Common use of Agent Advances Clause in Contracts

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s sole discretion, (A) at any time that a Default exists, (B) at any time that any of the other conditions precedent set forth in Article 4 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, (2) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, or (3) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including costs, fees and expenses as provided under this Agreement (any of such advances are herein referred to as “Agent Advances”); provided, that (i) such amount shall not be outstanding more than 30 days and (ii) the Majority Lenders may at any time revoke the Administrative Agent’s authorization to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s receipt thereof. The Administrative Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advance.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s sole discretion, (A) at any time that a Default exists, or (B) at any time that any of the other conditions precedent set forth in Article 4 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or minus all Aggregate Revolving Credit Obligations and (z) $5,000,00010,000,000, which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, (2) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, or (3) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including costs, fees and expenses as provided under this Agreement (any of such advances are herein referred to as “Agent Advances”); provided, that (i) such amount shall not be outstanding more than 30 days and (ii) the Majority Lenders may at any time revoke the Administrative Agent’s authorization to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s receipt thereof. The Administrative Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advance.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in the provisos contained in this Agreement to the contrarysubparagraph 2.2(i)(i), the Administrative Agent is hereby authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s sole discretion, (A) at any time that after the occurrence of a Default existsor an Event of Default, or (B) at any time that any of the other applicable conditions precedent set forth in Article 4 Section Six have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances Revolving Loans to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, (2) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, or (3) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including costs, fees and expenses as provided under this Agreement described in Paragraph 13.1 (any of such the advances are herein described in this subparagraph 2.2(i)(i) being hereinafter referred to as “Agent Advances”); provided, however, that (i) such amount shall not be outstanding more than 30 days and (ii) the Majority Required Lenders may at any time revoke the Administrative Agent’s authorization contained in this subparagraph 2.2(i) to make Agent Advances. Any , any such revocation must to be in writing and shall to become effective prospectively upon the Administrative Agent’s receipt thereof. The Administrative ; provided further, however, that (a) if the Pro Rata Share of the Required Lenders revoking such authorization does not exceed fifty-one percent (51%), such revocation shall become effective 120 days after Agent’s receipt thereof, or (b) if the Default or Event of Default would require consent of all Lenders to waive or amend, such authorization may be revoked by any Lender effective 120 days after Agent’s receipt thereof; and provided further, however, that no such Agent Advance shall promptly provide to cause the Administrative Borrower written notice of any Loan (including such Agent Advance) to exceed the Total Credit Facility.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s sole discretion, (A) at any time that a Default exists, or (B) at any time that any of the other conditions precedent set forth in Article 4 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or Excess Availability and (z) $5,000,00015,000,000, which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, (2) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, or (3) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including costs, fees and expenses as provided under this Agreement (any of such advances are herein referred to as “Agent Advances”); provided, that (i) such amount shall not be outstanding more than 30 days and (ii) the Majority Lenders may at any time revoke the Administrative Agent’s authorization to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s receipt thereof. The Administrative Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advance.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent hereby is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (A1) at any time that after the occurrence and during the continuance of a Default existsor an Event of Default, or (B2) at any time that any of the other applicable conditions precedent set forth in Article 4 Section 3 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative that Agent, in its reasonable business judgment, Permitted Discretion deems necessary or desirable (1A) to preserve or protect the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, of repayment of the Loans and other Obligations, or (3C) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees fees, and expenses as provided under this Agreement described in Section 10 (any of such advances are herein the Advances described in this Section 2.3(e) shall be referred to as “"Agent Advances”"); provided, that (i) such notwithstanding anything to the contrary contained in this Section 2.3(e), the aggregate principal amount of Agent Advances outstanding at any one time shall not be outstanding more than 30 days and (ii) the Majority Lenders may at any time revoke the Administrative Agent’s authorization to make exceed $1,000,000. Each Agent Advances. Any such revocation must be in writing Advance is an Advance hereunder and shall become effective prospectively upon be subject to all the Administrative Agent’s receipt thereof. The Administrative terms and conditions applicable to other Advances, except that all payments thereon shall be payable to Agent shall promptly provide to solely for its own account (and for the Administrative Borrower written notice account of the holder of any participation interest with respect to such Agent Advance).

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Revolving Facility Administrative Agent is authorized by the Borrowers and the Revolving Facility Lenders, from time to time in the Revolving Facility Administrative Agent’s sole discretion, (A) at any time that a Default exists, (B) at any time that any of the other conditions precedent set forth in Article 4 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances Loans to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligationsthe amount of Swing Line Loans made pursuant to Section 2.1(d) the lesser of (y) the Revolving Loan Commitment or (zthen outstanding) $5,000,0002,000,000, which the Revolving Facility Administrative Agent, in its reasonable business judgmentsole discretion, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, (2) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, or (3) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including costs, fees and expenses as provided under this Agreement (any of such advances are herein referred to as “Agent Advances”); provided, that (i) such amount shall not be outstanding more than 30 days and (ii) the Revolving Facility Majority Lenders may at any time revoke the Revolving Facility Administrative Agent’s authorization to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the Revolving Facility Administrative Agent’s receipt thereof. The Revolving Facility Administrative Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advance. In no event shall the Aggregate Revolving Credit Obligations, after giving effect to any Agent Advance, exceed the Revolving Loan Commitment.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent hereby is authorized by the Borrowers Loan Parties and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (A1) at any time that after the occurrence and during the continuance of a Default existsor an Event of Default, or (B2) at any time that any of the other applicable conditions precedent set forth in Article 4 Section 3 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative that Agent, in its reasonable business judgment, Permitted Discretion deems necessary or desirable (1A) to preserve or protect the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, of repayment of the Loans and Obligations (other than the Bank Product Obligations), or (3C) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees fees, and expenses as provided under this Agreement described in Section 10 (any of such advances are herein the Advances described in this Section 2.3(e) shall be referred to as “"Agent Advances”"); provided, that (inotwithstanding anything to the contrary contained in this Section 2.3(e), the aggregate principal amount of Agent Advances outstanding at any time, when taken together with the aggregate principal amount of Overadvances made in accordance with Section 2.3(i) hereof outstanding at such amount time, shall not be outstanding more than 30 days exceed an amount equal to the lesser of (x) 10% of the Borrowing Base then in effect and (iiy) the Majority Lenders may at any time revoke the Administrative Agent’s authorization to make $1,850,000. Each Agent Advances. Any such revocation must be in writing Advance is an Advance hereunder and shall become effective prospectively upon be subject to all the Administrative Agent’s receipt thereof. The Administrative terms and conditions applicable to other Advances, except that no such Agent Advance shall promptly provide be eligible for the LIBOR Option and all payments thereon shall be payable to Agent solely for its own account (and for the Administrative Borrower written notice account of the holder of any participation interest with respect to such Agent Advance).

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s sole and absolute discretion, (A) at any time that a Default exists, or (B) at any time that any of the other conditions precedent set forth in Article 4 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligationsthe amount of Swing Loans made pursuant to Section 2.1(c) then outstanding) ten percent (10%) of the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000Borrowing Base, which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, (2) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, or (3) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including costs, fees and expenses as provided under this Agreement (any of such advances are herein referred to as “Agent Advances”); provided, that (i) such amount shall not be outstanding more than 30 days and (ii) the Majority Lenders may at any time revoke the Administrative Agent’s authorization to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s receipt thereof. The Administrative Agent shall promptly provide to the Administrative Borrower Borrowers written notice of any Agent Advance. In no event shall the Aggregate Revolving Credit Obligations, after giving effect to any Agent Advance, exceed the Aggregate Commitment.

