Common use of All Advances Clause in Contracts

All Advances. On each Advance Date: (a) Lender shall have received an Advance Request for the relevant Advance as required by Section 2.1(b) or Section 2.2(d), as applicable, duly executed by each Borrower’s Chief Executive Officer, Chief Financial Officer or equivalent position. (b) The representations and warranties set forth in this Agreement and each other Loan Document shall be true and correct in all material respects on and as of the Advance Date (other than to the extent that any representation and warranty is already qualified by materiality, in which case, such representation and warranty shall be true and correct as of such 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) Each Borrower and the Borrowers, collectively shall be in compliance in all material respects 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) Each Advance Request shall be deemed to constitute a representation and warranty by each Borrower on the relevant Advance Date as to the matters specified in paragraphs (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request. (e) In connection with any Advance Request for a Revolving Loan Advance, Lender shall have received the documents required pursuant to Section 2.1(b) hereof. (f) In connection with any Advance Request for am Equipment Term Loan Advance, Lender shall have received the documents required pursuant to Section 2.2(d) hereof.

All Advances. On or prior to each Advance Date: (a) Lender Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b) or Section 2.2(d2.2(b), as applicable, each duly executed by each a Borrower’s Chief Executive Officer, Chief Financial Officer or equivalent position.any other duly authorized officer or director and (ii) any other documents Agent may reasonably request in its good faith business judgment; (b) The with respect to the Initial Advance Date, a legal opinion of each of Loan Party’s Bermudian, English, Swiss and United States counsel; (c) executed copies of all Loan Documents not required to be delivered on the Closing Date (other than the Warrant which shall be an original) in form and substance satisfactory to Agent; (d) the representations and warranties set forth in this Agreement and each other Loan Document shall be true and correct in all material respects on and as of the Advance Date (other than to the extent that any representation and warranty is already qualified by materiality, in which case, such representation and warranty shall be true and correct as of such 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.; (ce) Each Borrower and the Borrowers, collectively Loan Parties shall be in compliance in all material respects 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.; (df) the Agent shall have received executed copies of the Account Control Agreements (other than as permitted pursuant to Schedule 4.4 of the Disclosure Letter); (g) reimbursement of Agent’s and Lender’s current expenses reimbursable pursuant to Section 11.12 of this Agreement; (h) all certificates of insurance and copies of each insurance policy required hereunder; and (i) Each Advance Request shall be deemed to constitute a representation and warranty by each such Borrower on the relevant Advance Date as to the matters specified in paragraphs (bd) and (ce) of this Section 4.2 and as to the matters set forth in the Advance Request. (e) In connection with any Advance Request for a Revolving Loan Advance, Lender shall have received the documents required pursuant to Section 2.1(b) hereof. (f) In connection with any Advance Request for am Equipment Term Loan Advance, Lender shall have received the documents required pursuant to Section 2.2(d) hereof.

All Advances. On each Advance Date: (a) Lender Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b) or Section 2.2(d2.2(b), as applicable, duly executed by each Borrower’s Chief Executive Officer or Chief Financial Officer, Chief Financial Officer or equivalent positionand (ii) any other documents Agent may reasonably request; provided that, if Agent and the Lenders make any Advance, then the requirement set forth in clause (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 and each other Loan Document shall be true and correct in all material respects on and as of the Advance Date (other than to the extent that any representation and warranty is already qualified by materiality, in which case, such representation and warranty shall be true and correct as of such 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) Each Borrower and the Borrowers, collectively shall be in material compliance in all material respects 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 Tranche 3 Advance, Borrower shall deliver a calculation detailing the Net Product Revenue Ratio and demonstrating compliance with the Tranche 3 Draw Conditions in form and substance reasonably acceptable to Agent. (e) With respect to the initial Tranche 3 Advance and any Tranche 4 Advance, the Borrower shall have paid the Tranche 3 Facility Charge or the Tranche 4 Facility Charge, as applicable. (f) Each Advance Request shall be deemed to constitute a representation and warranty by each Borrower on the relevant Advance Date as to the matters specified in paragraphs (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request. (e) In connection with any Advance Request for a Revolving Loan Advance, Lender shall have received the documents required pursuant to Section 2.1(b) hereof. (f) In connection with any Advance Request for am Equipment Term Loan Advance, Lender shall have received the documents required pursuant to Section 2.2(d) hereof.

