Common use of All Advances Clause in Contracts

All Advances. On each Advance Date: (a) Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b), duly executed by Xxxxxxxx’s Chief Executive Officer, Chief Financial Officer or Chief Accounting Officer, and (ii) any other documents Agent may reasonably request in its good faith business discretion. (b) The representations and warranties set forth in this Agreement shall be true and correct in all material respects on and as of the applicable Advance Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date. (c) Borrower shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at the time of and immediately after such Advance no Event of Default shall have occurred and be continuing. (d) With respect to any Advance pursuant to Tranche II, Borrower shall have paid the Tranche II Facility Charge. (e) With respect to any Advance pursuant to Tranche III, Borrower shall have paid the Tranche III Facility Charge. (f) With respect to any Advance pursuant to Tranche IV, Borrower shall have paid the Tranche IV Facility Charge. (g) With respect to any Advance pursuant to Tranche V, Borrower shall have paid the Tranche V Facility Charge. Each Advance Request shall be deemed to constitute a representation and warranty by Borrower on the relevant Advance Date as to the matters specified in subsections (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request.

All Advances. On each Advance Date: (a) Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b2.2(b), duly executed by XxxxxxxxBorrower’s Chief Executive Officer, Chief Financial Officer or Chief Accounting Financial Officer, and (ii) any other documents Agent may reasonably request request; provided that, if Agent and the Lenders make any Advance, then the requirement set forth in its good faith business discretionclause (ii) shall be deemed to have been satisfied to Agent’s knowledge with respect to such Advance. (b) The representations and warranties set forth in this Agreement shall be true and correct in all material respects on and as of the applicable Advance Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date. (c) Borrower shall be in material compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at the time of and immediately after such Advance Advance, no Default or Event of Default shall have occurred and be continuing. (d) With respect to any Advance pursuant to Tranche II, Borrower shall have paid the Tranche II Facility Charge[Reserved]. (e) With respect to the Tranche 1C Advance, the Tranche 2 Advance, the Tranche 3 Advance and any Advance pursuant to Tranche III4 Advance, the Borrower shall have paid the Tranche III 1C Facility Charge, the Tranche 2 Facility Charge, the Tranche 3 Facility Charge or the Tranche 4 Facility Charge, as applicable. (f) With respect to any Advance pursuant to Tranche IV, Borrower shall have paid the Tranche IV Facility Charge. (g) With respect to any Advance pursuant to Tranche V, Borrower shall have paid the Tranche V Facility Charge. Each Advance Request shall be deemed to constitute a representation and warranty by Borrower on the relevant Advance Date as to the matters specified in subsections paragraphs (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request.

All Advances. On each Advance Date: (a) Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b), duly executed by Xxxxxxxx’s Chief Executive Officer, Chief Financial Officer or Chief Accounting Officer, and (ii) any other documents Agent may reasonably request in its good faith business discretion. (b) The representations and warranties set forth in this Agreement shall be true and correct in all material respects on and as of the applicable Advance Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date. (c) Borrower shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at the time of and immediately after such Advance no Event of Default shall have occurred and be continuing. (d) With respect to any Advance pursuant to Tranche II, Borrower shall have paid the Tranche II Facility Charge. (e) With respect to any Advance pursuant to Tranche III, Borrower shall have paid the Tranche III Facility Charge. (f) With respect to any Advance pursuant to Tranche IV, Borrower shall have paid the Tranche IV Facility Charge. (g) With respect to any Advance pursuant to Tranche V, Borrower shall have paid the Tranche V Facility Charge. (h) With respect to any Advance pursuant to Tranche VI, Borrower shall have paid the Tranche VI Facility Charge. Each Advance Request shall be deemed to constitute a representation and warranty by Borrower on the relevant Advance Date as to the matters specified in subsections (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request.”

All Advances. On each Advance Date: (a) Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b2.2(b), each duly executed by XxxxxxxxBorrower’s Chief Executive Officer, Chief Financial Officer or Chief Accounting Financial Officer, and (ii) any other documents Agent may reasonably request in its good faith business discretionrequest. (b) The representations and warranties set forth in this Agreement shall be true and correct in all material respects on and as of the applicable Advance Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date. (c) Borrower shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at ​ ​ the time of and immediately after such Advance no Event of Default shall have occurred and be continuing. (d) With with respect to any Advance pursuant to Tranche II2 Advance, the Borrower shall have paid the Tranche II 2 Facility Charge. (e) With with respect to any Advance pursuant to Tranche III3 Advance, the Borrower shall have paid the Tranche III 3 Facility Charge. (f) With with respect to any Advance pursuant to Tranche IV4 Advance, the Borrower shall have paid the Tranche IV 4 Facility Charge. (g) With with respect to any Advance pursuant to Tranche V5 Advance, the Borrower shall have paid the Tranche V 5 Facility Charge. . (h) Prior to the funding of any Tranche 4 Advance, Borrower shall deliver to Agent a calculation detailing the Net Product Revenue Ratio and demonstrating compliance with the Tranche 4 Draw Conditions in form and substance reasonably acceptable to Agent. (i) Each Advance Request shall be deemed to constitute a representation and warranty by Borrower on the relevant Advance Date as to the matters specified in subsections paragraphs (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request.