Agent Advances. (ia) Subject to the limitations set forth below and notwithstanding anything else in the provisos contained in this Agreement to the contrarySection 2.18, the Administrative Agent is hereby authorized by the Borrowers Borrower and the Lenders, from time to time in the Administrative Agent’s sole discretion, (A) at any time that after the occurrence of a Default existsor an Event of Default, or (B) at any time that any of the other applicable conditions precedent set forth in Article 4 V have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances Revolving Facility Loans to the Borrowers Borrower on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, (2) to enhance the likelihood of, or maximize the amount of, repayment of the Revolving Facility Loans and other ABL Credit Obligations, or (3) to pay any other amount chargeable to the Borrowers Borrower pursuant to the terms of this Agreement, including costs, fees fees, and expenses as provided under this Agreement described in Section 10.04 (any of such the advances are herein described in this Section 2.18 being hereinafter referred to as “Agent Advances”); provided that (x) the Revolving Facility Credit Exposure after giving effect to any Agent Advance shall not exceed the Revolving Facility Commitment and (y) Agent Advances outstanding and unpaid at no time will exceed the lesser of $7,500,000 and 7.5% of the Borrowing Base then in effect in the aggregate, and provided, further, that (i) such amount shall not be outstanding more than 30 days and (ii) the Majority Required Lenders may at any time revoke the Administrative Agent’s authorization contained in this Section 2.18 to make Agent Advances. Any , any such revocation must to be in writing and shall to become effective prospectively upon the Administrative Agent’s receipt thereof. The Administrative Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advance.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrarysubsection, the Administrative Agent is hereby authorized by the Borrowers Xxxxxxxxx and the Lenders, from time to time in the Administrative Agent’s 's sole discretiondiscretion (and subject to the terms of this paragraph, the making of each Agent Advance shall be deemed to be a request by Borrowers and the Lenders to make such Agent Advance), (Ai) at any after the occurrence of an Event of Default or an event which, with the passage of time that a Default existsor giving of notice, will become an Event of Default, or (Bii) at any time that any of the other applicable conditions precedent set forth in Article 4 Section 17.2 hereof have not been satisfied, or satisfied (C) at any time an Overadvance exists or would result from any Agent Advance (as defined belowincluding without limitation the conditions precedent that the aggregate principal amount of all Revolving Loan Outstandings do not exceed the Revolving Loan Availability), to make Base Rate Advances Revolving Loans to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative Agent, in its reasonable business judgmentsole discretion, deems determined in good xxxxx xxxxx necessary or desirable (1A) to preserve or protect the business conducted by any Loan Party, the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, or (3C) to pay any other amount chargeable to the Borrowers any Borrower pursuant to the terms of this Agreement, including costs, fees and expenses as provided under this Agreement or the other Loan Documents (any of such the advances are herein described in this subsection being hereafter referred to as “Agent Advances”); provided, that (i) such amount shall not be outstanding more than 30 days and (iix) the Majority Lenders may outstanding amount of Agent Advances does not exceed at any time revoke twenty percent (20%) of the Total Revolving Loan Commitment, (y) the Revolving Loan Outstandings do not exceed the Total Revolving Loan Commitment, and (z) Administrative Agent’s authorization Agent has not been notified by Required Lenders to make cease making such Agent Advances. Any such revocation must For all purposes in this Agreement, Agent Advances shall be in writing treated as Revolving Loans and shall become effective prospectively upon the constitute a Base Rate Loan. Agent Advances shall be repaid on demand by Administrative Agent’s receipt thereof. The Administrative Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advance.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent hereby is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s sole discretion, (A1) at any time that after the occurrence and during the continuance of a Default existsor an Event of Default, or (B2) at any time that any of the other applicable conditions precedent set forth in Article 4 Section 3 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative that Agent, in its reasonable business judgment, Permitted Discretion deems necessary or desirable (1A) to preserve or protect the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, of repayment of the Loans and Obligations (other than the Bank Product Obligations), or (3C) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees fees, and expenses as provided under this Agreement described in Section 10 (any of such advances are herein the Advances described in this Section 2.3(e) shall be referred to as “Agent Advances”); provided, that (inotwithstanding anything to the contrary contained in this Section 2.3(e), the aggregate principal amount of Agent Advances outstanding at any time, when taken together with the aggregate principal amount of Overadvances made in accordance with Section 2.3(i) hereof outstanding at such amount time, shall not be outstanding more than 30 days exceed an amount equal to the lesser of (x) 10% of the Borrowing Base then in effect and (iiy) the Majority Lenders may at any time revoke the Administrative Agent’s authorization $5,000,000. Each Agent Advance shall be deemed to make be an Advance hereunder, except that no such Agent Advances. Any such revocation must Advance shall be in writing eligible to be a LIBOR Rate Loan and all payments thereon shall become effective prospectively upon the Administrative Agent’s receipt thereof. The Administrative be payable to Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advancesolely for its own account.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in the provisos contained in this Agreement to the contrarySection 2.2(i), the Administrative Agent is hereby authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s sole discretion, (A) at any time that after the occurrence of a Default existsor an Event of Default, or (B) at any time that any of the other applicable conditions precedent set forth in Article 4 10 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances Tranche A Revolving Loans to the Borrowers any Borrower on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, (2) to enhance the likelihood of, or maximize the amount of, repayment of the Revolving Loans and other Obligations, or (3) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including costs, fees fees, and expenses as provided under this Agreement described in Section 15.7 (any of such the advances are herein described in this Section 2.2(i) being hereinafter referred to as “Agent Advances”); provided that (x) the Aggregate Revolver Outstandings in respect of the Tranche A Commitments after giving effect to any Agent Advance shall not exceed the Maximum Tranche A Revolver Amount and (y) Agent Advances outstanding and unpaid at no time will exceed $20,000,000 in the aggregate, and provided, further, that (i) such amount shall not be outstanding more than 30 days and (ii) the Majority Required Lenders may at any time revoke the Administrative Agent’s authorization contained in this Section 2.2(i) to make Agent Advances. Any , any such revocation must to be in writing and shall to become effective prospectively upon the Administrative Agent’s receipt thereof. The Administrative Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advance.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrarybelow, the Administrative Agent is authorized by the Borrowers and the Lenders, from time to time in its sole discretion in such capacity, after the Administrative Agent’s sole discretion, (A) at any time that occurrence of a Default exists, (B) or an Event of Default or at any time that any of the other conditions precedent set forth in Article 4 9 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances Revolving Loans to the Borrowers or any Borrower on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, 10,000,000 which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1i) to preserve or protect the Collateral, or any portion thereof, (2ii) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other ObligationsObligations (including through the Borrowers using any proceeds of such Revolving Loans to pay payroll and associated tax obligations), or (3iii) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including costs, fees fees, and expenses as provided under this Agreement described in Section 15.7 (any of such advances are herein referred to as “Agent Advances”); providedprovided that after giving effect to the making of any Agent Advance, that (i) such amount the Aggregate Revolver Outstandings shall not be outstanding more than 30 days and (ii) exceed the Maximum Revolver Amount. The Majority Lenders may at any time revoke the authorization of the Administrative Agent’s authorization Agent to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the receipt by the Administrative Agent’s receipt Agent thereof. The Administrative Agent Advances shall promptly provide be secured by the Agent’s Liens in and to the Administrative Borrower written notice of any Agent AdvanceCollateral and shall constitute Base Rate Revolving Loans and Obligations hereunder.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrarybelow, the Administrative Agent is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s sole discretiondiscretion after notice to and consultation with ATI, (A) at any time that after the occurrence of a Default existsor an Event of Default, or (B) at any time that any of the other conditions precedent set forth in Article 4 8 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances Loans to one or more of the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, (2) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations (other than Bank Product Obligations) (including to provide cash collateral for outstanding Letters of Credit to the extent not otherwise Fully Supported by the Borrowers in accordance with Section 1.3(b) or (g)), or (3) to pay any other amount chargeable to the Borrowers any Borrower pursuant to the terms of this Agreement, including costs, fees and expenses as provided under this Agreement described in Section 14.7 (any of such advances are herein referred to as “Agent Advances”); provided, that (iA) such the aggregate amount of Agent Advances shall not be outstanding more than 30 days exceed 10% of the Borrowing Base on the date any Agent Advance is made, (B) at no time shall the aggregate amount of Agent Advances plus Aggregate Outstandings exceed the Total Facility Amount, and (iiC) the Majority Required Lenders may at any time revoke the Administrative Agent’s authorization to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s receipt thereof. The Administrative Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advance.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrarybelow, the Administrative Agent is authorized by the Borrowers Borrower and the Lenders, from time to time in time, at the Administrative Agent’s sole discretion, (A) at any time that request of the Required Lenders and after the occurrence of a Default exists, (B) at any time that any or an Event of the other conditions precedent set forth in Article 4 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below)Default, to make Base Rate Advances to the Borrowers Revolver A Loans and/or Revolver B Loans on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, Borrower which the Administrative AgentRequired Lenders, in its their reasonable business judgment, deems deem necessary or desirable (1i) to preserve or protect the Collateral, Collateral or any portion thereof, (2ii) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, or (3iii) to pay any other amount chargeable to the Borrowers Borrower pursuant to the terms of this Agreement, including costs, fees and expenses as provided under this Agreement (any of such advances are herein referred to as “Agent Advances”); provided, that (i) such amount shall not be outstanding more than 30 days and (ii) the Majority Required Lenders may at any time revoke the Administrative Agent’s authorization to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s receipt thereof. The Administrative Agent Advances shall promptly provide to be secured by the Administrative Borrower written notice liens in the Collateral created under the Security Documents and shall constitute ABR Revolving Borrowings and for all purposes shall be part of any Agent Advancethe Obligations hereunder.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent hereby is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (A1) at any time that after the occurrence and during the continuance of a Default existsor an Event of Default, or (B2) at any time that any of the other applicable conditions precedent set forth in Article 4 Section 3 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative that Agent, in its reasonable business judgment, Permitted Discretion deems necessary or desirable (1A) to preserve or protect the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, of repayment of the Loans and Obligations (other than the Bank Product Obligations), or (3C) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees fees, and expenses as provided under this Agreement described in Section 10 (any of such advances are herein the Advances described in this Section 2.3(e) shall be referred to as “"Agent Advances”"); provided, that (inotwithstanding anything to the contrary contained in this Section 2.3(e), the aggregate principal amount of Agent Advances outstanding at any time, when taken together with the aggregate principal amount of Overadvances made in accordance with Section 2.3(i) such amount hereof outstanding at any time, shall not be outstanding more than 30 days exceed an amount equal to the lesser of (x) 10% of the Borrowing Base then in effect and (iiy) the Majority Lenders may at any time revoke the Administrative Agent’s authorization to make $4,000,000. Each Agent Advances. Any such revocation must be in writing Advance is an Advance hereunder and shall become effective prospectively upon be subject to all the Administrative Agent’s receipt thereof. The Administrative terms and conditions applicable to other Advances, except that no such Agent Advance shall promptly provide be eligible for the LIBOR Option and all payments thereon shall be payable to Agent solely for its own account (and for the Administrative Borrower written notice account of the holder of any participation interest with respect to such Agent Advance).

Agent Advances. (iA) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrarybelow, the Administrative Agent is authorized by the Borrowers each Borrower and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (Ay) at any time that during the continuation of a Default existsor an Event of Default, or (Bz) at any time that any of the other conditions precedent set forth in Article 4 8 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances Revolving Loans to the one or more Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time for all Borrowers not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (zw) $5,000,000, or (x) 10% of the Borrowing Base which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, (2) during the continuance of a Default or an Event of Default, to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, or (3) to pay any other amount chargeable to the Borrowers any Borrower pursuant to the terms of this Agreement, including costs, fees and expenses as provided under this Agreement described in Section 13.7 (any of such advances are herein referred to as “"Agent Advances”"); provided, however, that (iy) such amount in no event shall not be outstanding more than 30 days Agent make Agent Advances which would cause the Aggregate Revolver Outstandings at any time to exceed the Maximum Revolver Amount and (iiz) the Majority Lenders may at any time revoke the Administrative Agent’s 's authorization to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s 's receipt thereof. The Administrative Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advance.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent hereby is authorized by the Borrowers Borrower and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (A1) at any time that after the occurrence and during the continuance of a Default existsor an Event of Default, or (B2) at any time that any of the other applicable conditions precedent set forth in Article 4 SECTION 3 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances to the Borrowers Borrower on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative that Agent, in its reasonable business judgment, Permitted Discretion deems necessary or desirable (1A) to preserve or protect the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, of repayment of the Loans and Obligations (other than Bank Product Obligations), or (3C) to pay any other amount chargeable to the Borrowers Borrower pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees fees, and expenses as provided under this Agreement described in SECTION 10 (any of such advances are herein the Advances described in this SECTION 2.3(e) shall be referred to as “Agent Advances”"AGENT ADVANCES"); providedPROVIDED, that (inotwithstanding anything to the contrary contained in this SECTION 2.3(e), the aggregate principal amount of Agent Advances outstanding at any time, when taken together with the aggregate principal amount of Overadvances made in accordance with Section 2.3(i) such amount hereof outstanding at any time, shall not be outstanding more than 30 days exceed an amount equal to the lesser of (x) 10% of the Borrowing Base then in effect and (iiy) the Majority Lenders may at any time revoke the Administrative Agent’s authorization to make $5,000,000. Each Agent Advances. Any such revocation must be in writing Advance is an Advance hereunder and shall become effective prospectively upon be subject to all the Administrative Agent’s receipt thereof. The Administrative terms and conditions applicable to other Advances, and all payments thereon shall be payable to Agent shall promptly provide to solely for its own account (and for the Administrative Borrower written notice account of the holder of any participation interest with respect to such Agent Advance).

