Common use of Swing Line Subfacility Clause in Contracts

Swing Line Subfacility. (a) For the convenience of the parties and as an integral part of the transactions contemplated by the Loan Documents, NationsBank, solely for its own account, may make any requested Loan of $250,000 or a greater integral multiple thereof, subject to those terms and conditions applicable to Loans set forth in CLAUSES (a) and (b) of the first sentence of SECTION 5.2, directly to Borrower as a Swing Line Loan without requiring any other Lender to fund its ratable portion thereof unless and until SECTION 2.2(b) is applicable; provided that: (i) each such Swing Line Loan must occur on a Business Day prior to, and not on or after, the Termination Date; (ii) the aggregate Swing Principal Debt outstanding on any date of determination shall not exceed the Swing Line Commitment; (iii) on any date of determination, the aggregate principal amount of all Loans shall never exceed the aggregate amount of the Commitments of the Lenders; (iv) at the time of such Swing Line Loan, no Default or Event of Default shall have occurred and be continuing; (v) each Swing Line Loan shall be at a rate per annum equal to the lesser of (a) the Money Market Rate, and (b) the Maximum Rate; provided that at any time after Revolving Lenders are deemed to have purchased pursuant to SECTION 2.2(b) a participation in any Swing Line Borrowing, such Borrowing shall bear interest at the Post-Default Rate; and (vi) no additional Swing Line Loan shall be made at any time after any Lender has refused, notwithstanding the requirements of SECTION 2.2(b), to purchase a participation in any Swing Line Loan as provided in such Section, and until such purchase shall occur or until the Swing Line Loan has been repaid. Each Swing Line Loan under the Swing Line Subfacility shall be available and may be prepaid on same day telephonic notice from Borrower to NationsBank, so long as such notice is received by NationsBank prior to 1:00 p.m. Dallas, Texas time. Each Swing Line Loan shall be repaid in full, together with all accrued and unpaid interest thereon, not later than the tenth Business Day after the date on which such Swing Line Loan was funded. (b) If Borrower fails to repay any Swing Line Loan as provided herein (and in any event upon the earlier to occur of a Default or the Termination Date), Administrative Agent shall timely notify each Lender of such failure and of the date and amount not paid. No later than the close of business on the date such notice is given (if such notice was given prior to 12:00 noon on any Business Day, or, if made at any other time, on the next Business Day following the date of such notice), each Lender shall be deemed to have irrevocably and unconditionally purchased and received from NationsBank a pro rata (in proportion to their respective Commitments) undivided interest and participation in such Swing Line Loan, and each Lender shall make available to NationsBank in immediately available funds such Lender's ratable part of such unpaid principal amount. All such amounts payable by any Lender shall include interest thereon from the date on which such payment is payable by such Lender to, but not including, the date such amount is paid by such Lender to Administrative Agent, at the Federal Funds Rate. If such Lender does not promptly pay such amount upon Administrative Agent's demand therefor, and until such time as such Lender makes the required payment, NationsBank shall be deemed to continue to have outstanding a Swing Line Loan in the amount of such unpaid obligation. Each payment by Borrower of all or any part of any Swing Line Loan shall be paid to Administrative Agent for the ratable benefit of NationsBank and those Lenders who have funded their participations in such Swing Line Loan under this SECTION 2.2(b); provided that, with respect to any such participation, all interest accruing on the Swing Principal Debt to which CREDIT AGREEMENT such participation relates prior to the date of funding such participation shall be payable solely to NationsBank for its own account.