All Advances. On each Advance Date: (a) Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b2.2(c), each duly executed by Xxxxxxxx’s Chief Executive Officer, Chief Financial Officer or Chief Accounting Technology Officer, and (ii) any other documents Agent may reasonably request in its good faith business discretionrequest. (b) [reserved]. (c) The representations and warranties set forth in this Agreement shall be true and correct in all material respects on and as of the applicable Advance Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date. (cd) Borrower shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at the time of and immediately after such Advance no Event of Default shall have occurred and be continuing. (d) With respect to any Advance pursuant to Tranche II, Borrower shall have paid the Tranche II Facility Charge. (e) With respect to any Advance pursuant to Tranche III, Borrower shall have paid the Tranche III Facility Charge. (f) With respect to any Advance pursuant to Tranche IV, Borrower shall have paid the Tranche IV Facility Charge. (g) With respect to any Advance pursuant to Tranche V, Borrower shall have paid the Tranche V Facility Charge. Each Advance Request shall be deemed to constitute a representation and warranty by Borrower on the relevant Advance Date as to the matters specified in subsections paragraphs (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request. (f) With respect to any Tranche 3 Advance made available on such Advance Date, the Borrower shall have paid the Tranche 3 Facility Charge calculated based on the principal amount then being advanced. (g) As further conditions to each Advance, on the applicable Advance Date, (i) the Borrower shall have delivered to Agent a copy of the Warrant required to be issued to each Lender, or it’s designee, that is making a Term Loan Advance, in each case substantially in the form of the Warrant in respect of the Tranche 1 Advances that is to be delivered on or after the Closing Date in accordance with Section 4.1 hereof (the “Closing Date Warrant”), each Warrant representing the right to purchase a number of Holdings common Equity Interests equal to (A) 2.0% of the aggregate principal amount of the applicable Advance, divided by (B) the Exercise Price, and exercisable for seven (7) years from the date of issuance; provided that any changes or other deviations from the terms of such Closing Date Warrant shall be in form and substance reasonably acceptable to Agent, (ii) the Borrower shall have delivered to Agent a certified copy of resolutions of Holdings’ Board of Directors evidencing approval of such additional Warrant and underlying Holdings common Equity Interests, and (iii) the Agent shall have received a legal opinion of Xxxxxxxx’s Canadian counsel in respect of such additional Warrant and underlying Holdings common Equity Interests in form and substance reasonably acceptable to Agent. For purposes of this Section 4.2(g) “Exercise Price” shall mean $7.21, as such number may be adjusted from time to time in accordance with the terms of the Closing Date Warrant.

All Advances. On each Advance Date: (a) Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b2.2(c), each duly executed by XxxxxxxxBorrower’s Chief Executive Officer, Chief Financial Officer or Chief Accounting Financial Officer, and (ii) any other documents Agent may reasonably request in its good faith business discretionrequest. (b) The representations and warranties set forth in this Agreement shall be true and correct in all material respects on and as of the applicable Advance Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date. (c) Borrower shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at the time of and immediately after such Advance no Event of Default shall have occurred and be continuing. (d) With with respect to any Advance pursuant Tranche 3 Advance, or Tranche 4 Advance, the Borrower shall have paid each Tranche 3 Facility Charge, or each Tranche 4 Facility Charge, as applicable; (e) with respect to any Tranche II2 Advance, Borrower shall have paid satisfied the Tranche II Facility Charge.2 Draw Test before such Tranche 2 Advance; and (ef) With with respect to any Advance pursuant to Tranche III3 Advance, Borrower shall have paid satisfied the Tranche III Facility Charge. (f) With respect to any Advance pursuant to 3 Draw Test before such Tranche IV, Borrower shall have paid the Tranche IV Facility Charge. (g) With respect to any Advance pursuant to Tranche V, Borrower shall have paid the Tranche V Facility Charge3 Advance. Each Advance Request shall be deemed to constitute a representation and warranty by Borrower on the relevant Advance Date as to the matters specified in subsections paragraphs (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request.

All Advances. On each Advance Date: (a) Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b2.2(b), each duly executed by Xxxxxxxx’s Chief Executive Officer, Chief Financial Officer or Chief Accounting Officerprincipal accounting officer, and (ii) any other documents Agent may reasonably request in its good faith business discretionrequest. (b) The representations and warranties set forth in this Agreement shall be true and correct in all material respects on and as of the applicable Advance Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date. (c) Borrower shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at the time of and immediately after such Advance no Event of Default shall have occurred and be continuing. (d) With respect to any Advance pursuant to Tranche II, Borrower shall have paid the Tranche II Facility Charge. (e) With respect to any Advance pursuant to Tranche III, Borrower shall have paid the Tranche III Facility Charge. (f) With respect to any Advance pursuant to Tranche IV, Borrower shall have paid the Tranche IV Facility Charge. (g) With respect to any Advance pursuant to Tranche V, Borrower shall have paid the Tranche V Facility Charge. Each Advance Request shall be deemed to constitute a representation and warranty by Borrower on the relevant Advance Date as to the matters specified in subsections paragraphs (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request. (e) With respect to any Tranche 2 Advance, Borrower shall have (x) achieved the Tranche 2 Milestone and (y) paid the Tranche 2 Facility Charge (which may, at the election of Borrower, be netted from proceeds of the Tranche 2 Advance). (f) With respect to any Tranche 3 Advance, Borrower shall have (x) achieved the Tranche 3 Milestone and (y) paid the Tranche 3 Facility Charge (which may, at the election of Borrower, be netted from proceeds of the Tranche 3 Advance). (g) With respect to any Tranche 4 Advance, Borrower shall have (x) received approval to draw such Tranche 4 Advance from the Lenders’ investment committee in its sole and unfettered discretion and (y) paid the Tranche 4 Facility Charge (which may, at the election of Borrower, be netted from proceeds of the Tranche 4 Advance).