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrarybelow, the Administrative Agent is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (Ai) at any time that after the occurrence of a Default existsor an Event of Default, or (Bii) at any time that any of the other conditions precedent set forth in Article 4 8 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances Revolving Loans to the Borrowers or any Borrower on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, 20,000,000 which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1A) to preserve or protect the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, or (3C) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including costs, fees fees, and expenses as provided under this Agreement described in Section 13.7 (any of such advances are herein referred to as “"Agent Advances”"); provided, provided that (i) such amount shall not be outstanding more than 30 days and (ii) the Majority Required Lenders may at any time revoke the Administrative Agent’s 's authorization to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s 's receipt thereof. Absent such revocation, the Agent's determination that the making of an Agent Advance is required for any such purposes shall be conclusive. The Administrative Agent Advances shall promptly provide be secured by the Agent's Liens in and to the Administrative Borrower written notice of any Agent AdvanceCollateral and shall constitute Base Rate Revolving Loans and Obligations hereunder.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent hereby is authorized by the Borrowers Borrower and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (A1) at any time that after the occurrence and during the continuance of a Default existsor an Event of Default, or (B2) at any time that any of the other applicable conditions precedent set forth in Article 4 Section 3 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances to the Borrowers Borrower on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative that Agent, in its reasonable business judgment, Permitted Discretion deems necessary or desirable (1A) to preserve or protect the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, of repayment of the Loans and Obligations (other than the Bank Product Obligations), or (3C) to pay any other amount chargeable to the Borrowers Borrower pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees fees, and expenses as provided under this Agreement described in Section 10 (any of such advances are herein the Advances described in this Section 2.3(e) shall be referred to as “"Agent Advances”"); provided, that (inotwithstanding anything to the contrary contained in this Section 2.3(e), the aggregate principal amount of Agent Advances outstanding at any time, when taken together with the aggregate principal amount of Overadvances made in accordance with Section 2.3(i) such amount hereof outstanding at any time, shall not be outstanding more than 30 days exceed an amount equal to the lesser of (x) 10% of the Borrowing Base then in effect and (iiy) the Majority Lenders may at any time revoke the Administrative Agent’s authorization $1,500,000. Each Agent Advance shall be deemed to make be an Advance hereunder, except that no such Agent Advances. Any such revocation must Advance shall be in writing eligible to be a LIBOR Rate Loan and all payments thereon shall become effective prospectively upon the Administrative Agent’s receipt thereof. The Administrative be payable to Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advancesolely for its own account.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrarybelow, the Administrative Agent is authorized by the Borrowers Borrower and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (Ai) at any time that after the occurrence of a Default existsor an Event of Default, or (Bii) at any time that any of the other conditions precedent set forth in Article 4 8 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances Revolving Loans to the Borrowers Borrower on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,0003,000,000, which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1A) to preserve or protect the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, repayment of the Revolving Loans and other Obligations, or (3C) to pay any other amount chargeable to the Borrowers Borrower pursuant to the terms of this Agreement, including costs, fees fees, and expenses as provided under this Agreement described in Section 13.7 (any of such advances are herein referred to as “"Agent Advances”"); provided, provided that (i) such amount shall not be outstanding more than 30 days and (ii) the Majority Required Lenders may at any time revoke the Administrative Agent’s 's authorization to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s 's receipt thereof. Absent such revocation, the Agent's determination that the making of an Agent Advance is required for any such purposes shall be conclusive. The Administrative Agent Advances shall promptly provide be secured by the Agent's Liens in and to the Administrative Borrower written notice of any Agent AdvanceCollateral and shall constitute Base Rate Revolving Loans and Obligations hereunder.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrarybelow, the Administrative Agent is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (Ai) at any time that after the occurrence of a Default existsor an Event of Default, or (Bii) at any time that any of the other conditions precedent set forth in Article 4 8 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances Revolving Loans to the Borrowers or any Borrower on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, 10,000,000 which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1A) to preserve or protect the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, repayment of the Revolving Loans and other Obligations, or (3C) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including costs, fees fees, and expenses as provided under this Agreement described in Section 13.7 (any of such advances are herein referred to as “"Agent Advances”"); provided, provided that (i) such amount shall not be outstanding more than 30 days and (ii) the Majority Required Lenders may at any time revoke the Administrative Agent’s 's authorization to make Agent Advances; provided, further, that after giving effect to the making of any Agent Advance, the Aggregate Revolver Outstandings shall not exceed the Maximum Revolver Amount. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s 's receipt thereof. Absent such revocation, the Administrative Agent's determination that the making of an Agent Advance is required for any such purposes shall be conclusive. The Administrative Agent Advances shall promptly provide be secured by the Agent's Liens in and to the Administrative Borrower written notice of any Agent AdvanceCollateral and shall constitute Base Rate Revolving Loans and Obligations hereunder.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent hereby is authorized by the Borrowers Borrower and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (A1) at any time that after the occurrence and during the continuance of a Default existsor an Event of Default, or (B2) at any time that any of the other applicable conditions precedent set forth in Article 4 Section 3 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances to the Borrowers Borrower on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative that Agent, in its reasonable business judgment, Permitted Discretion deems necessary or desirable (1A) to preserve or protect the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, of repayment of the Loans and other Obligations, or (3C) to pay any other amount chargeable to the Borrowers Borrower pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees fees, and expenses as provided under this Agreement described in Section 10 (any of such advances are herein the Advances described in this Section 2.3(e) shall be referred to as “"Agent Advances”); ") provided, however, that (inotwithstanding anything to the contrary contained in this Section 2.3(e), the aggregate principal amount of Agent Advances outstanding at any time, when taken together with the aggregate principal amount of Overadvances made in accordance with Section 2.3(i) hereof outstanding at such amount time, shall not exceed an amount equal to $1,500,000. Each Agent Advance shall be outstanding more than 30 days deemed to be an Advance hereunder, except that no such Agent Advance shall be eligible to be a LIBOR Rate Loan and (ii) the Majority Lenders may at any time revoke the Administrative Agent’s authorization all payments thereon shall be payable to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s receipt thereof. The Administrative Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advancesolely for its own account.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrarysubsection, the Administrative Agent is hereby authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s sole discretiondiscretion (and subject to the terms of this paragraph, the making of each Agent Advance shall be deemed to be a request by Borrowers and the Lenders to make such Agent Advance), (Ai) at any after the occurrence of an Event of Default or an event which, with the passage of time that a Default existsor giving of notice, will become an Event of Default, or (Bii) at any time that any of the other applicable conditions precedent set forth in Article 4 Section 17.2 hereof have not been satisfied, or satisfied (C) at any time an Overadvance exists or would result from any Agent Advance (as defined belowincluding without limitation the conditions precedent that the aggregate principal Table of Contents amount of all outstanding Revolving Loans and Letter of Credit Obligations do not exceed the Revolving Loan Availability), to make Base Rate Advances Revolving Loans to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative Agent, in its reasonable business judgmentsole discretion, deems determined in good xxxxx xxxxx necessary or desirable (1A) to preserve or protect the business conducted by any Loan Party, the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, or (3C) to pay any other amount chargeable to the Borrowers any Borrower pursuant to the terms of this Agreement, including costs, fees and expenses as provided under this Agreement or the other Loan Documents (any of such the advances are herein described in this subsection being hereafter referred to as “Agent Advances”); provided, that (i) such amount shall not be outstanding more than 30 days and (iix) the Majority Lenders may outstanding amount of Agent Advances does not exceed at any time revoke Five Million Dollars ($5,000,000), (y) the aggregate outstanding principal balance of the Revolving Loans and Letter of Credit Obligations does not exceed the Total Revolving Loan Commitment, and (z) Administrative Agent’s authorization Agent has not been notified by Required Lenders to make cease making such Agent Advances. Any such revocation must For all purposes in this Agreement, Agent Advances shall be in writing treated as Revolving Loans and shall become effective prospectively upon the constitute Base Rate Loans. Agent Advances shall be repaid on demand by Administrative Agent’s receipt thereof. The Administrative Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advance.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in the provisos contained in this Agreement to the contrarySection 2.2(i) and Section 14.2, the Administrative Agent is hereby authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s sole discretion, (A) at any time that after the occurrence of a Default existsor an Event of Default, or (B) at any time that any of the other applicable conditions precedent set forth in Article 4 11 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances Revolving Loans to the Borrowers any Borrower on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, (2) to enhance the likelihood of, or maximize the amount of, repayment of the Revolving Loans and other Obligations, or (3) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including costs, fees fees, and expenses as provided under this Agreement described in Section 16.7 (any of such the advances are herein described in this Section 2.2(i) being hereinafter referred to as “Agent Advances”); provided, provided that (ix) such amount the Aggregate Revolver Outstandings in respect of the Commitments after giving effect to any Agent Advance shall not be outstanding more than 30 days exceed the Maximum Revolver Amount and (iiy) Agent Advances outstanding and unpaid at no time will exceed $5,000,000 in the Majority aggregate, and provided further that the Required Lenders may at any time revoke the Administrative Agent’s authorization contained in this Section 2.2(i) to make Agent Advances. Any , any such revocation must to be in writing and shall to become effective prospectively upon the Administrative Agent’s receipt thereof. The Administrative Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advance.;