Swing Line Subfacility. (a) For the convenience of the parties and as an integral part of the transactions contemplated by the Loan Credit Documents, NationsBankBank One, solely for its own account, may elect, in its sole discretion, to make any requested Loan of $250,000 or a greater integral multiple thereof, subject to those terms and conditions applicable to Loans set forth in CLAUSES (a) and (b) of the first sentence of SECTION 5.2, Borrowing directly to Borrower as a Swing Line Loan Borrowing without requiring any other Lender to fund its ratable portion thereof unless and until SECTION 2.2(b) is applicable; Commitment Percentage thereof, provided that: (i) each such Swing Line Loan CREDIT AGREEMENT PMC COMMERCIAL TRUST Borrowing must occur on a Business Day prior to, and not on or after, the Termination Swing Line Maturity Date; (ii) the aggregate Swing Principal Debt outstanding on any date of determination shall not exceed the Swing Line Commitment$5,000,000; (iii) each such Borrowing must be in an amount equal to $250,000 or a greater integral multiple thereof; (iv) on any date of determination, the aggregate principal amount of all Loans Commitment Usage shall never exceed the aggregate amount of the Commitments of the LendersCommitment; (ivv) at the time of such Swing Line LoanBorrowing, no Event of Default or Event of Potential Default shall have occurred and be continuingcontinuing and all other conditions precedent for Borrowings set forth in Section 6 shall have been satisfied or waived; (vvi) each Swing Line Loan Borrowing shall be at a rate per annum equal to the lesser of Base Rate Borrowing (a) the Money Market Rate, and (b) the Maximum Rate; provided that at any time after Revolving Lenders are deemed to have purchased pursuant to SECTION Section 2.2(b) a participation in any Swing Line Borrowing, such Borrowing shall bear interest at the Post-Default Rate); and (vivii) no additional Swing Line Loan Borrowing shall be made at any time after any Lender has refused, notwithstanding the requirements of SECTION Section 2.2(b), to purchase a participation in any Swing Line Loan Borrowing as provided in such SectionSection 2.2(b), and until such purchase shall occur or until the Swing Line Loan Borrowing has been repaid. Each Swing Line Loan Borrowing under the Swing Line Subfacility shall be available and may be prepaid on same day telephonic notice from Borrower to NationsBankBank One, so long as such notice is received by NationsBank Bank One prior to 1:00 p.m. Dallas, Texas time12:00 noon. Each Swing Line Loan shall be repaid in full, together with all accrued Borrowings are due and unpaid interest thereon, not later than payable by Borrower upon the tenth earlier of (i) five Business Day Days after the borrowing date on which for such Swing Line Loan was fundedBorrowing or (ii) the date of demand by Bank One. (b) If Borrower fails to repay any Swing Line Loan as provided herein Borrowing when due (and in any event upon the earlier to occur of a Default or an Event of Default, the Termination Date, or the date on which the Commitment is canceled in full), Administrative Agent shall timely notify each Lender of such failure and of the date and amount not paid. No later than the close of business on the date such notice is given (if such notice was given prior to 12:00 noon on any Business Day, or, if made at any other time, on the next Business Day following the date of such notice), each Lender shall be deemed to have irrevocably and unconditionally purchased and received from NationsBank a pro rata (in proportion to their respective Commitments) Bank One an undivided interest and participation in such Swing Line LoanBorrowing to the extent of such Lender's Commitment Percentage, and each Lender shall make available to NationsBank Bank One in immediately available funds such Lender's ratable part Commitment Percentage of such unpaid principal amount. All such amounts payable by any Lender shall include interest thereon from the date on which such payment is payable by such Lender to, but not including, the date such amount is paid by such Lender to Administrative Agent, at the Federal Funds Rate. If such Lender does not promptly pay such amount upon Administrative Agent's demand therefor, and until such time as such Lender makes the required payment, NationsBank Bank One shall be deemed to continue to have outstanding a Swing Line Loan Borrowing in the amount of such unpaid obligation. Each payment by Borrower of all or any part of any Swing Line Loan Borrowing shall be paid to Administrative Agent for the ratable benefit of NationsBank Bank One and those Lenders who have funded their participations in such Swing Line Loan Debt under this SECTION Section 2.2(b); provided that, with respect to any such participation, all interest accruing on the Swing Principal Debt to which CREDIT AGREEMENT such participation relates prior to the date of funding such participation shall be payable solely to NationsBank Bank One for its own account.