All Advances. On each Advance Date: (a) Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b2.2(b), each duly executed by XxxxxxxxBorrower’s Chief Executive Officer, Chief Financial Officer or Chief Accounting Financial Officer, and (ii) any other documents Agent may reasonably request in its good faith business discretionrequest. (b) The representations and warranties set forth in this Agreement shall be true and correct in all material respects on and as of the applicable Advance Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date. (c) Borrower shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at the time of and immediately after such Advance no Event of Default shall have occurred and be continuing. (d) With respect to any Advance pursuant to Tranche II2, Borrower shall have paid the applicable Tranche II 2 Facility Charge. (e) With respect to any Advance pursuant to Tranche III3, Borrower shall have paid the applicable Tranche III 3 Facility Charge. (f) With respect to any Advance pursuant to Tranche IV4, Borrower shall have paid the applicable Tranche IV 4 Facility Charge. (g) With respect to any Advance pursuant to Tranche V5, Borrower shall have paid the applicable Tranche V 5 Facility Charge. . (h) With respect to any Advance pursuant to Tranche 6, (x) each Lender’s investment committee shall, in its sole and absolute discretion, have approved the requested Advances, as contemplated by Section 2.2(a)(vii) and (y) Borrower shall have paid the Tranche 6 Facility Charge. (i) Each Advance Request shall be deemed to constitute a representation and warranty by Borrower on the relevant Advance Date as to the matters specified in subsections paragraphs (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request.

All Advances. On each Advance Date: (a) Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b2.2(b), each duly executed by Xxxxxxxx’s Chief Executive Officer, Chief Financial Officer or Chief Accounting Financial Officer, and (ii) any other documents Agent may reasonably request in its good faith business discretionrequest. (b) The representations and warranties set forth in this Agreement shall be true and correct in all material respects on and as of the applicable Advance Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date. (c) Borrower shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at the time of and immediately after such Advance no Event of Default shall have occurred and be continuing. (d) With respect to any Advance pursuant to Tranche II2, Borrower shall have paid the applicable Tranche II 2 Facility Charge.. US-DOCS\132047445.10 (e) With respect to any Advance pursuant to Tranche III3, Borrower shall have paid the applicable Tranche III 3 Facility Charge. (f) With respect to any Advance pursuant to Tranche IV4, Borrower shall have paid the applicable Tranche IV 4 Facility Charge. (g) With respect to any Advance pursuant to Tranche V5, Borrower shall have paid the applicable Tranche V 5 Facility Charge. . (h) With respect to any Advance pursuant to Tranche 6, (x) each Lender’s investment committee shall, in its sole and absolute discretion, have approved the requested Advances, as contemplated by Section and (y) Borrower shall have paid the Tranche 6 Facility Charge. (i) Each Advance Request shall be deemed to constitute a representation and warranty by Borrower on the relevant Advance Date as to the matters specified in subsections paragraphs (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request.

All Advances. On or prior to each Advance Date: (a) Agent shall have received (i) an Advance Request for the relevant Advance at least five (5) Business Days before the Advance Date as required by Section 2.1(b2.2(b), each duly executed by Xxxxxxxxa Borrower’s Chief Executive Officer, Chief Financial Officer or Chief Accounting Officer, and (ii) any other documents Agent may reasonably request in its good faith business discretion.duly authorized officer or director; (b) The the representations and warranties set forth in this Agreement shall be true and correct in all material respects on and as of the applicable Advance Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date.; (c) Borrower the Loan Parties shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at the time of and immediately after such Advance no Event of Default shall have occurred and be continuing.; (d) With respect the Agent shall have received a solvency certificate, substantially in the form of Exhibit C, duly executed and delivered by the chief financial officer of the Parent, dated as of the Advance Date, in form and substance reasonably satisfactory to the Agent; (e) the Agent shall have received written evidence, in form and substance satisfactory to Agent, that any milestone conditions to borrowing such Advance pursuant described in Section 2.2(a) have been satisfied to Tranche II, the extent applicable. 4810-9912-0636 v.15 (f) Borrower shall have paid all reasonable and documented out-of-pocket fees, costs and expenses due and payable to the Tranche II Facility Charge. (e) With respect to any Advance Agent and each Lender pursuant to Tranche III, Borrower shall have paid the Tranche III Facility Charge. (f) With respect to any Advance Fee Letter and Agent’s and each Lender’s current expenses reimbursable pursuant to Tranche IVSection 11.12 of this Agreement, Borrower shall have paid including all reasonable closing costs and fees and all unpaid reasonable expenses of the Tranche IV Facility Charge.Agent and the Lenders incurred in connection with this Agreement (including the Agent’s and the Lenders’ legal fees and expenses); and (g) With respect to any Advance pursuant to Tranche V, Borrower shall have paid the Tranche V Facility Charge. Each each Advance Request shall be deemed to constitute a representation and warranty by such Borrower on the relevant Advance Date as to the matters specified in subsections paragraphs (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request.

All Advances. On each Advance Date: (a) Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b2.2(b), each duly executed by Xxxxxxxx’s Chief Executive Officer, Chief Financial Officer or Chief Accounting Financial Officer, and (ii) any other documents Agent may reasonably request in its good faith business discretion.request. ​ ​ (b) The representations and warranties set forth in this Agreement shall be true and correct in all material respects (or, if such representations and warranties are already qualified by materiality, in all respects) on and as of the applicable Advance Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date, in which case such representations and warranties shall be true and correct in all material respects (or, if such representations and warranties are already qualified by materiality, in all respects) on and as of such earlier date. (c) Borrower With respect to any Tranche 2 Advance, Tranche 3 Advance and Tranche 4 Advance, a Warrant (provided that an original of the Warrant shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part delivered to be observed or performed, and at the time Agent within three (3) Business Days of and immediately after such Advance no Event Date) covering 2.95% of Default shall have occurred any such Advance in a manner consistent with the Warrant issued on the Closing Date, in form and be continuingsubstance reasonably acceptable to Agent. (d) With respect to any Advance pursuant to Tranche II2 Advance, the Borrower shall have paid the Tranche II 2 Facility Charge. (e) With respect to any Advance pursuant to Tranche III3 Advance, the Borrower shall have paid the applicable Tranche III 3 Facility Charge. (f) With respect to any Advance pursuant to Tranche IV4 Advance, the Borrower shall have paid the applicable Tranche IV 4 Facility Charge. (g) With respect to any Advance pursuant to Tranche V, Borrower shall have paid the Tranche V Facility Charge. Each Advance Request shall be deemed to constitute a representation and warranty by Borrower on the relevant Advance Date as to the matters specified in subsections paragraph (b) and (c) of this Section 4.2 and Section 4.3, and as to the matters set forth in the Advance Request.

All Advances. On each Advance Date: (a) Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b2.2(e), duly executed by XxxxxxxxBxxxxxxx’s Chief Executive Officer, Chief Financial Officer chief executive officer or Chief Accounting Officer, and (ii) any other documents Agent may reasonably request in its good faith business discretion.chief financial officer; (b) The representations and warranties set forth in this Agreement shall be true and correct in all material respects on and as of the applicable Advance Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date.; (c) Borrower shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at the time of and immediately after such Advance no Event of Default shall have occurred and be continuing.; (d) With with respect to any Advance pursuant to Tranche II2 Advance, Borrower the Loan Parties shall have paid the Tranche II 2 Facility Charge.Charge (which amount may be deducted from such Tranche 2 Advance); (e) With with respect to any Advance pursuant to the Tranche III3 Advance, Borrower the Loan Parties shall have paid the Tranche III 3 Facility Charge.Charge (which amount may be deducted from such Tranche 3 Advance); (f) With with respect to any Advance pursuant to Tranche IV4 Advance, Borrower the Loan Parties shall have paid the Tranche IV 4 Facility Charge.Charge (which amount may be deducted from such Tranche 4 Advance); (g) With with respect to any Advance pursuant to Tranche V5 Advance, Borrower the Loan Parties shall have paid the Tranche V 5 Facility Charge. Each Charge (which amount may be deducted from such Tranche 5 Advance); (h) with respect to any Tranche 3 Advance or Tranche 4 Advance, on the applicable Advance Date, the Borrower shall be in compliance with the Performance Covenant (to the extent such Performance Covenant is in effect pursuant to the terms of Section 7.20(b)(i) hereof); (i) with respect to any Tranche 2 Advance, Tranche 3 Advance, Tranche 4 Advance, or Tranche 5 Advance, on the applicable Advance Date, the Borrower shall deliver to Agent a copy of the Warrant (with original to follow promptly thereafter) with respect to such Term Loan Advance, in each case substantially in the form of the Warrant in respect of the Tranche 1 Advance that is to be delivered on or after the Closing Date in accordance with Section 4.4 hereof (the “Closing Date Warrant”); provided that any changes or other deviations from the terms of such Closing Date Warrant shall be in form and substance reasonably acceptable to Agent; and (j) each Advance Request shall be deemed to constitute a representation and warranty by Borrower on the relevant Advance Date as to the matters specified in subsections (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request.

All Advances. On each Advance Date: (a) i. Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b2.2(b), each duly executed by Xxxxxxxx41 US-DOCS\126945775.5 Borrower’s Chief Executive Officer, Chief Financial Officer or Chief Accounting Financial Officer, and (ii) any other documents Agent may reasonably request in its good faith business discretionrequest. (b) ii. The representations and warranties set forth in this Agreement shall be true and correct in all material respects on and as of the applicable Advance Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date. (c) iii. Borrower shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at the time of and immediately after such Advance no Event of Default shall have occurred and be continuing. (d) With iv. with respect to any Advance pursuant to Tranche II2 Advance, the Borrower shall have paid the Tranche II 2 Facility Charge. (e) With v. with respect to any Advance pursuant to Tranche III3 Advance, the Borrower shall have paid the Tranche III 3 Facility Charge. (f) With vi. with respect to any Advance pursuant to Tranche IV4 Advance, the Borrower shall have paid the Tranche IV 4 Facility Charge. (g) With vii. with respect to any Advance pursuant to Tranche V5 Advance, the Borrower shall have paid the Tranche V 5 Facility Charge. viii. Prior to the funding of any Tranche 4 Advance, Borrower shall deliver to Agent a calculation detailing the Net Product Revenue Ratio and demonstrating compliance with the Tranche 4 Draw Conditions in form and substance reasonably acceptable to Agent. ix. Each Advance Request shall be deemed to constitute a representation and warranty by Borrower on the relevant Advance Date as to the matters specified in subsections paragraphs (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request.

All Advances. On each Advance Date: (a) Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b), duly executed by XxxxxxxxBorrower’s Chief Executive Officer, Chief Financial Officer or Chief Accounting Financial Officer, and (ii) any other documents Agent may reasonably request in its good faith business discretionrequest. (b) The representations and warranties set forth in this Agreement shall be true and correct in all material respects on and as of the applicable Advance Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date. (c) Borrower shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at the time of and immediately after such Advance no Event of Default shall have occurred and be continuing. (d) With respect to any Advance pursuant to Tranche II, Borrower shall have paid the applicable Tranche II Facility Charge. (e) With respect to any Advance pursuant to Tranche III, Borrower shall have paid the applicable Tranche III Facility Charge. (f) With respect to any Advance pursuant to Tranche IV, (x) Lenders’ investment committee shall have approved the requested Advances, as contemplated by Section 2.1(a)(iv); and (y) Borrower shall have paid the Tranche IV Facility Charge. (g) With respect to any Advance pursuant to Tranche V, Borrower shall have paid the Tranche V Facility Charge. Each Advance Request shall be deemed to constitute a representation and warranty by Borrower on the relevant Advance Date as to the matters specified in subsections (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request.