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in the proviso contained in this Agreement to the contrarySection 2.2(f), the Administrative Agent is hereby authorized by the Borrowers Borrower and the Lenders, from time to time in the Administrative Agent’s sole discretion, (A) at any time that after the occurrence of a Default exists, or an Event of Default or (B) at any time that any of the other applicable conditions precedent set forth in Article 4 Section 3.2 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances Revolving Loans to the Borrowers Borrower, on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000Lenders, which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable and regardless of whether a Borrowing Base Deficiency is caused thereby, (1) to preserve or protect the Collateral, or any portion thereof, (2) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, Obligations or (3) to pay any other amount chargeable to the Borrowers Borrower pursuant to the terms of this Agreement, including including, without limitation, principal, interest and costs, fees and expenses as provided under this Agreement described in Section 10.2 (any of such the advances are herein described in this Section 2.2(f) being hereinafter referred to as “Agent Advances”); provided, that (i) such amount the Agent shall not be outstanding more than 30 days and (ii) make any Agent Advances to the Borrower without the consent of the Majority Lenders may if the aggregate amount thereof would exceed $2,000,000 at any one time revoke and the Administrative Agent’s authorization Agent Advances shall be repayable on demand and secured by the Collateral, shall constitute Revolving Loans and Obligations hereunder and shall bear interest at the rate applicable to make the Base Rate Advances from time to time. The Agent Advances. Any such revocation must be shall notify each Lender in writing and shall become effective prospectively upon the Administrative Agent’s receipt thereof. The Administrative Agent shall promptly provide to the Administrative Borrower written notice of any each such Agent Advance.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent hereby is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (A1) at any time that after the occurrence and during the continuance of a Default existsor an Event of Default, or (B2) at any time that any of the other applicable conditions precedent set forth in Article 4 SECTION 3 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative that Agent, in its reasonable business judgment, Permitted Discretion deems necessary or desirable (1A) to preserve or protect the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, of repayment of the Loans and Obligations (other than the Bank Product Obligations), or (3C) to pay any other amount chargeable to the Borrowers Companies pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees fees, and expenses as provided under this Agreement described in SECTION 10 (any of such advances are herein the Advances described in this SECTION 2.3(E) shall be referred to as “Agent Advances”"AGENT ADVANCES"); providedPROVIDED, HOWEVER, that (inotwithstanding anything to the contrary contained in this SECTION 2.3(E), the aggregate principal amount of Agent Advances outstanding at any time, when taken together with the aggregate principal amount of Overadvances made in accordance with SECTION 2.3(I) hereof outstanding at such amount time, shall not be outstanding more than 30 days exceed an amount equal to the lesser of (x) 10% of the Borrowing Base then in effect and (iiy) the Majority Lenders may at any time revoke the Administrative Agent’s authorization $3,000,000. Each Agent Advance shall be deemed to make be an Advance hereunder, except that no such Agent Advances. Any such revocation must Advance shall be in writing eligible to be a LIBOR Rate Loan and all payments thereon shall become effective prospectively upon the Administrative Agent’s receipt thereof. The Administrative be payable to Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advancesolely for its own account.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in the provisos contained in this Agreement to the contrarySection 2.2(i), the Administrative Agent is hereby authorized by the Borrowers Borrower and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (A1) at any time that after the occurrence of a Default existsor an Event of Default, or (B2) at any time that any of the other applicable conditions precedent set forth in Article 4 10 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances Revolving Loans to the Borrowers Borrower on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1A) to preserve or protect the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, repayment of the Revolving Loans and other Obligations, or (3C) to pay any other amount chargeable to the Borrowers Borrower pursuant to the terms of this Agreement, including including, without limitation, costs, fees and expenses as provided under this Agreement described in Section 15.7 (any of such the advances are herein described in this Section 2.2(i) being hereinafter referred to as “"Agent Advances”"); provided, that (i) such amount shall not be outstanding more than 30 days and (ii) the Majority Required Lenders may at any time revoke the Administrative Agent’s 's authorization contained in this Section 2.2(i) to make Agent Advances. Any , any such revocation must to be in writing and shall to become effective prospectively upon the Administrative Agent’s 's receipt thereof. The Administrative ; provided, further, that Agent Advances made in excess of the Availability or the Maximum Revolver Amount shall promptly provide be made to preserve or protect the Administrative Borrower written notice of Collateral and shall not exceed $5,000,000 in the aggregate outstanding at any Agent Advancetime or result in the Total Facility being exceeded.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrarybelow, the Administrative Agent is authorized by the Borrowers Borrower and the Lenders, from time to time in time, at the Administrative Agent’s sole discretion, (A) at any time that request of the Required Lenders and after the occurrence of a Default exists, (B) at any time that any or an Event of the other conditions precedent set forth in Article 4 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below)Default, to make Base Rate Advances to the Borrowers Revolver A Loans and/or Revolver B Loans on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, Borrower which the Administrative AgentRequired Lenders, in its their reasonable business judgment, deems deem necessary or desirable (1i) to preserve or protect the Collateral, Collateral or any portion thereof, (2ii) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, or (3iii) to pay any other amount chargeable to the Borrowers Borrower pursuant to the terms of this Agreement, including costs, fees and expenses as provided under this Agreement (any of such advances are herein referred to as “"Agent Advances”"); provided, that (i) such amount shall not be outstanding more than 30 days and (ii) the Majority Required Lenders may at any time revoke the Administrative Agent’s 's authorization to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s 's receipt thereof. The Administrative Agent Advances shall promptly provide to be secured by the Administrative Borrower written notice liens in the Collateral created under the Security Documents and shall constitute ABR Revolving Borrowings and for all purposes shall be part of any Agent Advancethe Obligations hereunder.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent hereby is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (A1) at any time that after the occurrence and during the continuance of a Default existsor an Event of Default, or (B2) at any time that any of the other applicable conditions precedent set forth in Article 4 Section 3 have --------- not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative that Agent, in its reasonable business judgment, Permitted Discretion deems necessary or desirable (1A) to preserve or protect the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, of repayment of the Loans and other Obligations, or (3C) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees fees, and expenses as provided under this Agreement described in Section 10 ---------- (any of such advances are herein the Advances described in this Section 2.3(e) shall be -------------- referred to as “"Agent Advances”"); provided, that (inotwithstanding -------------- -------- anything to the contrary contained in this Section 2.3(e), the -------------- aggregate principal amount of Advances outstanding at any one time, when taken together with the aggregate principal amount of Overadvances made in accordance with Section 2.3(i) such amount outstanding at -------------- any time, shall not be outstanding more than 30 days exceed an amount equal to the lesser of (x) 10% of the Borrowing Base then in effect and (iiy) the Majority Lenders may at any time revoke the Administrative Agent’s authorization to make $7,000,000. Each Agent Advances. Any such revocation must be in writing Advance is an Advance hereunder and shall become effective prospectively upon be subject to all the Administrative Agent’s receipt thereof. The Administrative terms and conditions applicable to other Advances, except that no such Agent Advance shall promptly provide be eligible for the LIBOR Option and all payments thereon shall be payable to Agent solely for its own account (and for the Administrative Borrower written notice account of the holder of any participation interest with respect to such Agent Advance).

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in the provisos contained in this Agreement to the contrarySection 2.2(i), the Administrative Agent is hereby authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (A1) at any time that after the occurrence of a Default existsor an Event of Default, or (B2) at any time that any of the other applicable conditions precedent set forth in Article 4 10 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances Revolving Loans to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1A) to preserve or protect the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, or (3C) to pay any other amount chargeable to the Borrowers any Borrower pursuant to the terms of this Agreement, including including, without limitation, costs, fees and expenses as provided under this Agreement described in Section 15.7 (any of such the advances are herein described in this Section 2.2(i) being hereinafter referred to as “"Agent Advances”"); provided, that (i) such amount shall not be outstanding more than 30 days and (iiw) the Majority Required Lenders may at any time revoke the Administrative Agent’s 's authorization contained in this Section 2.2(i) to make Agent Advances. Any , any such revocation must to be in writing and shall to become effective prospectively upon the Administrative Agent’s 's receipt thereof. The Administrative , (x) the Agent shall promptly provide not make an Agent Advance which would cause the Aggregate Revolver Outstandings to exceed Combined Availability, (y) the Agent shall not make an Agent Advance which, together with all other Agent Advances then outstanding, would aggregate an amount in excess of 5% of the Combined Availability (without giving effect to the Administrative Borrower written notice of any Maximum Revolver Amount) at the time such Agent AdvanceAdvance is made and (z) no Agent Advance shall be made if at such time an Agent Advance has been outstanding for more than 45 consecutive days.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrarybelow, the Administrative Agent is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s sole discretion, (A) at any time that after the occurrence of a Default exists, (B) or an Event of Default or at any time that any of the other conditions precedent set forth in Article 4 9 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances Revolving Loans to the Borrowers or any Borrower on behalf of the Lenders Lenders, in an aggregate amount outstanding at any time not to exceed ten percent (together with all other Aggregate Revolving Credit Obligations10%) of the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000Borrowing Base at such time, which that the Administrative Agent, in its reasonable business judgment, deems necessary or desirable desirable: (1i) to preserve or protect the Collateral, or any portion thereof, ; (2ii) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, Obligations (including through the Borrowers using any proceeds of such Revolving Loans to pay payroll and associated tax obligations); or (3iii) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including costs, fees fees, and expenses as provided under this Agreement described in Section 15.7 (any of such advances are herein referred to as “Agent Advances”); providedprovided that after giving effect to the making of any Agent Advance, that (i) such amount the Aggregate Revolver Outstandings shall not be outstanding more than 30 days and (ii) exceed the Majority Maximum Revolver Amount. The Required Lenders may at any time revoke the Administrative Agent’s authorization to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s receipt thereof. The Administrative Agent Advances shall promptly provide be secured by the Agent’s Liens in and to the Administrative Borrower written notice of any Agent AdvanceCollateral and shall constitute Base Rate Revolving Loans and Obligations hereunder.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent is hereby authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (A1) at any time that after the occurrence and during the continuance of a Default existsor an Event of Default, or (B2) at any time that any of the other applicable conditions precedent set forth in Article 4 Section 3 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative that Agent, in its reasonable business judgment, Permitted Discretion deems necessary or desirable (1A) to preserve or protect the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, of repayment of the Loans and Obligations (other than the Bank Product Obligations), or (3C) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees fees, and expenses as provided under this Agreement described in Section 10 (any of such advances are herein the Advances described in this Section 2.3(e) shall be referred to as “"Agent Advances”"); , provided, that (inotwithstanding anything to the contrary contained in this Section 2.3(e), the aggregate principal amount of Agent Advances outstanding at any one time, when taken together with the aggregate principal amount of Overadvances made in accordance with Section 2.3(i) such amount outstanding at any time, shall not be outstanding more than 30 days exceed an amount equal to the lesser of (x) 5.0% of the Borrowing Base then in effect and (iiy) $10,000,000. Each Agent Advance shall be deemed to be an Advance hereunder and shall be subject to all the Majority Lenders may at terms and conditions applicable to other Advances, except that no such Agent Advance shall be eligible for the LIBOR Option and all payments thereon shall be payable to Agent solely for its own account (and for the account of the holder of any time revoke the Administrative Agent’s authorization participation interest with respect to make such Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s receipt thereof. The Administrative Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advance).