All Advances. On the date of each Advance Date: (a) Lender shall have received an Advance Request for Advance, the relevant Advance as required by Section 2.1(b) or Section 2.2(d), as applicable, duly executed by each Borrower’s Chief Executive Officer, Chief Financial Officer or equivalent position. (b) The representations and warranties set forth in this Agreement Company and each other Loan Document shall be true and correct in all material respects on and as of the Advance Date (other than to the extent that any representation and warranty is already qualified by materiality, in which case, such representation and warranty shall be true and correct as of such 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) Each Borrower and the Borrowers, collectively Borrowing Subsidiary shall be in compliance in all material respects with all the terms and provisions set forth herein and in each other Loan Document the Security Agreement on its their part to be observed or performed; the representations and warranties of the Company and the Borrowing Subsidiaries set forth in Articles IV and VI shall be true and correct in all material respects on such date as if made on and as of such date (provided, however that the representation and at warranty contained in Section 6.6(c) shall not apply to (i) conversions or continuations of Advances pursuant to Section 2.12, or (ii) Advances requested by the time Company solely for the purpose of repaying maturing commercial paper); and immediately after such Advance no Event of Default shall have occurred and be continuing. (d) Each continuing on such date. On each Advance Request Date the Company and each Borrowing Subsidiary shall be deemed to constitute a representation have represented and warranty by each Borrower on the relevant Advance Date as warranted to the matters specified in paragraphs (b) and (c) Lenders that no violation of this Section 4.2 and as to the matters requirements set forth in the preceding sentence exists on such date after giving effect to the requested Advance. Prior to making an Advance Request. (eincluding any Bid Loan) In connection with available to the Company or any Advance Request for a Revolving Loan AdvanceBorrowing Subsidiary under Section 2.11 on any day, Lender the Agent shall have (i) received notice from the documents required pursuant Collateral Agent of the amount of the Borrowing Base for such day, (ii) received notice from the issuing and paying agent for the Outstanding CPNs as described in Section 7.7(o) confirming the aggregate face amount of Outstanding CPNs for such day, and (iii) confirmed, based solely upon the information contained in such notices, the amount of Advances then-outstanding, and the Company's and the Borrowing Subsidiaries' certifications contained in the preceding sentence as to Section 2.1(b) hereof. (f) In connection with any Advance Request for am Equipment Term Loan all other facts, that the Borrowing Base will be greater than or equal to the Credit Requirement on such date after giving effect to such Advance, Lender shall have received the documents required pursuant to Section 2.2(d) hereof.. -77- 84

All Advances. On Without duplicating any delivery under Section 4.1, above, on each Advance Date: (a) Except with respect to the Secondary Closing Date, the Lender shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b) or Section 2.2(d), as applicable, duly executed by each Lead Borrower’s Chief Executive Officer or Chief Financial Officer, Chief Financial Officer or equivalent position.and (ii) any other documents Lender may reasonably request; (b) The Except with respect to the Secondary Closing Date, the representations and warranties set forth in this Agreement and each other Loan Document shall be true and correct in all material respects on and as of the Advance Date (other than to the extent that any representation and warranty is already qualified by materiality, in which case, such representation and warranty shall be true and correct as of such 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) Each Borrower and the Borrowers, collectively shall be in compliance in all material respects 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 the Advance no Default or Event of Default shall have occurred and be continuing.; (d) Each Except with respect to the Secondary Closing Date, each Advance Request shall be deemed to constitute a representation and warranty by each Borrower on the relevant Advance Date as to the matters specified in paragraphs (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request.; (e) In connection Except with any Advance Request for a Revolving Loan Advancerespect to the Secondary Closing Date, Lender Borrower shall have received the documents required pursuant to delivered all Financial Statements due under Section 2.1(b) hereof.7.1 as of such Advance Date; and (f) In connection with any Advance Request for am Equipment With respect to each Incremental Term Loan AdvanceLoan, Borrower has paid Lender shall have received the documents required pursuant Incremental Closing Fee applicable to Section 2.2(d) hereofsuch Incremental Term Loan.