Swing Line Subfacility. (a) For the convenience of the parties and as an integral part of the transactions contemplated by the Loan Documentssubject to Section 2.1.1(b)(iii), NationsBankSwing Line Lender, solely for its own accountaccount but as part of the Revolving Credit Facility, may may, at any time and from time to time, make any requested Loan of $250,000 or a greater integral multiple thereof, subject to those terms and conditions applicable to Loans set forth in CLAUSES (a) and (b) of the first sentence of SECTION 5.2, directly to Borrower as a Swing Line Loan without requiring any each other Lender to fund its ratable portion Pro Rata Part thereof unless and until SECTION 2.2(bSection 2.4(b) is applicable; provided that: . Swing Line Loans are subject to the following conditions: (i) each such Each Swing Line Loan must occur on a Business Day prior to, and not on or after, before the Termination Swing Line Maturity Date; ; (ii) When determined, (x) the aggregate Swing Line Principal Debt outstanding on any date of determination shall may not exceed $10,000,000, and (y) the Revolving Credit Commitment Usage may not exceed the Swing Line Revolving Credit Commitment; ; (iii) on any date of determination, the aggregate principal amount of all Loans shall never exceed the aggregate amount of the Commitments of the Lenders; (iv) at the time of such Swing Line Loan, no Default or Event of Default shall have occurred and be continuing; (v) each Swing Line Loan shall be at a rate per annum equal to the lesser of (a) the Money Market Rate, and (b) the Maximum Rate; provided that at any time after Revolving Lenders are deemed to have purchased pursuant to SECTION 2.2(b) a participation in any Swing Line Borrowing, such Borrowing shall bear interest at the Post-Default Rate; and (vi) no additional Swing Line Loan shall be made at any time after any Lender has refused, notwithstanding the requirements of SECTION 2.2(b), to purchase a participation in any Swing Line Loan as provided in such Section, and until such purchase shall occur or until the Swing Line Loan has been repaid. Each Swing Line Loan under the Swing Line Subfacility shall be is (x) available and may be prepaid on same day telephonic notice from Borrower to NationsBank, so long as such Swing Line Lender if notice is received by NationsBank prior to 1:00 p.m. Dallasbefore 12:00 noon, Texas time. (y) may be borrowed for periods, at Borrower's election, of 1, 2, 3, 4, 5, 6, or 7 days, and (z) is due and payable at 12:00 noon on its due date; and (iv) Each Swing Line Loan shall may be repaid in full, together with all accrued and unpaid interest thereon, not later than the tenth Business Day after the date prepaid on which such same-day telephonic notice from Borrower to Swing Line Loan was fundedLender, if notice is received before 12:00 noon. (b) If Borrower fails to repay any Swing Line Loan as provided herein when due (and in any event or upon the earlier earliest to occur of a Default Default, the Revolving Credit Termination Date, or the Termination Datedate when the Revolving Credit Commitments are canceled), Administrative Swing Line Lender shall notify Agent shall timely notify and each Lender of such Borrower's failure and of the date and amount not paidunpaid amount. No later than the close of business on the date such Swing Line Lender gives notice (if notice is given (if such notice was given prior to before 12:00 noon on any Business Day, or, if made at any other time, on the next Business Day following the date of such notice), each Lender shall be deemed to have irrevocably and unconditionally purchased purchase and received receive from NationsBank a pro rata (in proportion to their respective Commitments) undivided interest and participation in Swing Line Lender its Pro Rata Part of such Swing Line Loan, Loan and each Lender shall make available to NationsBank Swing Line Lender in immediately available funds such Lender's ratable part its Pro Rata Part of such unpaid principal amount. All such amounts payable by any Lender shall include , together with interest thereon from the date on which such when its payment is payable by such Lender was due to, but not including, the date such amount is paid by such Lender to Administrative Agentof payment, at the Federal Funds Default Rate. If such a Lender does not promptly pay such its amount upon Administrative AgentSwing Line Lender's demand therefordemand, and until such time as such Lender makes the required payment, NationsBank shall be Swing Line Lender is deemed to continue to have outstanding a Swing Line Loan in the amount of such the Lender's unpaid obligation. Each Borrower shall make each payment by Borrower of all or any part of any Swing Line Loan shall be paid to Administrative Agent Swing Line Lender for the ratable benefit of NationsBank Swing Line Lender and those Lenders who have funded their participations in such Swing Line Loan under this SECTION 2.2(b); provided that, with respect to any such participation, Section 2.4(b) (but all interest accruing on Swing Line Loan before the Swing Principal Debt to which CREDIT AGREEMENT such participation relates prior to the funding date of funding such any participation shall be is payable solely to NationsBank Swing Line Lender for its own account).

