Common use of Equipment Advances Clause in Contracts

Equipment Advances. Subject to the terms and conditions hereof, through the earlier to occur of (a) the occurrence and continuance of an Event of Default or if there exists any event, condition, or act which with notice or lapse of time, or both, would constitute an Event of Default or (b) the Equipment Availability Termination Date, Bank will make advances not exceeding the Committed Equipment Line; provided, however, that Borrower may receive only one Equipment Advance each month, and the minimum amount drawn by Borrower for each Equipment Advance shall be $100,000. If the aggregate amount of the Equipment Advances exceeds the Committed Equipment Line at any time, Borrower must immediately pay Bank the excess. Except as otherwise provided below, the proceeds of each Equipment Advance may only be used to finance Eligible Equipment purchased on or 90 days after the date of the Equipment Advance and may not exceed one hundred percent (100%) of the invoice for such Eligible Equipment excluding taxes, shipping, warranty charges, freight discounts and installation expenses unless such taxes, shipping, warranty charges, freight discounts, and installation expenses constitute Other Equipment. If the initial Equipment Advance is funded on the Effective Date, the proceeds of such initial Equipment Advance may be used to purchase or finance Eligible Equipment purchased on or after January 1, 2003. Subject to the terms of Section 2.4(b), Borrower shall repay the aggregate principal amount of each Equipment Advance in thirty-six (36) equal, consecutive monthly installments of principal and interest on the first day of each month commencing with the first month after such Equipment Advance is made, and ending on the Equipment Loan Maturity Date for such Equipment Advance. At any time, Borrower may prepay amounts due and owing under the Committed Equipment Line without premium or penalty. Prepayments shall be applied to scheduled principal repayments in inverse order of their maturity. No payment with respect to an Equipment Advance may be reborrowed.

Equipment Advances. (i) Subject to and upon the terms and conditions hereofof this Agreement, through Bank agrees to make advances (each an "Equipment Advance" and, collectively, the earlier to occur of (a"Equipment Advances") the occurrence and continuance of an Event of Default or if there exists any event, condition, or act which with notice or lapse of time, or both, would constitute an Event of Default or (b) under the Equipment Availability Termination Date, Bank will make advances not exceeding the Committed Equipment Line; provided, however, that Borrower may receive only one Equipment Advance each month, and the minimum amount drawn by Borrower for each Line to Borrowers. The first Equipment Advance shall be $100,000used to refinance Priority's existing equipment leases, including buyout provisions, with various creditors (the "First Equipment Advance"). If Each subsequent Equipment Advance shall be advanced in two tranches, Tranche A and Tranche B. Each Borrower may request Equipment Advances under Tranche A at any time from the date hereof through the Tranche A Availability End Date. Each Borrower may request Equipment Advances under Tranche B at any time from the Tranche A Availability End Date through the Tranche B Availability End Date. Neither the amount of any individual Equipment Advance, nor the aggregate remaining outstanding principal balance of Equipment Advances shall exceed the Equipment Line and the aggregate amount of the Tranche A Equipment Advances exceeds the Committed and Tranche B Equipment Line at any time, Borrower must immediately pay Bank the excessAdvances shall not exceed $1,000,000. Except as otherwise provided below, the proceeds of each Each Equipment Advance may only be used (other than the First Equipment Advance) shall not exceed 80% of the invoice amount of equipment and software approved by Bank from time to finance Eligible Equipment time (which the applicable Borrower shall, in any case, have purchased on or within 90 days after of the date of the corresponding Equipment Advance and may not exceed one hundred percent (100%) of the invoice for such Eligible Equipment excluding Advance), including taxes, shipping, warranty charges, freight discounts and installation expenses unless such taxesexpense (collectively, shipping, warranty charges, freight discounts"Soft Costs"); provided that (i) the aggregate amount of Equipment Advances (excluding the First Equipment Advance) made with respect to Soft Costs shall not exceed $200,000, and installation expenses constitute Other Equipment. If (ii) the initial aggregate amount of Equipment Advance is funded on Advances (excluding the Effective Date, the proceeds First Equipment Advance) with respect to Soft Costs shall not exceed twenty percent (20%) of such initial Equipment Advance may be used to purchase or finance Eligible Equipment purchased on or after January 1, 2003. Subject to the terms of Section 2.4(b), Borrower shall repay the aggregate principal amount of each Equipment Advance in thirty-six Advances (36) equal, consecutive monthly installments of principal and interest on excluding the first day of each month commencing with the first month after such Equipment Advance is made, and ending on the Equipment Loan Maturity Date for such First Equipment Advance. At any time, Borrower may prepay amounts due and owing under the Committed Equipment Line without premium or penalty. Prepayments shall be applied to scheduled principal repayments in inverse order of their maturity. No payment with respect to an Equipment Advance may be reborrowed).

