Common use of Second Term Loan Clause in Contracts

Second Term Loan. (a) Subject to the terms and conditions set forth in the Loan Agreement and the other Loan Documents, Lender agrees to make a multiple advance and term loan in the maximum aggregate principal amount of $3,850,497.00 to MAALT (the “Second Term Loan”) on the terms set forth in the Term Promissory Note attached as Exhibit G to this Amendment (the “Second Term Note”), for the purpose of financing the construction of a sand storage and transloading facility situated in Big Lake, ▇▇▇▇▇▇ County, Texas (the “Big Lake Facility”). Subject to the terms and conditions of MAALT, L.P. GHMR OPERATIONS, L.L.C. February 9, 2016 the Loan Agreement, MAALT may request one or more advances on or before August 9, 2016 (the “Second Termination Date”), in an aggregate amount not to exceed the lesser of (i) eighty percent (80%) of MAALT’s aggregate cost incurred in connection with the construction of the Big Lake Facility in accordance with the Big Lake Approved Budget (as defined below), or (ii) $3,850,497.00. (b) Lender will make monthly advances under the Second Term Loan for the payment of costs of labor, materials, and services supplied for the construction of the Big Lake Improvements (as defined below), for completed work during the period, upon compliance by MAALT with the Loan Agreement and the inspection of the construction by Lender’s third-party inspector (the “Big Lake Interim Advances”). MAALT shall give notice to Lender of any requested advance on the Second Term Loan, in the form of the Request for Borrowing attached as Exhibit H, not later than 10:00 a.m. (Fort Worth, Texas time) on the date of the requested advance. The request for an advance may be given telephonically if promptly confirmed in writing by delivery of Request for Borrowing. Each month, MAALT will submit a Request for Borrowing to Lender requesting an advance for the payment of the costs of construction of the Big Lake Improvements in accordance with the Big Lake Approved Budget. Lender will require an inspection of the construction before making the advance. Big Lake Interim Advances shall not exceed eighty percent (80%) of the aggregate of the (i) costs of labor, materials, and services actually incorporated into the Big Lake Improvements in a manner acceptable to Lender during the time covered by the Request for Borrowing, and (ii) the purchase price of all uninstalled materials to be utilized in the construction of Big Lake Improvements, if approved by Lender and if stored in a manner acceptable to Lender, less (iii) the amount of retainage required by law, if any. The final advance shall not exceed eighty percent (80%) of the aggregate of the (i) costs of labor, materials, and services actually incorporated into the Big Lake Improvements in a manner acceptable to Lender during the time covered by the Request for Borrowing, and (ii) the amount of retainage paid, or to be paid, to any contractor, subcontractor, materialmen, or laborers, if any. No Request for Borrowing shall include amounts included in any previous Request for Borrowing. Each Request for Borrowing must be submitted to Lender at least three business days before the date of the advance. The final advance will not be made until Lender has received the following: (w) a completion certificate in Proper Form from MAALT, (x) evidence that all Governmental Requirements with respect to the Big Lake Facility have been satisfied, (y) evidence that no mechanics or materialmen’s liens or other encumbrances have been filed against the Big Lake Facility, and (z) proof of payment and lien releases or waivers in Proper Form by the contractor and all subcontractors and materialmen supplying labor, materials, or services for the construction of the Big Lake Improvements. As used herein, the following terms have the meanings assigned: