2.1(b) below, the terms and conditions set forth herein, each Lender severally and not jointly agrees to make certain construction loans (the each such loan, a “Construction LoansLoan”) to the Borrower, Borrower from time to time during on any Loan Disbursement Date designated by the Construction Loan Availability PeriodBorrower, so long as, in an aggregate amount up each case, (i) after giving effect to the aggregate making of any such requested Construction Loan, the outstanding principal amount of all Construction Loans then outstanding made hereunder does not exceed the Commitment; (ii) the amount of such requested Construction Loan Commitmentsis at least $500,000; (iii) the amount of such requested Construction Loan is consistent with the Drawdown Schedule set forth in Schedule # 1 to this Agreement (or as otherwise agreed to between Lender and Borrower) and (iv) the conditions set forth in Section 5, to the extent applicable, have been satisfied; provided, however, that the aggregate principal amount of the Construction Loans funded by each Lender available for borrowings hereunder prior to the financial closing date of the Take-Out Financing shall not exceed the Construction Loan Commitment of such Lender. Once repaid or prepaid under the terms of this Agreement, the Construction Loans may not be reborrowed$[21,200,000]. (b) The Each borrowing of a Construction Loan Commitment hereunder shall expirebe made following the Borrower’s irrevocable written notice to the Lender. Such notice must be received by the Lender at least five (5) Business Days prior to the requested date of borrowing (or such shorter period as may be approved by Lender in its sole discretion). The Borrower may not request more than two Construction Loans in any calendar month, and with each borrowing of a Construction Loan occurring on a Loan Disbursement Date. Each notice to borrow a Construction Loan shall either be converted to in substantially the form of Exhibit C attached hereto (each such notice, a Term Loan“Construction Loan Notice”), upon satisfaction and shall: (i) specify the requested date of the terms and conditions set forth hereinborrowing, or mature and which shall be due and payable, on a Loan Disbursement Date; (ii) specify the principal amount of the Construction Loan Maturity Dateto be borrowed; (iii) include a summary of the costs for the Project to be paid with the proceeds of such Construction Loan, without further action including reference to any applicable milestones set forth in the EPC Contract with respect to the Project; and (iv) include any accompanying documentation and items that may be required pursuant to Section 5, to the extent applicable. Following the receipt of a Construction Loan Notice, Lender shall disburse the principal amount of the requested Construction Loan on the part of any Lender Loan Disbursement Date specified in the Construction Loan Notice, into the Construction Account. Borrower may withdraw funds from such Construction Account to make payments to Parent required pursuant to the EPC Contract or the Administrative Agentotherwise to pay Project costs (subject to Section 2.5(b)). (c) Subject Schedule # 1 is a Draw Down Schedule that sets forth: (i) costs previously incurred by Borrower (and its Affiliates) with regard to the satisfaction Project; (ii) the Equity Contribution; (iii) payments required to be made by Borrower after the Effective Date pursuant to the EPC Contract; and (iv) the amounts of such future payments under the EPC Contract to be paid by Borrower (out of its own funds) or funded by Construction Loans. As shown in Schedule # 1, a portion of the conditions precedent set forth in Section 3.3 initial Construction Loan by Lender will be to reimburse Parent for certain costs previously incurred by Parent. From and upon after the Effective Date, Lender will make the Construction Loans, subject to the terms and conditions set forth herein, each Lender severally and not jointly agrees on the Term Conversion Date to convert the Construction Loans of such Lender outstanding on such date to term loans (collectively, “Term Loans”), after giving effect to any prepayment of Construction Loans made on or before such date pursuant to the terms of this Agreement. The aggregate principal amount of the Term Loans of each Lender shall not exceed the Term Loan Commitment of such Lender. Each Term Loan shall mature and be due and payable on the Final Maturity Date, without further action on the part of any Lender or the Administrative Agent. Once repaid or prepaid under the terms of this Agreement, Term Loans may not be reborrowed. Construction Loans converted into Term Loans shall not be deemed to be repaid or discharged, but shall be deemed to be continued as Term Loans as provided herein. (d) The Term Loans shall be repaid by the Borrower, without premium or penalty, in the amounts and on the Payment Dates in accordance with Schedule # 1; provided, that (i) Borrower, out of its own funds, has made those payments set forth in Schedule 2.1(a). Any remaining amounts outstanding shall # 1 that are not to be funded by Construction Loans, including the Equity Contribution; (ii) to the extent that Borrower requests any change orders under the EPC Contract which result in any additional costs required to be borne by Borrower under the EPC Contract, Borrower also satisfies such obligations when due from its own funds; and payable on (iii) the Final Maturity Dateaggregate amount of Construction Loans does not exceed the Commitment. (e) Except as provided by Section 2.8(c) and Section 2.16, any Term Loan may, from time to time, be Eurodollar Loans or Base Rate Loans as determined by the Borrower who shall notify the Administrative Agent in accordance with Section 2.6.