All Advances. On each Advance Date: (a) Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b2.2(c), duly executed by XxxxxxxxBxxxxxxx’s Chief Executive Officer, Chief Financial Officer or Chief Accounting Financial Officer, and (ii) any other documents Agent may reasonably request in its good faith business discretion.request; (b) The representations and warranties set forth in this Agreement shall be true and correct in all material respects on and as of the applicable Advance Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date.; (c) Borrower shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at the time of and immediately after such Advance no Event of Default shall have occurred and be continuing.; (d) With respect to any Advance pursuant to Tranche II2 Advance, Borrower the Loan Parties shall have paid the Subsequent Tranche II 2 Facility Charge.Charge (which amount may be deducted from such Tranche 2 Advance); (e) With respect to any Advance pursuant to Tranche III3 Advance, Borrower the Loan Parties shall have paid the Subsequent Tranche III 3 Facility Charge.Charge (which amount may be deducted from such Tranche 3 Advance); (f) With respect to any Tranche 2 or Tranche 3 Advances, on the applicable Advance pursuant to Tranche IVDate, the Borrower shall have paid deliver to Agent a copy of the Warrant issued to each Lender that is making a Term Loan Advance, in each case substantially in the form of the Warrant in respect of the Tranche IV Facility Charge.1 Advances that is to be delivered on or after the Closing Date in accordance with Section 4.1 hereof (the “Closing Date Warrant”); provided that any changes or other deviations form the terms of such Closing Date Warrant shall be in form and substance reasonably acceptable to Agent; and (g) With respect to any Advance pursuant to Tranche V, Borrower shall have paid the Tranche V Facility Charge. Each Advance Request shall be deemed to constitute a representation and warranty by Borrower on the relevant Advance Date as to the matters specified in subsections (bSection 4.2(b), Section 4.2(c) and (c) of this Section 4.2 4.4 and as to the matters set forth in the Advance Request.

All Advances. On each Advance DateDate for the Additional Tranche I Term Loan Advance and, as applicable, the Tranche II Term Loan Advance: (a) Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b), duly executed by XxxxxxxxBorrower’s Chief Executive Officer, Chief Financial Officer or Chief Accounting Financial Officer, and (ii) any other documents Agent may reasonably request in its good faith business discretionrequest. (b) The representations and warranties set forth in this Agreement shall be true and correct in all material respects on and as of the applicable Advance Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date. (c) Borrower shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at the time of and immediately after such Advance no Event of Default shall have occurred and be continuing. (d) With respect to any Advance pursuant to Tranche II, Borrower shall have paid the Tranche II Facility Charge. (e) With respect to any Advance pursuant to Tranche III, Borrower shall have paid the Tranche III Facility Charge. (f) With respect to any Advance pursuant to Tranche IV, Borrower shall have paid the Tranche IV Facility Charge. (g) With respect to any Advance pursuant to Tranche V, Borrower shall have paid the Tranche V Facility Charge. Each Advance Request shall be deemed to constitute a representation and warranty by Borrower on the relevant Advance Date as to the matters specified in subsections paragraphs (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request. (e) With respect to the Tranche II Term Loan Advance, Lender’s obligation to make such Advance is subject to and conditioned on Borrower’s achievement of each element of the Milestone in accordance with the definition thereof. (f) With respect to, and as a condition to Lender making the Tranche II Term Loan Advance, Borrower shall pay the Second Facility Charge, which amount may be deducted from the Tranche II Term Loan Advance.

All Advances. On each Advance Date: (a) Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b), duly executed by Xxxxxxxx’s Chief Executive Officer, Chief Financial Officer or Chief Accounting Officer, and (ii) any other documents Agent may reasonably request in its good faith business discretion. (b) The representations and warranties set forth in this Agreement shall be true and correct in all material respects on and as of the applicable Advance Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date. (c) Borrower shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at the time of and immediately after such Advance no Event of Default shall have occurred and be continuing. (d) With respect to any Advance pursuant to Tranche II, Borrower shall have paid the Tranche II Facility Charge. (e) With respect to any Advance pursuant to Tranche III, Borrower shall have paid the Tranche III Facility Charge. (fe) With respect to any Advance pursuant to Tranche IV, Borrower shall have paid the Tranche IV Facility Charge. (gf) With respect to any Advance pursuant to Tranche V, Borrower Each Lender shall have paid received, in form and substance reasonably satisfactory to Agent, Xxxxxxxx’s duly executed original signatures to a Warrant substantially in the Tranche V Facility Charge. form set out in Exhibit I. Each Advance Request shall be deemed to constitute a representation and warranty by Borrower on the relevant Advance Date as to the matters specified in subsections (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request.”