Equipment Advances. (i) Subject to and upon the terms and conditions hereofof this Agreement, Bank agrees to make advances (each an “Equipment Advance” and, collectively, the “Equipment Advances”) to Borrower in two tranches, Tranche A and Tranche B. Borrower may request Equipment Advances under Tranche A at any time from the date hereof through the earlier to occur of (a) the occurrence and continuance of an Event of Default or if there exists any event, condition, or act which with notice or lapse of time, or both, would constitute an Event of Default or (b) the Equipment Tranche A Availability Termination End Date, Bank will make advances not exceeding the Committed Equipment Line; provided, however, that . Borrower may receive only one request Equipment Advance each month, Advances under Tranche B at any time from the Tranche A Availability End Date through the Tranche B Availability End Date. The aggregate outstanding amount at any time of Tranche A Equipment Advances and Tranche B Equipment Advances shall not exceed the minimum amount drawn by Borrower for each Maximum Equipment Line Availability. Each Equipment Advance shall be $100,000. If not exceed 100% of the aggregate invoice amount of the Equipment Advances exceeds the Committed Equipment Line at equipment and software approved by Bank from time to time (which Borrower shall, in any timecase, Borrower must immediately pay Bank the excess. Except as otherwise provided below, the proceeds of each Equipment Advance may only be used to finance Eligible Equipment have purchased on or within 90 days after of the date of the corresponding Equipment Advance and may not exceed one hundred percent (100%) of the invoice for such Eligible Equipment excluding Advance), including taxes, shipping, warranty charges, freight discounts and installation expenses unless such taxesexpense (collectively, shipping, warranty charges, freight discounts, and installation expenses constitute Other Equipment. If “Soft Costs”); provided that the initial aggregate amount of Equipment Advance is funded on the Effective Date, the proceeds Advances made for Soft Costs shall not exceed 20% of such initial Equipment Advance may be used to purchase or finance Eligible Equipment purchased on or after January 1, 2003. Subject to the terms of Section 2.4(b), Borrower shall repay the aggregate principal amount of each Equipment Advances. Borrower will be allowed an initial Equipment Advance in thirty-six (36) equalfor equipment purchased no earlier than June 1, consecutive monthly installments of principal and interest on 2011, subject to the first day of each month commencing with the first month after such Equipment Advance is made, and ending on the Equipment Loan Maturity Date for such Equipment Advance. At any time, Borrower may prepay amounts due and owing under the Committed Equipment Line without premium or penalty. Prepayments shall be applied to scheduled principal repayments in inverse order of their maturity. No payment with respect to an Equipment Advance may be reborrowedaforementioned conditions.