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent hereby is authorized by the Borrowers Borrower and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (A1) at any time that after the occurrence and during the continuance of a Default existsor an Event of Default, or (B2) at any time that any of the other applicable conditions precedent set forth in Article 4 SECTION 3 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances to the Borrowers Borrower on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative that Agent, in its reasonable business judgment, Permitted Discretion deems necessary or desirable (1A) to preserve or protect the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, of repayment of the Loans and Obligations (other than the Bank Product Obligations), or (3C) to pay any other amount chargeable to the Borrowers Borrower pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees fees, and expenses as provided under this Agreement described in SECTION 10 (any of such advances are herein the Advances described in this SECTION 2.3(E) shall be referred to as “Agent Advances”"AGENT ADVANCES"); provided, that (inotwithstanding anything to the contrary contained in this SECTION 2.3(E), the aggregate principal amount of Agent Advances outstanding at any time, when taken together with the aggregate principal amount of Overadvances made in accordance with SECTION 2.3(I) such amount hereof outstanding at any time, shall not be outstanding more than 30 days exceed an amount equal to the lesser of (x) 10% of the Borrowing Base then in effect and (iiy) the Majority Lenders may at any time revoke the Administrative Agent’s authorization to make $2,500,000. Each Agent Advances. Any such revocation must be in writing Advance is an Advance hereunder and shall become effective prospectively upon be subject to all the Administrative Agent’s receipt thereof. The Administrative terms and conditions applicable to other Advances, except that all payments thereon shall be payable to Agent shall promptly provide to solely for its own account (and for the Administrative Borrower written notice account of the holder of any participation interest with respect to such Agent Advance).

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (A) at any time that after the occurrence and during the continuance of a Default existsDefault, or (B) at any time that any of the other conditions precedent set forth in Article 4 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed ($5,000,000, but, together with all other Aggregate Revolving Loans, Swing Loans and Letters of Credit Obligations) the lesser outstanding, not in excess of (y) the Revolving Loan Commitment or (z) $5,000,000Commitment, which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, (2) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, or (3) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including costs, fees and expenses as provided under this Agreement (any of such advances are herein referred to as “"Agent Advances”"); provided, that (i) such amount shall not be outstanding more than 30 days and (ii) the Majority Lenders may at any time revoke the Administrative Agent’s 's authorization to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s 's receipt thereof. The Administrative Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advance.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent hereby is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (A1) at any time that after the occurrence and during the continuance of a Default existsor an Event of Default, or (B2) at any time that any of the other applicable conditions precedent set forth in Article 4 Section 3 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative that Agent, in its reasonable business judgment, Permitted Discretion deems necessary or desirable (1A) to preserve or protect the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, of repayment of the Loans Obligations (other than the Bank Product Obligations), (C) to satisfy payments due and other Obligations, owing by any Company under the Supply and Transitional Services Agreement or (3D) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees fees, and expenses as provided under this Agreement described in Section 10 (any of such advances are herein the Advances described in this Section 2.3(e) shall be referred to as “"Agent Advances”"); provided, that (i) such notwithstanding anything to the contrary contained in this Section 2.3(e), without the consent of all Lenders the aggregate principal amount shall not be of Agent Advances outstanding more than 30 days and (ii) the Majority Lenders may at any time revoke the Administrative Agent’s authorization to make shall not exceed $5,000,000. Each Agent Advances. Any such revocation must be in writing Advance is an Advance hereunder and shall become effective prospectively upon be subject to all the Administrative Agent’s receipt thereof. The Administrative terms and conditions applicable to other Advances, except that no such Agent Advance shall promptly provide be eligible for the LIBOR Option and all payments thereon shall be payable to Agent solely for its own account (and for the Administrative Borrower written notice account of the holder of any participation interest with respect to such Agent Advance).

Agent Advances. (i1) Subject to the limitations set forth below and notwithstanding anything else in the provisos contained in this Agreement to the contrarySection 2.4(h)(1), the Administrative Agent is hereby authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s sole discretion's discretion (which discretion shall be exercised following the Agent's reasonable attempts to consult with the Lenders thereon), (A) at any time that after the occurrence of a Default existsor an Event of Default, or (B) at any time that any of the other applicable conditions precedent set forth in Article 4 9 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances Revolving Loans to the Borrowers any Borrower on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1i) to preserve or protect the Collateral, or any portion thereof, (2ii) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, or (3iii) to pay any other amount chargeable to the Borrowers any Borrower pursuant to the terms of this Agreement, including including, without limitation, costs, fees and expenses as provided under this Agreement described in Section 14.6 (any of such the advances are herein described in this Section 2.4(h)(1) being hereinafter referred to as “"Agent Advances”"); provided, that (i) such amount the Agent shall not be make any Agent Advance to a Borrower if (x) the amount of such Agent Advance would exceed the amount of Availability or Individual Availability with respect to such Borrower on the Funding Date applicable thereto, or (y) the making of such Agent Advance would cause the aggregate amount of all Agent Advances outstanding more than 30 days on the Funding Date applicable thereto to exceed $5,000,000; and (ii) provided, further, that the Majority Lenders may at any time revoke the Administrative Agent’s 's authorization contained in this Section 2.4(h)(1) to make Agent Advances. Any , any such revocation must to be in writing and shall to become effective prospectively upon the Administrative Agent’s 's receipt thereof. The Administrative Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advance.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrarybelow, the Administrative Agent is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (A) at any time that after the occurrence of a Default exists, (B) or an Event of Default or at any time that any of the other conditions precedent set forth in Article 4 IV have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances Loans to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed Fifteen Million Dollars (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,00015,000,000), which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1A) to preserve or protect the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other ObligationsObligations (including through the Borrowers using any proceeds of such Revolving Loans to pay payroll and associated tax obligations), or (3C) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including costs, fees fees, and expenses as provided under this Agreement described in Section 9.04 (any of such advances are herein referred to as “"Agent Advances”"); providedprovided that, that (i) such amount after giving effect to the making of any Agent Advance, the Aggregate Revolver Outstandings shall not be outstanding more than 30 days and (ii) exceed the Majority Maximum Revolver Amount. The Required Lenders may at any time revoke the Administrative Agent’s 's authorization to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s 's receipt thereof. The Administrative Agent Advances shall promptly provide be secured by the Agent's Liens in and to the Administrative Borrower written notice of any Agent AdvanceCollateral and shall constitute Base Rate Loans and Obligations hereunder.

Agent Advances. (iA) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrarybelow, the Administrative Agent is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (A) at any time that after the occurrence of a Default existsor an Event of Default, or (B) at any time that any of the other conditions precedent set forth in Article 4 ARTICLE 8 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances Loans to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed ($10,000,000, but, together with all other Aggregate Revolving Loans and Letters of Credit Obligations) outstanding, not in excess of the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, Maximum Revolver Amount which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, (2) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, or (3) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including costs, fees and expenses as provided under this Agreement described in SECTION 13.7 (any of such advances are herein referred to as “"Agent Advances”"); providedPROVIDED, that (i) such amount shall not be outstanding more than 30 days and (ii) the Majority Lenders may at any time revoke the Administrative Agent’s 's authorization to make Agent AdvancesAdvances and no Agent Advance shall be outstanding for more than ninety (90) days. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s 's receipt thereof. The Administrative Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advance.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent hereby is authorized by the Borrowers and the Lenders, from time to time after the Revolver Facility Effective Date, in the Administrative Agent’s 's sole discretion, (A1) at any time that after the occurrence and during the continuance of a Default existsor an Event of Default, or (B2) at any time that any of the other applicable conditions precedent set forth in Article 4 SECTION 3 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative that Agent, in its reasonable business judgment, Permitted Discretion deems necessary or desirable (1A) to preserve or protect the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, of repayment of the Loans and other Obligations, or (3C) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees fees, and expenses as provided under this Agreement described in SECTION 10 (any of such advances are herein the Advances described in this SECTION 2.3(e) shall be referred to as “"Agent Advances”"); provided, PROVIDED, that (inotwithstanding anything to the contrary contained in this Section 2.3(e), the aggregate principal amount of Agent Advances outstanding at any one time, when taken together with the aggregate principal amount of Overadvances made in accordance with Section 2.3(i) such amount outstanding at any time, shall not be outstanding more than 30 days exceed an amount equal to the lesser of (x) 10% of the Borrowing Base then in effect and (iiy) the Majority Lenders may at any time revoke the Administrative Agent’s authorization to make $2,000,000. Each Agent Advances. Any such revocation must be in writing Advance is an Advance hereunder and shall become effective prospectively upon be subject to all the Administrative Agent’s receipt thereof. The Administrative terms and conditions applicable to other Advances, except all payments thereon shall be payable to Agent shall promptly provide to solely for its own account (and for the Administrative Borrower written notice account of the holder of any participation interest with respect to such Agent Advance).