All Advances. On each Advance Date: (a) Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b2.2(c), each duly executed by XxxxxxxxBorrower’s Chief Executive Officer, Chief Financial Officer or Chief Accounting Financial Officer, and (ii) any other documents Agent may reasonably request in its good faith business discretion. (b) The representations and warranties set forth in this Agreement shall be true and correct in all material respects on and as of the applicable Advance Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date. (c) Borrower shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at the time of and immediately after such Advance no Event of Default shall have occurred and be continuing. (d) With with respect to any of the Tranche 2 Advance, Tranche 3 Advance, Tranche 4 Advance pursuant or the Tranche 5 Advance, the Borrower shall have paid each Tranche 2 Facility Charge, each Tranche 3 Facility Charge, each Tranche 4 Facility Charge, or the Tranche 5 Facility Charge, as applicable; and (e) with respect to any Tranche II4 Advance, Borrower shall have paid satisfied the Tranche II Facility Charge. (e) With respect to any Advance pursuant to Tranche III, Borrower shall have paid the Tranche III Facility Charge. (f) With respect to any Advance pursuant to Tranche IV, Borrower shall have paid the Tranche IV Facility Charge. (g) With respect to any Advance pursuant to Tranche V, Borrower shall have paid the Tranche V Facility Charge4 Draw Test. Each Advance Request shall be deemed to constitute a representation and warranty by Borrower on the relevant Advance Date as to the matters specified in subsections (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request.

All Advances. On each Advance Date: (a) Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b2.2(g), each duly executed by XxxxxxxxBxxxxxxx’s Chief Executive Officer, Chief Financial Officer or Chief Accounting Financial Officer, and (ii) any other documents Agent related to Bxxxxxxx’s business or financial condition that Agent, in good faith, may reasonably request promptly upon or prior to its receipt of such Advance Request, so long as such request does not result in its good faith business discretionthe intentional delay or denial of the relevant Advance without cause. (b) The representations and warranties set forth in this Agreement shall be true and correct in all material respects on and as of the applicable Advance Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date. (c) Borrower shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at At the time of and immediately after such Advance no Default or Event of Default shall have occurred and be continuing. (d) With respect to any Advance pursuant to Tranche II2 Advance, Borrower shall have paid the Tranche II 2 Facility ChargeCharge (which amount may be deducted from such Tranche 2 Advance). (e) With respect to any Advance pursuant to Tranche III3 Advance, Borrower shall have paid the Tranche III 3 Facility ChargeCharge (which amount may be deducted from such Tranche 3 Advance). (f) With respect to any Advance pursuant to Tranche IV4 Advance, Borrower shall have paid the Tranche IV 4 Facility ChargeCharge (which amount may be deducted from such Tranche 4 Advance). (g) With respect to any Advance pursuant to Tranche V, Borrower shall have paid the Tranche V Facility Charge. Each Advance Request shall be deemed to constitute a representation and warranty by Borrower on the relevant Advance Date as to the matters specified in subsections paragraphs (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request. (h) As of the date of each Tranche 2 Advance, the Tranche 2 Milestone shall be satisfied. (i) As of the date of each Tranche 3 Advance, the Tranche 3 Milestone shall be satisfied.

All Advances. On each Advance Date: (a) Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b2.2(b), each duly executed by Xxxxxxxx’s Chief Executive Officer, Chief Financial Officer or Chief Accounting Financial Officer, and (ii) any other documents Agent may reasonably request in its good faith business discretionrequest. (b) The representations and warranties set forth in this Agreement shall be true and correct in all material respects on and as of the applicable Advance Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date. (c) Borrower shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at the time of and immediately after such Advance no Event of Default shall have occurred and be continuing. (d) With respect to any Advance pursuant to Tranche II2, Borrower shall have paid the applicable Tranche II 2 Facility Charge. (e) With respect to any Advance pursuant to Tranche III3, Borrower shall have paid the applicable Tranche III 3 Facility Charge. (f) With respect to any Advance pursuant to Tranche IV4, Borrower shall have paid the applicable Tranche IV 4 Facility Charge. (g) With respect to any Advance pursuant to Tranche V5, Borrower shall have paid the applicable Tranche V 5 Facility Charge. . (h) With respect to any Advance pursuant to Tranche 6, (x) each Lender’s investment committee shall, in its sole and absolute discretion, have approved the requested Advances, as contemplated by Section and (y) Borrower shall have paid the Tranche 6 Facility Charge. (i) Each Advance Request shall be deemed to constitute a representation and warranty by Borrower on the relevant Advance Date as to the matters specified in subsections paragraphs (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request.

All Advances. On each Advance Date: (a) Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b2.2(b), each duly executed by XxxxxxxxBorrower’s Chief Executive Officer, Chief Financial Officer or Chief Accounting Financial Officer, and (ii) any other documents Agent may reasonably request in its good faith business discretionrequest. (b) The representations and warranties set forth in this Agreement shall be true and correct in all material respects on and as of the applicable Advance Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date. (c) Borrower shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at the time of and immediately after such Advance no Event of Default shall have occurred and be continuing. (d) With respect to any Advance pursuant to Tranche II2, Borrower shall have paid the applicable Tranche II 2 Facility Charge. (e) With respect to any Advance pursuant to Tranche III3, Borrower shall have paid the applicable Tranche III 3 Facility Charge. (f) With respect to any Advance pursuant to Tranche IV4, Borrower shall have paid the applicable Tranche IV 4 Facility Charge. (g) With respect to any Advance pursuant to Tranche V5, Borrower shall have paid the applicable Tranche V 5 Facility Charge. Each Advance Request shall be deemed to constitute a representation and warranty by Borrower on the relevant Advance Date as to the matters specified in subsections (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request.