Equipment Advances. (i) Subject to and upon the terms and conditions hereofof this Agreement, at any time from the date hereof through the Tranche A Availability End Date and the Tranche B Availability End Date, as applicable, Bank agrees to make Advances to Borrower in two tranches, Tranche A and Tranche B (each an “Equipment Advance” and collectively, the “Equipment Advances”). Borrower may request Equipment Advances under Tranche A at any time from the date hereof through the earlier to occur of (a) the occurrence Tranche A Availability End Date and continuance of an Event of Default or if there exists any event, condition, or act which with notice or lapse of time, or both, would constitute an Event of Default or (b) the termination of Bank’s obligation to advance money pursuant to Section 9.1(b). Borrower may request Equipment Advances under Tranche B at any time from the day following the Tranche A Availability Termination DateEnd Date through the earlier to occur of (a) the Tranche B Availability End Date and (b) the termination of Bank’s obligation to advance money pursuant to Section 9.1(b). The aggregate outstanding principal amount of Tranche A Equipment Advances and Tranche B Equipment Advances, Bank will make advances shall not exceeding at any time exceed the maximum principal amount of the Committed Equipment Line; provided, however, that Borrower may receive only one Equipment Advance each month, and the minimum amount drawn by Borrower for each . Each Equipment Advance shall be $100,000. If not exceed 100% of the aggregate invoiced amount of the new Equipment Advances exceeds the Committed Equipment Line at any and software approved by Bank from time to time, Borrower must immediately pay Bank the excess. Except as otherwise provided below, the proceeds of each Equipment Advance may only be used to finance Eligible Equipment purchased on or 90 days after the date of the Equipment Advance and may not exceed one hundred percent (100%) of the invoice for such Eligible Equipment excluding taxes, shipping, warranty charges, freight discounts and installation expenses unless such expense (“Permitted Equipment”), which Permitted Equipment Borrower shall have purchased within 90 days prior to the date of the corresponding Equipment Advance. The aggregate amount of all Equipment Advances allocated to the financing of software, taxes, shipping, warranty charges, freight discounts, discounts and installation expenses constitute Other Equipment. If the initial Equipment Advance is funded on the Effective Date, the proceeds of such initial Equipment Advance may be used to purchase or finance Eligible Equipment purchased on or after January 1, 2003. Subject to the terms of Section 2.4(b), Borrower shall repay the aggregate principal amount of each Equipment Advance in thirty-six (36“Software Advances”) equal, consecutive monthly installments of principal and interest on the first day of each month commencing with the first month after such Equipment Advance is made, and ending on the Equipment Loan Maturity Date for such Equipment Advance. At any time, Borrower may prepay amounts due and owing under the Committed Equipment Line without premium or penalty. Prepayments shall be applied limited to scheduled principal repayments in inverse order of their maturity. No payment with respect to an Equipment Advance may be reborrowed$500,000.

Equipment Advances. Subject to Through December 31, 2005 (the terms and conditions hereof, through the earlier to occur of (a) the occurrence and continuance of an Event of Default or if there exists any event, condition, or act which with notice or lapse of time, or both, would constitute an Event of Default or (b) the “Equipment Availability Termination End Date”), Bank will make advances (“Equipment Advance” and, collectively, “Equipment Advances”) not exceeding the Committed Equipment Line; provided, however, that Borrower may receive only one Equipment Advance each month, and the minimum amount drawn by Borrower for each Equipment Advance shall be $100,000. If the aggregate amount of the The Equipment Advances exceeds the Committed Equipment Line at any time, Borrower must immediately pay Bank the excess. Except as otherwise provided below, the proceeds of each Equipment Advance may only be used to finance Eligible or refinance Equipment purchased on or 90 after ninety (90) days after before the date of the each Equipment Advance and may not exceed one hundred percent (100%) of the invoice for such Eligible Equipment equipment invoice, excluding taxes, shipping, warranty charges, freight discounts and installation expenses unless such taxes, shipping, warranty charges, freight discounts, and installation expenses expense. Software may constitute Other Equipmentup to twenty percent (20%) of the aggregate amount of all Equipment Advances. If the initial Each Equipment Advance must be for a minimum of Two Hundred Thousand Dollars ($200,000). The number of Equipment Advances is funded on limited to five (5). Interest accrues from the Effective Date, the proceeds of such initial Equipment Advance may be used to purchase or finance Eligible Equipment purchased on or after January 1, 2003. Subject to the terms of Section 2.4(b), Borrower shall repay the aggregate principal amount date of each Equipment Advance at the rate in thirty-six Section 2.2 (36a) equal, consecutive and is payable monthly. Each Equipment Advance is payable in forty eight (48) equal monthly installments (the “Repayment Period”) of principal and interest principal, plus accrued interest, beginning on the first (1st) day of each month commencing after each Equipment Advance and continuing thereafter until the last day of each Repayment Period (the “Equipment Maturity Date”). All Equipment Advances shall be evidenced by the Equipment Term Note to be executed and delivered by Borrowers to Bank on the Closing Date and shall be repaid in accordance with the first month after such terms of the Equipment Term Note. Equipment Advances when repaid may not be reborrowed. To obtain an Equipment Advance, the Company must notify Bank (the notice is irrevocable) by facsimile no later than 3:00 p.m. Eastern time one (1) Business Day before the day on which the Equipment Advance is to be made, . The notice in the form of Exhibit B (Payment/Advance Form) must be signed by a Responsible Officer or designee and ending on include a copy of the invoice for the Equipment Loan Maturity Date for such Equipment Advance. At any time, Borrower may prepay amounts due and owing under the Committed Equipment Line without premium or penalty. Prepayments shall be applied to scheduled principal repayments in inverse order of their maturity. No payment with respect to an Equipment Advance may be reborrowedbeing financed.