All Advances. On each Advance Date: (a) Lender Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b) or Section 2.2(d2.2(b), as applicable, each duly executed by each Borrower’s Chief Executive Officer or Chief Financial Officer, Chief Financial Officer or equivalent positionand (ii) any other documents Agent may reasonably request. (b) The representations and warranties set forth in this Agreement and each other Loan Document 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 Advance Date (other than to the extent that any representation and warranty is already qualified by materiality, in which case, such representation and warranty shall be true and correct as of such 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) Each Borrower with respect to any Tranche 2 Advance and Tranche 3 Advance, a Warrant (provided that an original of the Borrowers, collectively Warrant shall be in compliance in all material respects 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% 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 Tranche 4 Advance, the Loan Parties shall have paid the Tranche 4 Facility Charge. (e) Each Advance Request shall be deemed to constitute a representation and warranty by each Borrower on the relevant Advance Date as to the matters specified in paragraphs (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request. (e) In connection with any Advance Request for a Revolving Loan Advance, Lender shall have received the documents required pursuant to Section 2.1(b) hereof. (f) In connection with any Advance Request for am Equipment Term Loan Advance, Lender shall have received the documents required pursuant to Section 2.2(d) hereof.

All Advances. On each Advance Date: (a) Lender Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b) or Section 2.2(d2.2(b), as applicable, duly executed by each BorrowerXxxxxxxx’s Chief Executive Officer or Chief Financial Officer, Chief Financial Officer or equivalent positionand (ii) any other documents Agent may reasonably request; provided that, if Agent and the Lenders make any Advance, then the requirement set forth in clause (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 and each other Loan Document shall be true and correct in all material respects on and as of the Advance Date (other than to the extent that any representation and warranty is already qualified by materiality, in which case, such representation and warranty shall be true and correct as of such 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) Each Borrower and the Borrowers, collectively shall be in material compliance in all material respects 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) [Reserved]. (e) With respect to the Tranche 1C Advance, the Tranche 2 Advance, the Tranche 3 Advance and any Tranche 4 Advance, the Borrower shall have paid the Tranche 1C Facility Charge, the Tranche 2 Facility Charge, the Tranche 3 Facility Charge or the Tranche 4 Facility Charge, as applicable. (f) Each Advance Request shall be deemed to constitute a representation and warranty by each Borrower on the relevant Advance Date as to the matters specified in paragraphs (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request. (e) In connection with any Advance Request for a Revolving Loan Advance, Lender shall have received the documents required pursuant to Section 2.1(b) hereof. (f) In connection with any Advance Request for am Equipment Term Loan Advance, Lender shall have received the documents required pursuant to Section 2.2(d) hereof.

All Advances. On each Advance Date: (a) Lender Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b) or Section 2.2(d), as applicable, each duly executed by each Borrower’s Chief Executive Officer, Chief Financial Officer or equivalent positionGeneral Counsel, and (ii) any other documents Agent may reasonably request. (b) The representations and warranties set forth in this Agreement and each other Loan Document shall be true and correct in all material respects on and as of the Advance Date (other than to the extent that any representation and warranty is already qualified by materiality, in which case, such representation and warranty shall be true and correct as of such 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) Each Borrower and the Borrowers, collectively shall be in compliance in all material respects 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) Each Advance Request shall be deemed to constitute a representation and warranty by each Borrower (i) that the representations and warranties set forth in this Agreement are be true and correct in all material respects on and as of the relevant 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, (ii) that Borrower is in compliance with all the terms and provisions set forth in this Agreement and in each other Loan Document on its part to be observed or performed, (iii) that at the time of and immediately after such Advance no Event of Default shall have occurred and be continuing, and (iv) as to the matters specified in paragraphs (b) and (c) of this Section 4.2 and as to the other matters set forth in the Advance Request. (e) In connection with any Advance Request for a Revolving Loan Advance, Lender shall have received the documents required pursuant to Section 2.1(b) hereof. (f) In connection with any Advance Request for am Equipment Term Loan Advance, Lender shall have received the documents required pursuant to Section 2.2(d) hereof.