Swing Line Subfacility. (ai) For the convenience of the parties and as an integral part of parties, the transactions contemplated by the Loan Documents, NationsBankAdministrative Agent, solely for its own account, may make any requested Loan Borrowing of not less than $250,000 500,000 (or a greater integral multiple thereof, subject to those terms and conditions applicable to Loans set forth in CLAUSES (aof $100,000) and (b) of the first sentence of SECTION 5.2, directly to Borrower as a Swing Line Loan Borrowing without requiring any each other Lender to fund its ratable portion Pro Rata Part thereof unless and until SECTION 2.2(b2.4(c) is applicable; provided that: . Swing Line Borrowings are subject to the following conditions: (i) each such Each Swing Line Loan Borrowing must occur on a Business Day prior to, and not on or after, before the Termination Swing Line Maturity Date; ; (ii) When determined, (x) the aggregate Swing Principal Line Debt outstanding on any date of determination shall may not exceed $5,000,000 and (y) the Facility Commitment Usage may not exceed the Swing Line Commitment; Facility Committed Sum; (iii) on On any date when Borrowings equal to or in excess of determination$5,000,000 are funded under the Facility, the aggregate principal amount of all Loans shall never exceed the aggregate amount or a portion of the Commitments proceeds of those Borrowings shall be used to repay in full all indebtedness then outstanding under the Lenders; Swing Line Subfacility; (iv) at the time of such Each Swing Line Loan, no Default or Event of Default shall have occurred and be continuingBorrowing is deemed an ABR Borrowing; and (v) each Swing Line Loan shall be at a rate per annum equal to the lesser of (a) the Money Market Rate, and (b) the Maximum Rate; provided that at any time after Revolving Lenders are deemed to have purchased pursuant to SECTION 2.2(b) a participation in any Swing Line Borrowing, such Each Borrowing shall bear interest at the Post-Default Rate; and (vi) no additional Swing Line Loan shall be made at any time after any Lender has refused, notwithstanding the requirements of SECTION 2.2(b), to purchase a participation in any Swing Line Loan as provided in such Section, and until such purchase shall occur or until the Swing Line Loan has been repaid. Each Swing Line Loan under the Swing Line Subfacility shall be is available and may be prepaid on same same-day telephonic notice from Borrower to NationsBankAdministrative Agent, so long as such if notice is received by NationsBank prior to 1:00 p.m. Dallas, Texas time. Administrative Agent before 11:00 a.m. (ii) Each Swing Line Loan Borrowing shall be repaid in full, together with all accrued and unpaid interest thereon, not later than on the tenth earlier of (i) the date that is five Business Day Days after the date on which making of such Swing Line Loan was fundedBorrowing and (ii) the Swing Line Maturity Date. (biii) If Borrower fails to repay (i) any Swing Line Loan as provided herein (Borrowing remains outstanding at 12:00 noon on the Business Day immediately prior to the Business Day on which Swing Line Borrowings are due and in any event upon the earlier payable pursuant to occur of a Default or the Termination Date), SECTION 2.4(b) and by such time Administrative Agent shall timely notify each Lender of such failure and of the date and amount not paid. No later than the close of business on the date such notice is given (if such notice was given prior have received a Borrowing Request from Borrower pursuant to 12:00 noon on any Business Day, or, if made at any other time, on the next Business Day following the date of such notice), each Lender shall be deemed to have irrevocably and unconditionally purchased and received from NationsBank a pro rata (in proportion to their respective Commitments) undivided interest and participation in such Swing Line Loan, and each Lender shall make available to NationsBank in immediately available funds such Lender's ratable part of such unpaid principal amount. All such amounts payable by any Lender shall include interest thereon from the date on which such payment is payable by such Lender to, but not including, the date such amount is paid by such Lender to Administrative Agent, at the Federal Funds Rate. If such Lender does not promptly pay such amount upon Administrative Agent's demand therefor, and until such time as such Lender makes the required payment, NationsBank shall be deemed to continue to have outstanding a Swing Line Loan in the amount of such unpaid obligation. Each payment by Borrower of all or any part of any Swing Line Loan shall be paid to Administrative Agent for the ratable benefit of NationsBank and those Lenders who have funded their participations in such Swing Line Loan under this SECTION 2.2(b); provided that, with respect to any such participation, all interest accruing on the Swing Principal Debt to which CREDIT AGREEMENT such participation relates prior to the date of funding such participation shall be payable solely to NationsBank for its own account.2.2 requesting an ABR