Equipment Advances. Subject to Through the terms and conditions hereofsoonest of the anniversary of the Closing Date or April 30, through 2004 (the earlier to occur of (a) the occurrence and continuance of an Event of Default or if there exists any event, condition, or act which with notice or lapse of time, or both, would constitute an Event of Default or (b) the "Equipment Availability Termination End Date"), Bank will make advances (each an "Equipment Advance" and, collectively, "Equipment Advances") in an aggregate amount not exceeding the Committed Equipment Line; provided, however, that Borrower may receive only one Equipment Advance each month, and the minimum amount drawn by Borrower for each Equipment Advance shall be $100,000. If the aggregate amount of the The Equipment Advances exceeds the Committed Equipment Line at any time, Borrower must immediately pay Bank the excess. Except as otherwise provided below, the proceeds of each Equipment Advance may only be used to finance Eligible or refinance Equipment purchased on or within 90 days after before the date of each Equipment Advance (or in the case of the initial Equipment Advance, within 120 days before the date of the initial Equipment Advance Advance) and may not exceed one hundred percent (100%) % of the equipment invoice for such Eligible Equipment excluding taxes, shipping, warranty charges, freight discounts and installation expenses unless such taxes, shipping, warranty charges, freight discounts, and installation expenses expense. Software may constitute Other Equipmentup to $200,000 of the aggregate Equipment Advances. If the initial Each Equipment Advance must be for a minimum of $50,000. The number of Equipment Advances is funded on limited to one (1) per month. Interest accrues from the Effective Date, the proceeds of such initial Equipment Advance may be used to purchase or finance Eligible Equipment purchased on or after January 1, 2003. Subject to the terms of Section 2.4(b), Borrower shall repay the aggregate principal amount date of each Equipment Advance at the rate in thirty-six Section 2.3 (36a) equal, consecutive and is payable monthly until the Equipment Availability End Date occurs. Equipment Advances outstanding on the Equipment Availability End Date are payable in 36 equal monthly installments of principal and principal, plus accrued interest at the rate in Section 2.3 (a), beginning on the first day 1st of each month following the Equipment Availability End Date commencing with May 1, 2004 and ending on April 1, 2007 (the first month after such "Equipment Maturity Date"). When repaid, Equipment Advances may not be reborrowed. Borrower shall be entitled to prepay all (but not less than all) of the then current Obligations for the Equipment Advances, subject to prior written notice and payment of the applicable Prepayment Fee. To obtain an Equipment Advance, Borrower must notify Bank (the notice is irrevocable) by facsimile no later than 12:00 p.m. Pacific time one (1) Business Day before the day on which the Equipment Advance is to be made, . The notice in the form of Exhibit B (Payment/Advance Form) must be signed by a Responsible Officer or designee and ending on include copies of the invoices for the Equipment Loan Maturity Date for such Equipment Advance. At any time, Borrower may prepay amounts due and owing under the Committed Equipment Line without premium or penalty. Prepayments shall be applied to scheduled principal repayments in inverse order of their maturity. No payment with respect to an Equipment Advance may be reborrowedbeing financed.