All Advances. On each Advance Date: (a) Lender Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b) or Section 2.2(d2.2(b), as applicable, duly executed by each BorrowerParent’s Chief Executive Officer or Chief Financial Officer, Chief Financial Officer or equivalent position(ii) an original Warrant in form and substance reasonably acceptable to Agent, exercisable for a number of shares equal to 1% of the relevant Advance divided by the share price as reflected in the Warrant issued as of the Closing Date, and (iii) any other documents Agent may reasonably request; provided that, if Agent and the Lenders make any Advance, then the requirement set forth in clause (iii) 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 and each other Loan Document shall be true and correct in all material respects on and as of the Advance Date (other than to the extent that any representation and warranty is already qualified by materiality, in which case, such representation and warranty shall be true and correct as of such 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) Each Borrower and the Borrowers, collectively shall be in compliance in all material respects 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) Each Advance Request shall be deemed to constitute a representation and warranty by each Borrower on the relevant Advance Date as to the matters specified in paragraphs (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request. (e) In connection with any Advance Request for a Revolving Loan Advance, Lender shall have received the documents required pursuant to Section 2.1(b) hereof. (f) In connection with any Advance Request for am Equipment Term Loan Advance, Lender shall have received the documents required pursuant to Section 2.2(d) hereof.

All Advances. On each Advance Date: (a) Lender Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b) or Section 2.2(d2.2(c), as applicable, duly executed by each BorrowerBxxxxxxx’s Chief Executive Officer, Officer or Chief Financial Officer or equivalent position.and (ii) any other documents Agent may reasonably request; (b) The representations and warranties set forth in this Agreement and each other Loan Document shall be true and correct in all material respects on and as of the applicable Advance Date (other than to the extent that any representation and warranty is already qualified by materiality, in which case, such representation and warranty shall be true and correct as of such 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 as of such earlier date.); provided that any representation and warranty that is qualified by “materiality”, “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification therein) in all respects; (c) Each Borrower and the Borrowers, collectively shall be in compliance in all material respects 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) As of the Closing Date or any other Advance date, both before and after giving pro forma effect to such Advance, the 25% Revenue Limitation shall not be exceeded; and (e) Each Advance Request shall be deemed to constitute a representation and warranty by each Borrower on the relevant Advance Date as to the matters specified in paragraphs (bSection 4.2(b), 4.2(c), 4.2(d) and (c) of this Section 4.2 4.4 and as to the other matters set forth in the Advance Request. (ef) In connection with For any Advance Request for a Revolving Loan Advancemade after the Closing Date, Lender but subject to the last sentence of Section 2.2(b)(ii), Borrower shall have received paid the documents required pursuant to Section 2.1(b) hereofFacility Charge with respect thereto, the amount of which Facility Charge may be deducted from such Advance. (f) In connection with any Advance Request for am Equipment Term Loan Advance, Lender shall have received the documents required pursuant to Section 2.2(d) hereof.

All Advances. On each Advance Date: : (a) Lender Agent shall have received (i) an Advance Request for the relevant Advance as required by Section 2.1(b2.2(c) or Section 2.2(d), as applicable, each duly executed by each BorrowerXxxxxxxx’s Chief Executive Officer, Chief Accounting Officer or Chief Financial Officer or equivalent position. and (ii) any other documents Agent may reasonably request; (b) The the representations and warranties set forth in this Agreement and each other Loan Document shall be true and correct in all material respects on and as of the Advance Date (other than to the extent that any representation and warranty is already qualified by materiality, in which case, such representation and warranty shall be true and correct as of such 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) Each Borrower and the Borrowers, collectively shall be in compliance in all material respects 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) Each each Advance Request shall be deemed to constitute a representation and warranty by each Borrower on the relevant Advance Date as to the matters specified in paragraphs (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request.; (e) (ei) In connection no fact or condition exists that could (or could, with any Advance Request for 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 Revolving Loan Advance, Lender shall have received the documents required pursuant to Section 2.1(b) hereof. Material Adverse Effect has occurred and is continuing; (f) In connection with With respect to any Advance Request for am Equipment Term Loan Tranche 1 Advance, Lender Borrower shall have received (x) achieved the documents required pursuant to Section 2.2(dVALOR-CKD Milestone and (y) hereof.paid the Tranche 1 Facility Charge (which may, at the election of the Borrower, be netted from proceeds of the Tranche 1 Advance);