Swing Line Subfacility. (a) For the convenience of the parties and as an integral part of parties, the transactions contemplated by the Loan Documents, NationsBankAdministrative Agent, solely for its own account, may make any requested Loan Borrowing of not less than $250,000 500,000 (or a greater integral multiple thereof, subject to those terms and conditions applicable to Loans set forth in CLAUSES (aof $100,000) and (b) of the first sentence of SECTION 5.2, directly to Borrower as a Swing Line Loan Borrowing without requiring any each other Lender to fund its ratable portion Pro Rata Part thereof unless and until SECTION 2.2(bSection 2.4(c) is applicable; provided that: . Swing Line Borrowings are subject to the following conditions: (i) each such Each Swing Line Loan Borrowing must occur on a Business Day prior to, and not on or after, before the Termination Swing Line Maturity Date; ; (ii) When determined, (x) the aggregate Swing Principal Line Debt outstanding on any date of determination shall may not exceed $5,000,000 and (y) the Facility Commitment Usage may not exceed the Swing Line Commitment; Facility Committed Sum; (iii) on On any date when Borrowings equal to or in excess of determination$5,000,000 are funded under the Facility, the aggregate principal amount of all Loans shall never exceed the aggregate amount or a portion of the Commitments proceeds of those Borrowings shall be used to repay in full all indebtedness then outstanding under the Lenders; Swing Line Subfacility; (iv) at the time of such Each Swing Line Loan, no Default or Event of Default shall have occurred and be continuingBorrowing is deemed an ABR Borrowing; and (v) each Swing Line Loan shall be at a rate per annum equal to the lesser of (a) the Money Market Rate, and (b) the Maximum Rate; provided that at any time after Revolving Lenders are deemed to have purchased pursuant to SECTION 2.2(b) a participation in any Swing Line Borrowing, such Each Borrowing shall bear interest at the Post-Default Rate; and (vi) no additional Swing Line Loan shall be made at any time after any Lender has refused, notwithstanding the requirements of SECTION 2.2(b), to purchase a participation in any Swing Line Loan as provided in such Section, and until such purchase shall occur or until the Swing Line Loan has been repaid. Each Swing Line Loan under the Swing Line Subfacility shall be is available and may be prepaid on same same-day telephonic notice from Borrower to NationsBankAdministrative Agent, so long as such if notice is received by NationsBank prior to 1:00 p.m. Dallas, Texas time. Each Swing Line Loan shall be repaid in full, together with all accrued and unpaid interest thereon, not later than the tenth Business Day after the date on which such Swing Line Loan was funded.Administrative Agent before 11:00 a.m. (b) Each Swing Line Borrowing shall be repaid on the earlier of (i) the date that is five Business Days after the making of such Swing Line Borrowing and (ii) the Swing Line Maturity Date. (c) If Borrower fails to repay (i) any Swing Line Loan as provided herein Borrowing remains outstanding at 12:00 noon on the Business Day immediately prior to the Business Day on which Swing Line Borrowings are due and payable pursuant to Section 2.4(b) and by such time Administrative Agent shall not have received a Borrowing Request from Borrower pursuant to Section 2.2 requesting an ABR Borrowing on the following Business Day in an amount at least equal to the aggregate principal amount of such Swing Line Borrowings or (and in ii) any event upon Swing Line Borrowing remains outstanding during the earlier to occur existence of a Potential Default or the Termination Date)a Default, Administrative Agent shall timely be deemed to have received a Borrowing Request from Borrower pursuant to Section 2.2 requesting an ABR Borrowing on such following Business Day in an amount equal to the aggregate amount of such Swing Line Borrowings; provided that such ABR Borrowing shall be made notwithstanding Borrower’s failure to comply with Section 6.2. Notwithstanding the foregoing, if an ABR Borrowing becomes legally impractical, Administrative Agent shall promptly notify each Lender of Borrower’s failure to pay such failure Swing Line Borrowings and the unpaid amount of the date and amount not paidsuch Swing Line Borrowings. No later than the close of business on the date such Administrative Agent gives notice (if notice is given (if such notice was given prior to before 12:00 noon on any Business Day, or, if made at any other time, on the next Business Day following the date of such notice), each Lender shall be deemed to have irrevocably and unconditionally purchased purchase and received receive from NationsBank Administrative Agent a pro rata (in proportion to their respective Commitments) undivided interest and ratable participation in such Swing Line Loan, Borrowings and each Lender shall make available to NationsBank Administrative Agent in immediately available funds such Lender's ratable part its Pro Rata Part of such unpaid principal amount. All such amounts payable by any Lender shall include , together with interest thereon from the date on which such when its payment is payable by such Lender was due to, but not including, the date such amount is paid by such Lender to Administrative Agentof payment, at the Federal Funds Effective Rate. If such a Lender does not promptly pay such its amount upon Administrative Agent's demand therefor’s demand, and until such time as such Lender makes the required payment, NationsBank shall be Administrative Agent is deemed to continue to have outstanding a Swing Line Loan Borrowing in the amount of such Lender’s unpaid obligation. Each Borrower shall make each payment by Borrower of all or any part of any Swing Line Loan shall be paid Borrowing to Administrative Agent for the ratable benefit of NationsBank Administrative Agent and those Lenders who have funded their participations in such Swing Line Loan Borrowings under this SECTION 2.2(b); provided that, with respect to any such participation, Section 2.4(c) (but all interest accruing on Swing Line Borrowings before the Swing Principal Debt to which CREDIT AGREEMENT such participation relates prior to the funding date of funding such any participation shall be is payable solely to NationsBank Administrative Agent for its own account).