Agent Advances. (iA) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrarybelow, the Administrative Collateral Agent is authorized by the Borrowers and the Lenders, from time to time in the Administrative Collateral Agent’s sole discretion, (A1) at any time that after the occurrence of a Default existsor an Event of Default, or (B2) at any time that any of the other conditions precedent set forth in Article 4 8 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances Revolving Loans to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) $3,000,000, but not in excess of the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000Maximum Revolver Amount, which the Administrative Collateral Agent, in its reasonable business judgment, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, (2) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other ObligationsObligations (including through Base Rate Revolving Loans for the purpose of enabling the Borrowers to meet payroll and associated tax obligations), or (3) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including costs, fees and expenses as provided under this Agreement described in Section 13.7 (any of such advances are herein referred to as “"Agent Advances”"); provided, that (i) such amount Agent Advances shall not be outstanding for more than 30 days and sixty (ii60) consecutive days; provided, further, that the Majority Required Lenders may at any time revoke the Administrative Collateral Agent’s authorization to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Collateral Agent’s receipt thereof. The Administrative Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advance.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s sole discretion, (A) at any time that a Default or Event of Default exists, (B) at any time that any of the other conditions precedent set forth in Article 4 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligationsthe amount of Swing Loans made pursuant to Section 2.1(d) the lesser of (y) the Revolving Loan Commitment or (zthen outstanding) $5,000,000, which the Administrative Agent, in its reasonable business judgmentPermitted Discretion, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, (2) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, or (3) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including costs, fees and expenses as provided under this Agreement (any of such advances are herein referred to as “Agent Advances”); provided, that (i) such amount shall not be outstanding more than 30 days and (ii) the Majority Lenders may at any time revoke the Administrative Agent’s authorization to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s receipt thereof. The Administrative Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advance. In no event shall the Aggregate Revolving Credit Obligations, after giving effect to any Agent Advance, exceed the Commitments.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent hereby is authorized by the Borrowers Borrower and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (A1) at any time that after the occurrence and during the continuance of a Default existsor an Event of Default, or (B2) at any time that any of the other applicable conditions precedent set forth in Article 4 SECTION 3 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances to the Borrowers Borrower on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative that Agent, in its reasonable business judgment, Permitted Discretion deems necessary or desirable (1A) to preserve or protect the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, of repayment of the Loans and other Obligations, or (3C) to pay any other amount chargeable to the Borrowers Borrower pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees fees, and expenses as provided under this Agreement described in SECTION 10 (any of such advances are herein the Advances described in this SECTION 2.3(E) shall be referred to as “"Agent Advances”"); provided, PROVIDED, that (inotwithstanding anything to the contrary contained in this SECTION 2.3(E), the aggregate principal amount of Advances outstanding at any time, when taken together with the aggregate principal amount of Overadvances made in accordance with SECTION 2.3(I) such amount outstanding at any time, shall not be outstanding more than 30 days exceed an amount equal to the lesser of (x) 10% of the Borrowing Base then in effect and (iiy) the Majority Lenders may at any time revoke the Administrative Agent’s authorization to make $4,000,000. Each Agent Advances. Any such revocation must be in writing Advance is an Advance hereunder and shall become effective prospectively upon be subject to all the Administrative Agent’s receipt thereof. The Administrative terms and conditions applicable to other Advances, except that all payments thereon shall be payable to Agent shall promptly provide to solely for its own account (and for the Administrative Borrower written notice account of the holder of any participation interest with respect to such Agent Advance).

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent hereby is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (A1) at any time that after the occurrence and during the continuance of a Default existsor an Event of Default, or (B2) at any time that any of the other applicable conditions precedent set forth in Article 4 Section 3 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative that Agent, in its reasonable business judgment, Permitted Discretion deems necessary or desirable (1A) to preserve or protect the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, of repayment of the Loans and Obligations (other than the Bank Product Obligations), or (3C) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees fees, and expenses as provided under this Agreement described in Section 10 (any of such advances are herein the Advances described in this Section 2.3(e) shall be referred to as “"Agent Advances”"); provided, that (i) such amount shall not be outstanding more than 30 days and (ii) the Majority Lenders may at any time revoke the Administrative Agent’s authorization to make . Each Agent Advances. Any such revocation must be in writing Advance is an Advance hereunder and shall become effective prospectively upon be subject to all the Administrative Agent’s receipt thereofterms and conditions applicable to other Advances, except that no such Agent Advance shall be eligible for the LIBOR Option and all payments thereon shall be payable to Agent solely for its own account (and for the account of the holder of any participation interest with respect to such Agent Advance). The Administrative Agent Advances shall promptly provide be repayable on demand and secured by the Agent's Liens granted to Agent under the Administrative Borrower written notice of any Agent AdvanceLoan Documents, shall constitute Advances and Obligations hereunder, and shall bear interest at the rate applicable from time to time to Advances that are Base Rate Loans.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent hereby is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (A1) at any time that after the occurrence and during the continuance of a Default existsor an Event of Default, or (B2) at any time that any of the other applicable conditions precedent set forth in Article 4 Section 3 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative that Agent, in its reasonable business judgment, Permitted Discretion deems necessary or desirable (1A) to preserve or protect the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, of repayment of the Loans and Obligations (other than the Bank Product Obligations), or (3C) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees fees, and expenses as provided under this Agreement described in Section 10 (any of such advances are herein the Advances described in this Section 2.3(e) shall be referred to as “"Agent Advances”"); provided, that (inotwithstanding anything to the contrary contained in this Section 2.3(e), the aggregate principal amount of Advances outstanding at any time, when taken together with the aggregate principal amount of Overadvances made in accordance with Section 2.3(i) such amount hereof outstanding at any time, shall not be outstanding more than 30 days exceed an amount equal to the lesser of (x) 10% of the Borrowing Base then in effect and (iiy) the Majority Lenders may at any time revoke the Administrative Agent’s authorization to make $5,000,000. Each Agent Advances. Any such revocation must be in writing Advance is an Advance hereunder and shall become effective prospectively upon be subject to all the Administrative Agent’s receipt thereof. The Administrative terms and conditions applicable to other Advances, except that no such Agent Advance shall promptly provide be eligible for the LIBOR Option and all payments thereon shall be payable to Agent solely for its own account (and for the Administrative Borrower written notice account of the holder of any participation interest with respect to such Agent Advance).

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent hereby is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (A1) at any time that after the occurrence and during the continuance of a Default existsor an Event of Default, or (B2) at any time that any of the other applicable conditions precedent set forth in Article 4 Section 3.2 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative that Agent, in its reasonable business judgment, Permitted Discretion deems necessary or desirable (1A) to preserve or protect the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, of repayment of the Loans and Obligations (other than the Bank Product Obligations), or (3C) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees fees, and expenses as provided under this Agreement described in Section 10 (any of such advances are herein the Advances described in this Section 2.3(d) shall be referred to as “"Agent Advances”"); provided, that (inotwithstanding anything to the contrary contained in this Section 2.3(d), the aggregate principal amount of Agent Advances outstanding at any time, together with the aggregate principal amount of all Optional Overadvances made pursuant to Section 2.3(g) and outstanding at such amount time, shall not be outstanding more than 30 days and (ii) the Majority Lenders may at any time revoke the Administrative Agent’s authorization exceed an amount equal to make $5,000,000. Each Agent Advances. Any such revocation must be in writing Advance is an Advance hereunder and shall become effective prospectively upon be subject to all the Administrative Agent’s receipt thereof. The Administrative terms and conditions applicable to other Advances, except that no such Agent Advance shall promptly provide be eligible for the LIBOR Option and all payments thereon shall be payable to Agent solely for its own account (and for the Administrative Borrower written notice account of the holder of any participation interest with respect to such Agent Advance).

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrarybelow, the Administrative Agent is authorized by the Borrowers Borrower and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (A) at any time that after the occurrence of a Default existsor an Event of Default, or (B) at any time that any of the other conditions precedent set forth in Article 4 8 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances Revolving Loans to the Borrowers Borrower on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed 5% of the Borrowing Base (together but not to exceed in the aggregate, with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or Loans outstanding, the Maximum Revolver Amount) for a period not to exceed thirty (z30) $5,000,000continuous days, which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, (2) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, or (3) to pay any other amount chargeable to the Borrowers Borrower pursuant to the terms of this Agreement, including costs, fees and expenses as provided under this Agreement described in Section 13.7 (any of such advances are herein referred to as “"Agent Advances”"); provided, that (i) such amount shall not be outstanding more than 30 days and (ii) the Majority Required Lenders may at any time revoke the Administrative Agent’s 's authorization to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s 's receipt thereof. The Administrative Agent Advances shall promptly provide be secured by the Agent's Liens in and to the Administrative Borrower written notice of any Agent AdvanceCollateral and shall constitute Base Rate Revolving Loans and Obligations hereunder.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrarybelow, the Administrative Agent is authorized by the Borrowers and the Lenders, from time to time in its sole discretion in such capacity, after the Administrative Agent’s sole discretion, (A) at any time that occurrence of a Default exists, (B) or an Event of Default or at any time that any of the other conditions precedent set forth in Article 4 9 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances Revolving Loans to the Borrowers or any Borrower on behalf of the Revolving Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, 10,000,000 which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1i) to preserve or protect the Collateral, or any portion thereof, (2ii) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other ObligationsObligations (including through the Borrowers using any proceeds of such Revolving Loans to pay payroll and associated tax obligations), or (3iii) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including costs, fees fees, and expenses as provided under this Agreement described in Section 15.7 (any of such advances are herein referred to as “Agent Advances”); providedprovided that after giving effect to the making of any Agent Advance, that (i) such amount the Aggregate Revolver Outstandings shall not be outstanding more than 30 days and (ii) exceed the Maximum Revolver Amount. The Majority Revolving Lenders may at any time revoke the authorization of the Administrative Agent’s authorization Agent to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the receipt by the Administrative Agent’s receipt Agent thereof. The Administrative Agent Advances shall promptly provide be secured by the Agent’s Liens in and to the Administrative Borrower written notice of any Agent AdvanceCollateral and shall constitute Base Rate Revolving Loans and Obligations hereunder.