All Advances. On each Advance Date, as a condition to such Advance: (a) Lender shall have received an Advance Request for the relevant Advance as required by Section 2.1(b) or Section 2.2(d)2.2, as applicableand a Note, each duly executed by each Borrower’s Chief Executive Officer, Chief Financial Officer or equivalent positionVice President/Controller. (b) The representations and warranties set forth in this Section 5 of the Agreement and each other Loan Document shall be true and correct in all material respects on and as of the Advance Date (other than to the extent that any representation and warranty is already qualified by materiality, in which case, such representation and warranty shall be true and correct as of such 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) Each Borrower and the Borrowers, collectively shall be in compliance in all material respects 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) Each Advance Request shall be deemed to constitute a representation and warranty by each Borrower on the relevant date of the Advance Date Request as to the matters specified in paragraphs (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request. (e) In connection No fact or condition shall exist that constitutes or, with any Advance Request for a Revolving Loan Advancethe passage of time, Lender the giving of notice, or both, would constitute, an Event of Default, and no Material Adverse Effect shall have received the documents required pursuant to Section 2.1(b) hereofoccurred and be continuing. (f) In connection with any Advance Request for am Equipment Term Loan Advance, Lender shall have received the documents required pursuant to Section 2.2(d) hereof.

All Advances. On the date of each Advance Date: (a) Lender shall have received an Advance Request for Advance, the relevant Advance as required by Section 2.1(b) or Section 2.2(d), as applicable, duly executed by each Borrower’s Chief Executive Officer, Chief Financial Officer or equivalent position. (b) The representations and warranties set forth in this Agreement Company and each other Loan Document shall be true and correct in all material respects on and as of the Advance Date (other than to the extent that any representation and warranty is already qualified by materiality, in which case, such representation and warranty shall be true and correct as of such 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) Each Borrower and the Borrowers, collectively Borrowing Subsidiary shall be in compliance in all material respects with all the terms and provisions set forth herein and in each other Loan Document the Security Agreement on its their part to be observed or performed; the representations and warranties of the Company and the Borrowing Subsidiaries set forth in Articles IV and VI shall be true and correct in all material respects on such date as if made on and as of such date (provided, however that the representation and at warranty contained in Section 6.6(c) shall not apply to (i) conversions or continuations of Advances pursuant to Section 2.12, or (ii) Advances requested by the time Company solely for the purpose of repaying maturing commercial paper); and immediately after such Advance no Event of Default shall have occurred and be continuing. (d) Each continuing on such date. On each Advance Request Date the Company and each Borrowing Subsidiary shall be deemed to constitute a representation have represented and warranty by each Borrower on the relevant Advance Date as warranted to the matters specified in paragraphs (b) and (c) Lenders that no violation of this Section 4.2 and as to the matters requirements set forth in the preceding sentence exists on such date after giving effect to the requested Advance. Prior to making an Advance Request. (eincluding any Bid Loan) In connection with available to the Company or any Advance Request for a Revolving Loan AdvanceBorrowing Subsidiary under Section 2.11 on any day, Lender the Agent shall have (i) received notice from the documents required pursuant Collateral Agent of the amount of the Aggregate Borrowing Base for such day, (ii) received notice from the issuing and paying agent for the Outstanding CPNs as described in Section 7.7(p) confirming the aggregate face amount of Outstanding CPNs for such day, and (iii) confirmed, based solely upon the information contained in such notices, the amount of Advances then-outstanding, and the Company's and the Borrowing Subsidiaries' certifications contained in the preceding sentence as to Section 2.1(b) hereofall other facts, that the Aggregate Borrowing Base will be greater than or equal to the Credit Requirement on such date after giving effect to such Advance. (f) In connection with any Advance Request for am Equipment Term Loan Advance, Lender shall have received the documents required pursuant to Section 2.2(d) hereof.