Construction Loans. (a) Subject to the satisfaction of the conditions precedent set forth in Section 3.1 Each Lender agrees, severally and Section 3.2 and upon not jointly, on the terms and conditions set forth hereinof this Agreement, each Lender severally and not jointly agrees to make certain construction loans (the each such loan, an “Albion Construction LoansLoan”) to the BorrowerBorrowers for Albion Project Costs, from time to time during but not more frequently than once each calendar month, until the Construction Loan Availability Period, Maturity Date in an aggregate amount up to the aggregate principal amount not in excess of the Albion Construction Loan CommitmentsCommitment of such Lender; provided, however, that the aggregate principal amount of the Albion Construction Loans funded shall not exceed the Albion Aggregate Construction Loan Commitment. (b) Each Lender agrees, severally and not jointly, on the terms and conditions of this Agreement, to make loans (each such loan, a “Bloomingburg Construction Loan”) to the Borrowers for Bloomingburg Project Costs, from time to time but not more frequently than once each calendar month, until the Construction Loan Maturity Date in an aggregate principal amount not in excess of the Bloomingburg Construction Loan Commitment of such Lender; provided, however, that the aggregate principal amount of the Bloomingburg Construction Loans shall not exceed the Bloomingburg Aggregate Construction Loan Commitment. (c) Each Lender agrees, severally and not jointly, on the terms and conditions of this Agreement, to make loans (each such loan, a “Linden Construction Loan”) to the Borrowers for Linden Project Costs, from time to time but not more frequently than once each calendar month, until the Construction Loan Maturity Date in an aggregate principal amount not in excess of the Linden Construction Loan Commitment of such Lender; provided, however, that the aggregate principal amount of the Linden Construction Loans shall not exceed the Linden Aggregate Construction Loan Commitment. (d) The aggregate principal amount of the Construction Loans shall not exceed the Aggregate Construction Loan Commitment. The aggregate principal amount of the Construction Loans made by each Lender shall not exceed the Construction Loan Commitment of such Lender. Once . (e) Proceeds of each Albion Construction Loan shall be deposited into the Albion Construction Account, shall be applied solely in accordance with this Agreement and shall be used solely for the payment of Albion Project Costs. (f) Proceeds of the Bloomingburg Construction Loans shall be deposited into the Bloomingburg Construction Account, shall be applied solely in accordance with this Agreement and shall be used solely for the payment of Bloomingburg Project Costs. (g) Proceeds of the Linden Construction Loans shall be deposited into the Linden Construction Account, shall be applied solely in accordance with this Agreement and shall be used solely for the payment of Linden Project Costs. (h) Notwithstanding anything to the contrary above, if, at any time following the Final Completion of any Plant, there exists any Excess Construction Loan Commitment for such Plant, the proceeds of Borrowings of any such Excess Construction Loan Commitment shall be applied solely in accordance with this Agreement, may be used for the payment of Project Costs for any other Plant that has not yet achieved Final Completion and shall be deposited into the Construction Account for the relevant Plant. (i) Construction Loans repaid or prepaid under the terms of this Agreement, the Construction Loans may not be reborrowed. (b) The Construction Loan Commitment shall expire, and each Construction Loan shall either be converted to a Term Loan, upon satisfaction of the terms and conditions set forth herein, or mature and be due and payable, on the Construction Loan Maturity Date, without further action on the part of any Lender or the Administrative Agent. (c) Subject to the satisfaction of the conditions precedent set forth in Section 3.3 and upon the terms and conditions set forth herein, each Lender severally and not jointly agrees on the Term Conversion Date to convert the Construction Loans of such Lender outstanding on such date to term loans (collectively, “Term Loans”), after giving effect to any prepayment of Construction Loans made on or before such date pursuant to the terms of this Agreement. The aggregate principal amount of the Term Loans of each Lender shall not exceed the Term Loan Commitment of such Lender. Each Term Loan shall mature and be due and payable on the Final Maturity Date, without further action on the part of any Lender or the Administrative Agent. Once repaid or prepaid under the terms of this Agreement, Term Loans may not be reborrowed. Construction Loans converted into Term Loans shall not be deemed to be repaid or discharged, but shall be deemed to be continued as Term Loans as provided herein. (d) The Term Loans shall be repaid by the Borrower, without premium or penalty, in the amounts and on the Payment Dates set forth in Schedule 2.1(a). Any remaining amounts outstanding shall be due and payable on the Final Maturity Date. (e) Except as provided by Section 2.8(c) and Section 2.16, any Term Loan may, from time to time, be Eurodollar Loans or Base Rate Loans as determined by the Borrower who shall notify the Administrative Agent in accordance with Section 2.6.