Agent Advances. (ia) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent is authorized by the Borrowers Borrower and the Lenders, from time to time in the Administrative Agent’s sole discretion(including, (A) without limitation, at any time that (A) a Default exists, or an Event of Default exists or (B) at any time that any of the other conditions precedent set forth in Article 4 III have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below)in the Administrative Agent’s sole and absolute discretion, to make Base Rate Advances Revolving Loans to or for the Borrowers account of the Borrower on behalf of the Revolving Lenders in an so long as the aggregate amount outstanding at any time Revolving Credit Exposures of all Revolving Lenders after giving effect thereto do not to exceed (together with all other the Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000Amount, which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1i) to preserve or protect the Collateral, or any portion thereof, (2ii) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, or (3iii) to pay any other amount chargeable to the Borrowers Loan Parties pursuant to the terms of this Agreement, including costs, fees and expenses as provided under this Agreement (any of such advances are herein referred to as “Agent Advances”); provided, that (i) such amount shall not be outstanding more than 30 days and (ii) the Majority Required Revolving Lenders may at any time revoke the Administrative Agent’s authorization to make Agent Advances. Absent such revocation, the Administrative Agent’s determination that funding of an Agent Advance is appropriate shall be conclusive. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s receipt thereof. The Administrative Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advance.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent is authorized by the Borrowers Borrower and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (A) at any time that after the occurrence of a Default existsor an Event of Default, or (B) at any time that any of the other conditions precedent set forth in Article 4 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances advances to the Borrowers Borrower, on behalf of the Lenders Lenders, notwithstanding that an Overadvance may exist or would be created, in an aggregate principal amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (x) the Maximum Revolver Amount, (y) an amount not greater than $10,000,000 in excess of the Revolving Loan Commitment or Total Borrowing Base, and (z) $5,000,000an amount not greater than ten percent (10%) of the Total Borrowing Base, which the Administrative Agent, in its reasonable business judgmentPermitted Discretion, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, (2) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, or (3) to pay any other amount chargeable to the Borrowers Borrower pursuant to the terms of this Agreement, including costs, fees and expenses as provided under this Agreement (any of such advances are herein referred to as “"Agent Advances”"); provided, that (i) such amount shall not be outstanding more than 30 days and (ii) the Majority Lenders may at any time revoke the Administrative Agent’s 's authorization to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s 's receipt thereof. The Administrative Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advance.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrarySection 2.2 (i)(i), the Administrative Agent is hereby authorized by the Borrowers Borrower and the Lenders, from time to time in the Administrative Agent’s sole discretion, (A) at any time that after the occurrence of a Default existsor an Event of Default, or (B) at any time that any of the other applicable conditions precedent set forth in Article 4 10 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances Loans to the Borrowers Borrower on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) 5% of the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, Borrowing Base which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, (2) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, or (3) to pay any other amount chargeable to the Borrowers Borrower pursuant to the terms of this Agreement, including costs, fees and expenses as provided under this Agreement described in Section 15.7 (any of such the advances are herein described in this Section 2.2(i) being hereinafter referred to as “Agent Advances”); provided, that (i) such amount shall not be outstanding more than 30 days and (ii) the Majority Required Lenders may at any time revoke the Administrative Agent’s authorization contained in this Section 2.2(i) to make Agent Advances. Any , any such revocation must to be in writing and shall to become effective prospectively upon the Administrative Agent’s receipt thereof. The Administrative Agent shall promptly provide ; and provided further that after giving effect to the Administrative Borrower written notice making of any Agent Advance, the Aggregate Revolver Outstandings shall not exceed the Maximum Revolver Amount.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in the provisos contained in this Agreement to the contrarySection 2.2(i), the Administrative Agent is hereby authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s sole discretion, (A) at any time that after the occurrence of a Default existsor an Event of Default, or (B) at any time that any of the other applicable conditions precedent set forth in Article 4 10 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances Tranche A Revolving Loans to the Borrowers any Borrower on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, (2) to enhance the likelihood of, or maximize the amount of, repayment of the Revolving Loans and other Obligations, or (3) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including costs, fees fees, and expenses as provided under this Agreement described in Section 15.7 (any of such the advances are herein described in this Section 2.2(i) being hereinafter referred to as “Agent Advances”); provided, provided that (ix) such amount the Aggregate Revolver Outstandings in respect of the Tranche A Commitments after giving effect to any Agent Advance shall not be outstanding more than 30 days exceed the Maximum Tranche A Revolver Amount and (iiy) Agent Advances outstanding and unpaid at no time will exceed $20,000,000 in the Majority aggregate, and provided further that the Required Lenders may at any time revoke the Administrative Agent’s authorization contained in this Section 2.2(i) to make Agent Advances. Any , any such revocation must to be in writing and shall to become effective prospectively upon the Administrative Agent’s receipt thereof. The Administrative Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advance.;

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrarybelow, the Administrative Agent is authorized by the Borrowers Borrower and the Lenders, from time to time in the Administrative Agent’s sole discretion, (A) at any time that after the occurrence of a Default existsor an Event of Default, or (B) at any time that any of the other conditions precedent set forth in Article 4 8 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances Loans to the Borrowers Borrower on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed 5% of the Borrowing Base (together but not to exceed in the aggregate, with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or Loans outstanding, the Maximum Revolver Amount) for a period not to exceed thirty (z30) $5,000,000continuous days, which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, (2) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, or (3) to pay any other amount chargeable to the Borrowers Borrower pursuant to the terms of this Agreement, including costs, fees and expenses as provided under this Agreement described in Section 14.7 (any of such advances are herein referred to as “Agent Advances”); provided, provided that (i) such amount shall not be outstanding more than 30 days and (ii) the Majority Required Lenders may at any time revoke the Administrative Agent’s authorization to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s receipt thereof. The Administrative Agent Advances shall promptly provide be secured by the Agent’s Liens in and to the Administrative Borrower written notice of any Agent AdvanceCollateral and shall constitute Base Rate Loans and Obligations hereunder.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent hereby is authorized by the Borrowers each Borrower and the Lenders, from time to time in the Administrative Agent’s sole discretion, (A1) at any time that after the occurrence and during the continuance of a Default existsor an Event of Default, or (B2) at any time that any of the other applicable conditions precedent set forth in Article 4 Section 3 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances to the Borrowers US Borrower Advances, UK Borrower Advances, or PR Borrower Advances, as applicable, on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative that Agent, in its reasonable business judgment, Permitted Discretion deems necessary or desirable (1A) to preserve or protect the CollateralCollateral of such Borrower, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, of repayment of the Loans and Obligations of such Borrower (other than the Bank Product Obligations), or (3C) to pay any other amount chargeable to the Borrowers such Borrower pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees fees, and expenses as provided under this Agreement described in Section 10 (any of such advances are herein the Advances described in this Section 2.3(e) shall be referred to as “Agent Advances”); provided, that (ihowever, notwithstanding anything to the contrary contained in this Section 2.3(e), after giving effect to any such Agent Advance, the aggregate principal amount of outstanding Agent Advances made by Agent to Borrowers pursuant to this Section 2.3(e) such amount shall not be outstanding more than 30 days and exceed the result of (iiA) $10,000,000 minus (B) the Majority Lenders may at any time revoke the Administrative Agent’s authorization aggregate principal amount of Overadvances made in accordance with Section 2.3(i). Each Agent Advance shall be deemed to make be an Advance hereunder, except that no such Agent Advances. Any such revocation must Advance shall be in writing eligible to be a LIBOR Rate Loan and all payments thereon shall become effective prospectively upon the Administrative Agent’s receipt thereof. The Administrative be payable to Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advancesolely for its own account.

Agent Advances. (iA) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrarybelow, the Administrative Agent is authorized by the Borrowers Borrower and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (Ay) at any time that during the continuance of a Default existsor an Event of Default, or (Bz) at any time that any of the other conditions precedent set forth in Article 4 8 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances Revolving Loans to the Borrowers Borrower on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (zw) $5,000,000, or (x) 10% of the Borrowing Base which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, (2) during the continuance of a Default or an Event of Default, to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, or (3) to pay any other amount chargeable to the Borrowers Borrower pursuant to the terms of this Agreement, including costs, fees and expenses as provided under this Agreement described in Section 13.7 (any of such advances are herein referred to as “"Agent Advances”"); provided, however, that (iy) such amount in no event shall not be outstanding more than 30 days Agent make Agent Advances which would cause the Aggregate Revolver Outstandings at any time to exceed the Maximum Revolver Amount; and (iiz) the Majority Lenders may at any time revoke the Administrative Agent’s 's authorization to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s 's receipt thereof. The Administrative Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advance.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent hereby is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (A1) at any time that after the occurrence and during the continuance of a Default existsor an Event of Default, or (B2) at any time that any of the other applicable conditions precedent set forth in Article 4 SECTION 3 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative that Agent, in its reasonable business judgment, Permitted Discretion deems necessary or desirable (1A) to preserve or protect the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, of repayment of the Loans and Obligations (other than the Bank Product Obligations), or (3C) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees fees, and expenses as provided under this Agreement described in SECTION 10 (any of such advances are herein the Advances described in this SECTION 2.3(E) shall be referred to as “Agent Advances”"AGENT ADVANCES"); providedPROVIDED, that (inotwithstanding anything to the contrary contained in this SECTION 2.3(E), the aggregate principal amount of Agent Advances outstanding at any time, when taken together with the aggregate principal amount of Overadvances made in accordance with SECTION 2.3(I) hereof outstanding at such amount time, shall not be outstanding more than 30 days exceed an amount equal to the lesser of (x) 10% of the Borrowing Base then in effect and (iiy) the Majority Lenders may at any time revoke the Administrative Agent’s authorization $5,000,000. Each Agent Advance shall be deemed to make be an Advance hereunder, except that no such Agent Advances. Any such revocation must Advance shall be in writing eligible to be a LIBOR Rate Loan and all payments thereon shall become effective prospectively upon the Administrative Agent’s receipt thereof. The Administrative be payable to Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advancesolely for its own account.