All Advances. On or prior to each Advance Date: (a) Lender Agent shall have received an Advance Request for the relevant Advance as required by Section 2.1(b) or Section 2.2(d2.01(b), as applicable, each duly executed by each Borrower’s Chief Executive Officer, Chief Financial Officer or equivalent position.any other duly authorized officer or director; (b) The for each Advance after the Closing Date, Parent shall issue to Lender a Warrant in substantially the same form as the Warrant issued to Lender in connection with the first Advance, provided that (i) the Exercise Price (as defined in the Warrant) of such Warrant shall equal the lowest three-day volume-weighted average price in effect for the three consecutive trading days prior to such Advance Date, (ii) the number of shares issuable pursuant to such Warrant shall equal three percent (3%) of the dollar amount of such second Advance divided by the Exercise Price and (iii) the Expiration Time (as defined in the Warrant) of such Warrant shall be 5:00 p.m. Eastern Time on the seventh (7th) anniversary of such Advance Date; (c) the representations and warranties set forth in this Agreement and each other Loan Document shall be true and correct in all material respects on and as of the Advance Date (other than to the extent that any representation and warranty is already qualified by materiality, in which case, such representation and warranty shall be true and correct as of such 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) Each Borrower and the Borrowers, collectively Loan Parties shall be in compliance in all material respects 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.; and (de) Each Advance Request shall be deemed to constitute a representation and warranty by each Borrower on the relevant Advance Date as to the matters specified in paragraphs (b) and (c) of this Section 4.2 4.02 and as to the matters set forth in the Advance Request. (e) In connection with any Advance Request for a Revolving Loan Advance, Lender shall have received the documents required pursuant to Section 2.1(b) hereof. (f) In connection with any Advance Request for am Equipment Term Loan Advance, Lender shall have received the documents required pursuant to Section 2.2(d) hereof.

All Advances. On or prior to each Advance Date: : (a) Lender Agent shall have received an Advance Request for the relevant Advance as required by Section 2.1(b) or Section 2.2(d2.01(b), as applicable, each duly executed by each Borrower’s Chief Executive Officer, Chief Financial Officer or equivalent position. any other duly authorized officer or director; (b) The for each Advance after the Closing Date, Parent shall issue to Lender a Warrant in substantially the same form as the Warrant issued to Lender in connection with the first Advance, provided that (i) the Exercise Price (as defined in the Warrant) of such Warrant shall equal the lowest three-day volume-weighted average price in effect for the three consecutive trading days prior to such Advance Date, (ii) the number of shares issuable pursuant to such Warrant shall equal three percent (3%) of the dollar amount of such second Advance divided by the Exercise Price and (iii) the Expiration Time (as defined in the Warrant) of such Warrant shall be 5:00 p.m. Eastern Time on the seventh (7th) anniversary of such Advance Date; (c) the representations and warranties set forth in this Agreement and each other Loan Document shall be true and correct in all material respects on and as of the Advance Date (other than to the extent that any representation and warranty is already qualified by materiality, in which case, such representation and warranty shall be true and correct as of such 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) Each Borrower and the Borrowers, collectively Loan Parties shall be in compliance in all material respects 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. ; and (de) Each Advance Request shall be deemed to constitute a representation and warranty by each Borrower on the relevant Advance Date as to the matters specified in paragraphs (b) and (c) of this Section 4.2 4.02 and as to the matters set forth in the Advance Request. (e) In connection with any Advance Request for a Revolving Loan Advance, Lender shall have received the documents required pursuant to Section 2.1(b) hereof. (f) In connection with any Advance Request for am Equipment Term Loan Advance, Lender shall have received the documents required pursuant to Section 2.2(d) hereof.

All Advances. On each Advance Date: (a) Lender shall have received an Advance Request for the relevant Advance as required by Section 2.1(b) or Section 2.2(d), as applicable, duly executed by each Borrower’s Chief Executive Officer, Officer or Chief Financial Officer or equivalent positionOfficer. (b) The representations and warranties set forth in this Agreement and each other Loan Document in Section 5 and in the Warrant shall be true and correct in all material respects on and as of the Advance Date (other than to the extent that any representation and warranty is already qualified by materiality, in which case, such representation and warranty shall be true and correct as of such 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) Each Borrower and the Borrowers, collectively shall be in compliance in all material respects 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) Each Advance Request shall be deemed to constitute a representation and warranty by each Borrower on the relevant Advance Date as to the matters specified in paragraphs (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request. (e) In connection No fact or condition exists that would (or would, with any Advance Request for the passage of time, the giving of notice, or both) constitute an Event of Default and no event that has had or could reasonably be expected to have a Revolving Loan Advance, Lender shall have received the documents required pursuant to Section 2.1(b) hereofMaterial Adverse Effect has occurred and is continuing. (f) In connection with any Advance Request for am Equipment Term Loan Advance, Lender shall have received the documents required pursuant to Section 2.2(d) hereof.