Swing Line Subfacility. (a) For the convenience of the parties and as an integral part of the transactions contemplated by the Loan Documents, NationsBank▇▇▇▇▇ Fargo Bank (Texas), National Association ("▇▇▇▇▇ Fargo"), solely for its own account, may make any requested Loan Borrowing in the form of EXHIBIT "E" of $250,000 500,000 or a greater integral multiple thereofof $100,000, subject to those terms and conditions applicable to Loans Borrowings set forth in CLAUSES Section 6.02(c), (a) d), (e), and (b) of the first sentence of SECTION 5.2f), directly to Borrower Borrowers as a Swing Line Loan Borrowing without requiring any other Lender Bank to fund its ratable portion Pro Rata Part thereof unless and until SECTION 2.2(bSection 2.03(b) is applicable; provided thatPROVIDED THAT: (i) each such Swing Line Loan Borrowing must occur on a Business Day prior to, and not on or after, the Termination Swing Line Maturity Date; (ii) the aggregate Swing Principal Line Debt outstanding on any date of determination shall not exceed the Swing Line Commitment$20,000,000; (iii) on any date of determination, the aggregate principal total amount of all Loans outstanding under this Loan Agreement, after taking into account such requested Swing Line Borrowing, shall never exceed the aggregate amount lesser of the Commitments of Total Commitment or the LendersRevolving Credit Borrowing Base then in effect; (iv) at the time of such Swing Line LoanBorrowing, no Default or Event of Default or event, which with the giving of notice or the passage of time, or both, could constitute an Event of Default, shall have occurred and be continuing; and (v) each Swing Line Loan shall be at a rate per annum equal to the lesser of (a) the Money Market Rate, and (b) the Maximum Rate; provided that at any time after Revolving Lenders are deemed to have purchased pursuant to SECTION 2.2(b) a participation in any Swing Line Borrowing, such Borrowing shall bear interest at the Post-Default Rate; and (vi) no additional Swing Line Loan Borrowing shall be made at any time after any Lender Bank has refused, notwithstanding the requirements of SECTION 2.2(bSection 2.03(b), to purchase a participation in any Swing Line Loan Borrowing as provided in such SectionSection 2.03(b), and until such purchase shall occur or until the Swing Line Loan Borrowing has been repaid. Each Swing Line Loan Borrowing under the Swing Line Subfacility shall be available and may be prepaid on same day by telephonic notice (to be followed immediately by written notice) from Borrower Borrowers to NationsBank▇▇▇▇▇ Fargo, so long as SO LONG AS such notice is received by NationsBank ▇▇▇▇▇ Fargo prior to 1:00 p.m. Dallas12:00 noon (Fort Worth, Texas time). Each Swing Line Loan Borrowing shall be repaid in full, together with all accrued due and unpaid interest thereon, not later than payable by Borrowers on the tenth earlier of (a) five (5) Business Day Days after the date on which of such Swing Line Loan was fundedBorrowing, (b) the occurrence of an Event of Default or (c) the Swing Line Maturity Date. (b) If Borrower fails Borrowers fail to repay any Swing Line Loan as provided herein Borrowing within five (5) Business Days after the date of such Swing Line Borrowing (and in any event upon the earlier to occur of a Default or an Event of Default, the Termination Date, or the date on which the Commitment is canceled in full), Administrative Agent shall timely notify each Lender Bank of such failure and of the date and amount not paid. No later than the close of business on the date such notice is given (if such notice was given prior to 12:00 noon (Fort Worth time) on any Business Day, or, if made at any other time, on the next Business Day following the date of such notice), each Lender Bank shall be deemed to have irrevocably and unconditionally purchased and received from NationsBank a pro rata (in proportion to their respective Commitments) ▇▇▇▇▇ Fargo an undivided interest and participation in such Swing Line LoanBorrowing to the extent of such Bank's Pro Rata Part, and each Lender Bank shall make available to NationsBank ▇▇▇▇▇ Fargo in immediately available funds such LenderBank's ratable part Pro Rata Part of such unpaid principal amount. All such amounts payable by any Lender Bank shall include interest thereon from the date on which such payment is payable by such Lender Bank to, but not including, the date such amount is paid by such Lender Bank to Administrative Agent, at the Federal Funds Rate. If such Lender Bank does not promptly pay such amount upon Administrative Agent's demand therefor, and until such time as such Lender Bank makes the required payment, NationsBank ▇▇▇▇▇ Fargo shall be deemed to continue to have outstanding a Swing Line Loan Borrowing in the amount of such unpaid obligation. Each payment by Borrower Borrowers of all or any part of any Swing Line Loan Borrowing shall be paid to Administrative Agent for the ratable benefit of NationsBank ▇▇▇▇▇ Fargo and those Lenders Banks who have funded their participations in such Swing Line Loan Debt under this SECTION 2.2(bSection 2.03(b); provided thatPROVIDED THAT, with respect to any such participation, all interest accruing on the Swing Principal Line Debt to which CREDIT AGREEMENT such participation relates prior to the date of funding such participation shall be payable solely to NationsBank ▇▇▇▇▇ Fargo for its own account.