All Advances. On each Advance Date: (a) Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b), 2.2(c) each duly executed by XxxxxxxxBorrower’s Chief Executive Officer, Chief Financial Accounting Officer or Chief Accounting Financial Officer, and (ii) any other documents Agent may reasonably request in its good faith business discretion.request; (b) The the representations and warranties set forth in this Agreement shall be true and correct in all material respects on and as of the applicable Advance Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date.; (c) Borrower shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at the time of and immediately after such Advance no Event of Default shall have occurred and be continuing.; (d) With respect to any on the Advance pursuant to Date for Tranche II2, Borrower shall have paid the Tranche II 2 Facility Charge.; (e) With respect to any on the Advance pursuant to Date for Tranche III3, Borrower shall have paid the Tranche III 3 Facility Charge.; (f) With respect to any Advance pursuant to Tranche IV, Borrower shall have paid the Tranche IV Facility Charge. (g) With respect to any Advance pursuant to Tranche V, Borrower shall have paid the Tranche V Facility Charge. Each each Advance Request shall be deemed to constitute a representation and warranty by Borrower on the relevant Advance Date as to the matters specified in subsections paragraphs (b) and (c) of this Section 4.2 4.3 and as to the matters set forth in the Advance Request; (g) Borrower and the party identified on the signature pages to each form of Warrant, as set forth in Exhibit I or Exhibit J, shall have executed a Warrant (x) in connection with each applicable Term Loan Advance and (y) with respect to the effectiveness of the Third Amendment, on the Third Amendment Effective Date; provided that: the aggregate amount of Warrant Coverage (to be specified in the applicable Warrants) with respect to the effectiveness of the Third Amendment shall be Four Hundred Thousand Dollars ($400,000.00); with respect to Tranche 1-A and Tranche 1-B, the form of the Warrant and the aggregate amount of Warrant Coverage (as specified in the applicable Warrant) were in each case as specified in this Agreement as in effect prior to the Third Amendment Effective Date; the aggregate amount of Warrant Coverage (to be specified in the applicable Warrants) with respect to Term Loan Advance under Tranche 1-C shall be Two Hundred Thousand Dollars ($200,000.00); the aggregate amount of Warrant Coverage (to be specified in the applicable Warrants) with respect to Term Loan Advance under Tranche 1-D shall be One Hundred Fifty Thousand Dollars ($150,000.00); the aggregate amount of Warrant Coverage (to be specified in the applicable Warrants) with respect to Term Loan Advance under Tranche 2 shall be Seven Hundred Fifty Thousand Dollars ($750,000.00); and the aggregate amount of Warrant Coverage (to be specified in the applicable Warrants) with respect to Term Loan Advance under Tranche 3 shall be Five Hundred Thousand Dollars ($500,000.00); and (a) (i) no fact or condition exists that could (or could, with the passage of time, the giving of notice, or both) constitute an Event of Default and (ii) no event that has had or could reasonably be expected to have a Material Adverse Effect has occurred and is continuing.

All Advances. On each Advance Date: (a) Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b2.2(b), each duly executed by Xxxxxxxx’s Chief Executive Officer, Chief Financial Officer or Chief Accounting Financial Officer, and (ii) any other documents Agent may reasonably request in its good faith business discretionrequest. (b) The representations and warranties set forth in this Agreement shall be true and correct in all material respects on and as of the applicable Advance Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date. (c) Borrower shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at the time of and immediately after such Advance no Event of Default shall have occurred and be continuing. (d) With with respect to any Advance pursuant to Tranche II1B Advance, the Borrower shall have paid the Tranche II 1B Facility Charge. (e) With with respect to any Advance pursuant to Tranche III1C Advance, the Borrower shall have paid the Tranche III 1C Facility Charge. (f) With with respect to any Advance pursuant to Tranche IV1D Advance, the Borrower shall have paid the Tranche IV 1D Facility Charge. (g) With with respect to any Advance pursuant to Tranche V1E Advance, the Borrower shall have paid the Tranche V 1E Facility Charge. . (h) with respect to any Tranche 2 Advance, the Borrower shall have paid the Tranche 2 Facility Charge. (i) with respect to any Tranche 3 Advance, the Borrower shall have paid the Tranche 3 Facility Charge. (j) with respect to any Advance on and after the Second Amendment Closing Date, a Warrant substantially in the form of Exhibit K which shall be in form and substance satisfactory to Agent. (k) the Borrower shall have paid the Third Amendment Facility Charge on or prior to the Third Amendment Closing Date. (l) [Reserved]. (m) [Reserved]. (n) Each Advance Request shall be deemed to constitute a representation and warranty by Borrower on the relevant Advance Date as to the matters specified in subsections paragraphs (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request.

All Advances. On each Advance Date: (a) Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b2.2(g), each duly executed by Xxxxxxxx’s Chief Executive Officer, Chief Financial Officer or Chief Accounting Financial Officer, and (ii) any other documents Agent related to Borrower’s business or financial condition that Agent, in good faith, may reasonably request promptly upon or prior to its receipt of such Advance Request, so long as such request does not result in its good faith business discretionthe intentional delay or denial of the relevant Advance without cause. (b) The representations and warranties set forth in this Agreement shall be true and correct in all material respects on and as of the applicable Advance Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date. (c) Borrower shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at At the time of and immediately after such Advance no Default or Event of Default shall have occurred and be continuing. (d) With respect to any Advance pursuant to the Tranche II3 Advance, Borrower shall have paid the Tranche II 3 Facility ChargeCharge (which amount may be deducted from such Tranche 3 Advance). (e) With respect to any Advance pursuant to Tranche III4 Advance, Borrower shall have paid the Tranche III 4 Facility ChargeCharge (which amount may be deducted from such Tranche 4 Advance). (f) With respect to any Advance pursuant to Tranche IV5 Advance, Borrower shall have paid the Tranche IV 5 Facility ChargeCharge (which amount may be deducted from such Tranche 5 Advance). (g) With respect to any Advance pursuant to Tranche V6 Advance, Borrower shall have paid the Tranche V 6 Facility Charge. Charge (which amount may be deducted from such Tranche 6 Advance). (h) Each Advance Request shall be deemed to constitute a representation and warranty by Borrower on the relevant Advance Date as to the matters specified in subsections paragraphs (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request.