Agent Advances. (ia) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s sole discretion, (A) at any time that a Default or an Event of Default exists, (B) at any time that any of the other conditions precedent set forth in Article 4 III have not been satisfied, or (C) at any time that an Overadvance exists or would result from any Agent Advance (as defined below), to make LIBOR Index Rate Loans (or, to the extent required pursuant to Section 2.18 or Section 2.18, Base Rate Advances Loans) to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other the greater of 10% of the Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) Commitments and $5,000,0006,500,000, which the Administrative Agent, in its reasonable business judgment, Agent deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, (2) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, or (3) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including costs, fees and expenses as provided under this Agreement (any of such advances are herein referred to as “Agent Advances”); provided, provided that (i) such amount shall not be outstanding more than 30 days and (ii) the Majority Required Lenders may at any time revoke the Administrative Agent’s authorization to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s receipt thereof. The Administrative Agent shall promptly provide to the Administrative Borrower Representative written notice of any Agent Advance. In no event shall the Aggregate Revolving Credit Exposure, after giving effect to any Agent Advance, exceed the Aggregate Revolving Commitment Amount.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrarybelow, the Administrative Agent is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (A) at any time that after the occurrence of a Default existsor an Event of Default, or (B) at any time that any of the other conditions precedent set forth in Article 4 8 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances Revolving Loans to the Borrowers or any of them, on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed ten percent (together with all other Aggregate Revolving Credit Obligations10.0%) of the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, Borrowing Base which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, (2) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, or (3) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including costs, fees fees, and expenses as provided under this Agreement described in Section 13.7 (any of such advances are herein referred to as “"Agent Advances”"); provided, provided that (i) such amount shall not be outstanding more than 30 days and (ii) the Majority Lenders may at any time revoke the Administrative Agent’s 's authorization to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s 's receipt thereof. Absent such revocation, the Agent's determination that the making of an Agent Advance is required for any such purposes shall be conclusive. The Administrative Agent Advances shall promptly provide be secured by the Agent's Liens in and to the Administrative Borrower written notice of any Agent AdvanceCollateral and shall constitute Base Rate Revolving Loans and Obligations hereunder.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent hereby is authorized by the Borrowers Borrower and the Lenders, from time to time after the Revolver Facility Effective Date, in the Administrative Agent’s 's sole discretion, (A1) at any time that after the occurrence and during the continuance of a Default existsor an Event of Default, or (B2) at any time that any of the other applicable conditions precedent set forth in Article 4 Section 3 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances to the Borrowers Borrower on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative that Agent, in its reasonable business judgment, Permitted Discretion deems necessary or desirable (1A) to preserve or protect the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, of repayment of the Loans and other Obligations, or (3C) to pay any other amount chargeable to the Borrowers Borrower pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees fees, and expenses as provided under this Agreement described in Section 10 (any of such advances are herein the Advances described in this Section 2.3(e)shall be referred to as “"Agent Advances”"); , provided, that (inotwithstanding anything to the contrary contained in this Section 2.3(e), the aggregate principal amount of Agent Advances outstanding at any one time, when taken together with the aggregate principal amount of Overadvances made in accordance with Section 2.3(i) such amount outstanding at any time, shall not be outstanding more than 30 days exceed an amount equal to the lesser of (x) 10% of the Borrowing Base then in effect and (iiy) the Majority Lenders may at any time revoke the Administrative Agent’s authorization to make $5,000,000. Each Agent Advances. Any such revocation must be in writing Advance is an Advance hereunder and shall become effective prospectively upon be subject to all the Administrative Agent’s receipt thereof. The Administrative terms and conditions applicable to other Advances, except that all payments thereon shall be payable to Agent shall promptly provide to solely for its own account (and for the Administrative Borrower written notice account of the holder of any participation interest with respect to such Agent Advance).

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrary, the Administrative Agent hereby is authorized by the Borrowers Borrower and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (A1) at any time that after the occurrence and during the continuance of a Default existsor an Event of Default, or (B2) at any time that any of the other applicable conditions precedent set forth in Article 4 Section 3 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances to the Borrowers Borrower on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative that Agent, in its reasonable business judgmentPermitted Discretion, deems necessary or desirable (1A) to preserve or protect the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, of repayment of the Loans and Obligations (other than the Bank Product Obligations), or (3C) to pay any other amount chargeable to the Borrowers Borrower pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees fees, and expenses as provided under this Agreement described in Section 10 (any of such advances are herein the Advances described in this Section 2.3(e) shall be referred to as “"Agent Advances”"); provided, that (inotwithstanding anything to the contrary contained in this Section 2.3(e), the aggregate principal amount of Agent Advances outstanding at any time, when taken together with the aggregate principal amount of Overadvances made in accordance with Section 2.3(i) such amount hereof outstanding at any time, shall not be outstanding more than 30 days exceed an amount equal to the lesser of (x) 10% of the Borrowing Base then in effect and (iiy) the Majority Lenders may at any time revoke the Administrative Agent’s authorization to make $2,500,000. Each Agent Advances. Any such revocation must be in writing Advance is an Advance hereunder and shall become effective prospectively upon be subject to all the Administrative Agent’s receipt thereof. The Administrative terms and conditions applicable to other Advances, except that all payments thereon shall be payable to Agent shall promptly provide to solely for its own account (and for the Administrative Borrower written notice account of the holder of any participation interest with respect to such Agent Advance).

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrarysubsection, the Administrative Agent is hereby authorized by the Borrowers Company and the Lenders, from time to time in the Administrative Agent’s sole discretiondiscretion (and subject to the terms of this paragraph, the making of each Agent Advance shall be deemed to be a request by the Company and the Lenders to make such Agent Advance), (Aa) at any after the occurrence of an Event of Default or an event which, with the passage of time that a Default existsor giving of notice, will become an Event of Default, or (Bb) at any time that any of the other applicable conditions precedent set forth in Article 4 Section 12.2 hereof have not been satisfied, or satisfied (C) at any time an Overadvance exists or would result from any Agent Advance (as defined belowincluding without limitation the conditions precedent that the aggregate Revolving Outstandings do not exceed the Revolving Loan Availability), to make Base Rate Advances Revolving Loans to the Borrowers Company on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the Administrative Agent, in its reasonable business judgmentsole discretion, deems determined in good xxxxx xxxxx necessary or desirable (1i) to preserve or protect the Collateral, or any portion thereof, (2ii) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, or (3iii) to pay any other amount chargeable to the Borrowers Company pursuant to the terms of this Agreement, including costs, fees and expenses as provided under this Agreement or the other Loan Documents (any of such the advances are herein described in this subsection being hereafter referred to as “Agent Advances”); provided, that (ix) such the outstanding principal amount of Agent Advances shall not be outstanding more than 30 days and (ii) the Majority Lenders may exceed at any time revoke $1,000,000, (y) the aggregate Revolving Outstandings shall not exceed the Revolving Commitments, and (z) the Administrative Agent has not been notified by the Required Lenders to cease making such Agent Advances. For all purposes in this Agreement, Agent Advances shall be treated as Revolving Loans and shall constitute Base Rate Loans. Agent Advances shall be repaid on demand by the Administrative Agent’s authorization to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s receipt thereof. The Administrative Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advance.

Agent Advances. (iA) Subject Notwithstanding anything to the contrary elsewhere in this Agreement or any other DIP Financing Document (and irrespective of the existence of any Overadvance Condition), but subject to the dollar limitations set forth below and notwithstanding anything else in this Agreement to the contrarybelow, the Administrative Agent is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (A) at any time that after the occurrence of a Default exists, or an Event of Default (and for so long as such Default or Event of Default is not waived or cured) or (B) at any time that any of the other conditions precedent set forth in Article 4 8 have not been satisfiedsatisfied (and, as a consequence thereof one or (C) at any time an Overadvance exists or would result from any more of the Lenders gives notice to Administrative Agent Advance (as defined belowof its intent not to fund Revolving Loans), to make Base Rate Advances Revolving Loans from time to time to the Borrowers on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, which the that Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1) to preserve preserve, protect, insure, marshal, market, sell or protect otherwise dispose of any of the Collateral, Collateral or any portion thereof, (2) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations, provided that Administrative Agent shall not be authorized to make an Agent Advance (as hereinafter defined) if the principal amount of such Agent Advance, when added to the aggregate principal amount of all Agent Advances then outstanding, would exceed $2,000,000, (2) to pay fees and expenses covered by the Carve-Out, or (3) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including costs, fees and expenses as provided under this Agreement described in Section 13.7 (any of such advances are herein referred to as “"Agent Advances”"); provided, provided that (i) such amount shall not be outstanding more than 30 days and (ii) all of the Majority Lenders may at any time revoke the Administrative Agent’s 's authorization to make Agent AdvancesAdvances by the written direction of all of such Lenders. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s 's receipt thereof. The Administrative Agent shall promptly provide to the Administrative Borrower written notice of any Agent Advance.

Agent Advances. (i) Subject to the limitations set forth below and notwithstanding anything else in this Agreement to the contrarybelow, the Administrative Agent is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s 's sole discretion, (Ai) at any time that after the occurrence of a Default existsor an Event of Default, or (Bii) at any time that any of the other conditions precedent set forth in Article 4 8 have not been satisfied, or (C) at any time an Overadvance exists or would result from any Agent Advance (as defined below), to make Base Rate Advances Revolving Loans to the Borrowers or any of them on behalf of the Lenders in an aggregate amount outstanding at any time not to exceed (together with all other Aggregate Revolving Credit Obligations) the lesser of (y) the Revolving Loan Commitment or (z) $5,000,000, 10,000,000 which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable (1A) to preserve or protect the Collateral, or any portion thereof, (2B) to enhance the likelihood of, or maximize the amount of, repayment of the Revolving Loans and other Obligations, or (3C) to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including costs, fees fees, and expenses as provided under this Agreement described in Section 13.7 (any of such advances are herein referred to as “"Agent Advances”"); provided, provided that (i) such amount shall not be outstanding more than 30 days and (ii) the Majority Required Lenders may at any time revoke the Administrative Agent’s 's authorization to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s 's receipt thereof. Absent such revocation, the Agent's determination that the making of an Agent Advance is required for any such purposes shall be conclusive. The Administrative Agent Advances shall promptly provide be secured by the Agent's Liens in and to the Administrative Borrower written notice of any Agent AdvanceCollateral and shall constitute Base Rate Revolving Loans and Obligations hereunder.