Swing Line Subfacility. (a) For the convenience of the parties and as an integral part of the transactions contemplated by the Loan Documents, NationsBankSwing Line Lender, solely for its own account, may agrees to make any requested Loan Borrowing of $250,000 100,000 or a greater integral multiple thereof, subject to those terms and conditions applicable to Loans Borrowings set forth in CLAUSES SECTIONS 7.2(c) through (a) and (b) of the first sentence of SECTION 5.2e), directly to Borrower Borrowers as a Swing Line Loan Borrowing without requiring any other Lender to fund its ratable portion Pro Rata Part thereof unless and until SECTION 2.2(b2.3(b) is applicable; provided that: (i) each such Swing Line Loan Borrowing must occur on a Business Day prior to, and not on or after, no later than the Business Day immediately preceding the Termination Date; (ii) the aggregate Swing Line Principal Debt outstanding on any date of determination shall not exceed the Swing Line Commitment; (iii) on any date of determination, the aggregate principal amount of all Loans Revolver Commitment Usage shall never exceed the aggregate amount of the Commitments of the LendersRevolver Commitment; (iv) the Principal Debt outstanding on any date of determination shall not exceed the Revolver Commitment then in effect; (v) at the time of such Swing Line LoanBorrowing, no Default or Event of Potential Default shall have occurred and be continuing; (vvi) each Swing Line Loan Borrowing shall be bear interest at a rate per annum equal to the lesser of (a) the Money Market Rate, and (b) the Maximum Base Rate; provided that at any time after Revolving Lenders are deemed to have purchased purchased, pursuant to SECTION 2.2(b) 2.3(b), a participation in any Swing Line Borrowing, such Borrowing shall bear interest at the Post-Default Rate; and (vivii) no additional Swing Line Loan Borrowing shall be made at any time after any Lender has refused, notwithstanding the requirements of SECTION 2.2(b2.3(b), to purchase a participation in any Swing Line Loan Borrowing as provided in such Section, and until such purchase shall occur or until the Swing Line Loan Borrowing has been repaid. Each Swing Line Loan under the Swing Line Subfacility Borrowing shall be available and may be prepaid on same day telephonic notice from any Borrower to NationsBankSwing Line Lender, so long as such notice is received by NationsBank prior to 1:00 p.m. Dallas, Texas time. Each Swing Line Loan shall be repaid in full, together with all accrued and unpaid interest thereon, not later than the tenth Business Day after the date on which such Swing Line Loan was funded. (b) If Borrower fails to repay any Swing Line Loan as provided herein (and in any event upon the earlier to occur of a Default or the Termination Date), Administrative Agent shall timely notify each Lender of such failure and of the date and amount not paid. No later than the close of business on the date such notice is given (if such notice was given prior to 12:00 noon on any Business Day, or, if made at any other time, on the next Business Day following the date of such notice), each Lender shall be deemed to have irrevocably and unconditionally purchased and received from NationsBank a pro rata (in proportion to their respective Commitments) undivided interest and participation in such Swing Line Loan, and each Lender shall make available to NationsBank in immediately available funds such Lender's ratable part of such unpaid principal amount. All such amounts payable by any Lender shall include interest thereon from the date on which such payment is payable by such Lender to, but not including, the date such amount is paid by such Lender to Administrative Agent, at the Federal Funds Rate. If such Lender does not promptly pay such amount upon Administrative Agent's demand therefor, and until such time as such Lender makes the required payment, NationsBank shall be deemed to continue to have outstanding a Swing Line Loan in the amount of such unpaid obligation. Each payment by Borrower of all or any part of any Swing Line Loan shall be paid to Administrative Agent for the ratable benefit of NationsBank and those Lenders who have funded their participations in such Swing Line Loan under this SECTION 2.2(b); provided that, with respect to any such participation, all interest accruing on the Swing Principal Debt to which CREDIT AGREEMENT such participation relates prior to the date of funding such participation shall be payable solely to NationsBank for its own account.Line