All Advances. On each Advance Date: (a) Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b), 2.2(c) each duly executed by XxxxxxxxBorrower’s Chief Executive Officer, Chief Financial Accounting Officer or Chief Accounting Financial Officer, and (ii) any other documents Agent may reasonably request in its good faith business discretion.request; (b) The the representations and warranties set forth in this Agreement shall be true and correct in all material respects on and as of the applicable Advance Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date.; (c) Borrower shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at the time of and immediately after such Advance no Event of Default shall have occurred and be continuing.; (d) With respect to any on the Advance pursuant to Date for Tranche II2-A, Borrower shall have paid the Tranche II 2-A Facility Charge.; (e) With respect to any on the Advance pursuant to Date for Tranche III2-B, Borrower shall have paid the Tranche III 2-B Facility Charge.; (f) With respect to any on the Advance pursuant to Date for Tranche IV3, Borrower shall have paid the Tranche IV 3 Facility Charge.; (g) With respect to any Advance pursuant to Tranche V, Borrower shall have paid the Tranche V Facility Charge. Each each Advance Request shall be deemed to constitute a representation and warranty by Borrower on the relevant Advance Date as to the matters specified in subsections paragraphs (b) and (c) of this Section 4.2 4.3 and as to the matters set forth in the Advance Request; (h) Borrower and the party identified on the signature pages to each form of Warrant, as set forth in Exhibit I or Exhibit J, shall have executed a Warrant (x) in connection with each applicable Term Loan Advance and (y) with respect to the effectiveness of the Third Amendment, on the Third Amendment Effective Date; provided that: the aggregate amount of Warrant Coverage (to be specified in the applicable Warrants) with respect to the effectiveness of the Third Amendment shall be Four Hundred Thousand Dollars ($400,000.00); with respect to Tranche 1-A and Tranche 1-B, the form of the Warrant and the aggregate amount of Warrant Coverage (as specified in the applicable Warrant) were in each case as specified in this Agreement as in effect prior to the Third Amendment Effective Date; the aggregate amount of Warrant Coverage (to be specified in the applicable Warrants) with respect to Term Loan Advance under Tranche 1-C shall be Two Hundred Thousand Dollars ($200,000.00); the aggregate amount of Warrant Coverage (to be specified in the applicable Warrants) with respect to Term Loan Advance under Tranche 1-D shall be One Hundred Fifty Thousand Dollars ($150,000.00); the aggregate amount of Warrant Coverage (to be specified in the applicable Warrants) with respect to Term Loan Advance under Tranche 2-A shall be Two Hundred Fifty Thousand Dollars ($250,000.00); the aggregate amount of Warrant Coverage (to be specified in the applicable Warrants) with respect to Term Loan Advance under Tranche 2-B shall be Five Hundred Thousand Dollars ($500,000.00); and the aggregate amount of Warrant Coverage (to be specified in the applicable Warrants) with respect to Term Loan Advance under Tranche 3 shall be Five Hundred Thousand Dollars ($500,000.00); and (i) (i) no fact or condition exists that could (or could, with the passage of time, the giving of notice, or both) constitute an Event of Default and (ii) no event that has had or could reasonably be expected to have a Material Adverse Effect has occurred and is continuing.

All Advances. On each Advance Date: (a) i. Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b2.2(b), each duly executed by Xxxxxxxx’s Chief Executive Officer, Chief Financial Officer or Chief Accounting Financial Officer, and (ii) any other documents Agent may reasonably request in its good faith business discretionrequest. (b) ii. The representations and warranties set forth in this Agreement shall be true and correct in all material respects on and as of the applicable Advance Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date. (c) iii. Borrower shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at the time of and immediately after such Advance no Event of Default shall have occurred and be continuing. (d) With iv. with respect to any Advance pursuant to Tranche II1B Advance, the Borrower shall have paid the Tranche II 1B Facility Charge. (e) With v. with respect to any Advance pursuant to Tranche III2 Advance, the Borrower shall have paid the Tranche III 2 Facility Charge. (f) With vi. with respect to any Advance pursuant to Tranche IV3 Advance, the Borrower shall have paid the Tranche IV 3 Facility Charge. (g) With vii. with respect to any Advance pursuant to Tranche V4 Advance, the Borrower shall have paid the Tranche V 4 Facility Charge. viii. with respect to any Tranche 5 Advance, the Borrower shall have paid the Tranche 5 Facility Charge. ix. with respect to any Advance on and after the Second Amendment Effective Date, a Warrant substantially in the form of Exhibit K which shall be in form and substance satisfactory to Agent. x. upon adding any Tranche 2C Advance Aggregate Amounts to the Tranche 4 Advances in accordance with Section 2(a)(vii), the Borrower shall have paid the Tranche 2C Advance Aggregate Amounts Facility Charge on or prior to December 31, 2023. xi. upon adding the Tranche 3B Advance to the Tranche 4 Advances in accordance with Section 2(a)(viii), the Borrower shall have paid the Tranche 3B Advance Facility Charge on or prior to December 31, 2023. xii. Prior to the funding of any Tranche 4 Advance, Borrower shall deliver to Agent a calculation detailing the Net Product Revenue Ratio and demonstrating compliance with the Tranche 4 Draw Conditions in form and substance reasonably acceptable to Agent. xiii. Each Advance Request shall be deemed to constitute a representation and warranty by Borrower on the relevant Advance Date as to the matters specified in subsections paragraphs (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request.