Swing Line Subfacility. (a) For the convenience of the parties and as an integral part of the transactions contemplated by the Loan Documents, NationsBankSwing Line Lender, solely for its own account, may agrees to make any requested Loan Borrowing of $250,000 500,000 or a greater integral multiple thereofof $100,000, subject to those terms and conditions applicable to Loans Borrowings set forth in CLAUSES SECTION 7.4(b), (a) c), (d), (e), and (b) of the first sentence of SECTION 5.2f), directly to Borrower as a Swing Line Loan Borrowing without requiring any other Lender to fund its ratable portion Pro Rata Part thereof unless and until SECTION 2.2(b2.5(b) is applicable; provided that: (i) each such Swing Line Loan Borrowing must occur on a Business Day prior to, and not on or after, no later than the Business Day immediately preceding the Termination DateDate for the Revolver Facility; (ii) the aggregate Swing Line Principal Debt outstanding on any date of determination shall not exceed the Swing Line Commitment; (iii) on any date of determination, the aggregate principal amount of all Loans Revolver Commitment Usage shall never exceed the aggregate amount of the Commitments of the LendersRevolver Commitment; (iv) the Swing Line Principal Debt outstanding on any date of determination shall not exceed the Revolver Commitment then in effect; (v) at the time of such Swing Line LoanBorrowing, no Default or Event of Potential Default shall have occurred and be continuing; (vvi) each Swing Line Loan Borrowing shall be bear interest at a rate per annum equal to a rate mutually agreed upon by Borrower and Swing Line Lender or, if no such rate is mutually agreed upon, the lesser of (a) Base Rate plus the Money Market Rate, and (b) Applicable Margin for Base Rate Borrowings for the Maximum RateRevolver Facility; provided that at any time after Revolving Revolver Lenders are deemed to have purchased purchased, pursuant to SECTION 2.2(b) 2.5(b), a participation in any Swing Line Borrowing, such Borrowing shall bear interest at the Post-Default Rate; and (vivii) no additional Swing Line Loan Borrowing shall be made at any time after any Revolver Lender has refused, notwithstanding the requirements of SECTION 2.2(b2.5(b), to purchase a participation in any Swing Line Loan Borrowing as provided in such Section, and until such purchase shall occur or until the Swing Line Loan Borrowing has been repaid. Each Swing Line Loan Borrowing under the Swing Line Subfacility shall be available and may be prepaid on same day telephonic notice from Borrower to NationsBankSwing Line Lender, so long as such notice is received by NationsBank Swing Line Lender prior to 1:00 p.m. p.m., Dallas, Texas time. Each Accrued interest on Swing Line Loan Borrowings shall be repaid in fulldue and payable on each March 31, together with all accrued June 30, September 30, and unpaid interest thereonDecember 31, not later than and on the tenth Business Day after Termination Date for the date on which such Swing Line Loan was fundedRevolver Facility. (b) Borrowings under the Swing Line Subfacility shall be due no later than seven days after such Swing Line Borrowing is made. If Borrower fails to repay any Swing Line Loan Borrowing as provided herein (herein, and in any event upon funds cannot be or are not advanced under the earlier Revolver Facility to occur of a Default or satisfy the Termination Date)obligations under the Swing Line Subfacility, Administrative Agent shall timely notify each Revolver Lender of such failure and of the date and amount not paid. No later than the close of business on the date such notice is given (if such notice was given prior to 12:00 noon noon, Dallas, Texas time on any Business Day, or, if made at any other time, on the next Business Day following the date of such notice), each Revolver Lender shall be deemed to have irrevocably and unconditionally purchased and received from NationsBank a pro rata (in proportion to their respective Commitments) undivided interest and participation in such Swing Line Loan, and each Lender shall make available to NationsBank in immediately available funds such Lender's ratable part of such unpaid principal amount. All such amounts payable by any Lender shall include interest thereon from the date on which such payment is payable by such Lender to, but not including, the date such amount is paid by such Lender to Administrative Agent, at the Federal Funds Rate. If such Lender does not promptly pay such amount upon Administrative Agent's demand therefor, and until such time as such Lender makes the required payment, NationsBank shall be deemed to continue to have outstanding a Swing Line Loan in the amount of such unpaid obligation. Each payment by Borrower of all or any part of any Swing Line Loan shall be paid to Administrative Agent for the ratable benefit of NationsBank and those Lenders who have funded their participations in such Swing Line Loan under this SECTION 2.2(b); provided that, with respect to any such participation, all interest accruing on the Swing Principal Debt to which CREDIT AGREEMENT such participation relates prior to the date of funding such participation shall be payable solely to NationsBank for its own account.received