CARES Act Compliance Clause Samples

CARES Act Compliance. Each Credit Party and its Subsidiaries are in compliance, and will at all times comply, with all applicable requirements under Title IV of the CARES Act, including any applicable requirements pertaining to the Borrower’s eligibility to receive the Loans. The Parent, the Borrower and their Subsidiaries will provide any information requested by the Initial Lender or Agents to assess the Borrower’s compliance with applicable requirements under Title IV of the CARES Act, its obligations under this Article X or its eligibility to receive the Loans under the CARES Act. The Borrower is not a “covered entity” as defined in Section 4019 of the CARES Act.

CARES Act Compliance. The Borrower and its controlled Affiliates are in material compliance, and will at all times comply in all material respects, with all applicable material requirements under Title IV of the CARES Act, including any applicable material requirements pertaining to the Borrower’s eligibility to receive the loans under the UST Tranche A Credit Agreement and the UST Tranche B Credit Agreement, respectively (such loans, for purposes of this Article 12, the “UST Loans”). The Borrower will provide any information requested by the Lenders to assess the compliance by the Borrower and its controlled Affiliates with the applicable material requirements under Title IV of the CARES Act or the Borrower’s eligibility to receive the Loan under the CARES Act.

CARES Act Compliance. The Borrower hereby represents, warrants and covenants that the Borrower and each of its Affiliates are in compliance, and will at all times comply, with all applicable requirements under Title IV of the CARES Act, including any applicable requirements pertaining to the Borrower’s eligibility to receive the Loan. The Borrower will provide any information requested by the Lenders or Agents to assess the compliance by the Borrower and its Affiliates with the applicable requirements under Title IV of the CARES Act or the Borrower’s eligibility to receive the Loan under the CARES Act.

CARES Act Compliance. (a) Section 3.20(a) of the Company Disclosure Schedules sets forth all loans that the Company has received through the Paycheck Protection Program under the CARES Act (“PPP Loan”). The Company was eligible for its respective PPP Loan at the time of application, and truthfully and accurately completed the application for such PPP Loan. The Company correctly determined the maximum loan amount that it was eligible for under the CARES Act, and the loan documents represent such applied for amount. (b) The Company has made available for inspection by Buyer and its Representatives true, correct, and complete copies of all documentation related to the PPP Loans, including, but not limited to, the original loan application, the loan documents from the lender, documentation of eligibility and economic need, and all other documentation as specified in the PPP Loan Forgiveness Application. (c) To the extent that the consummation of these transactions would result in an event of default under the PPP Loan documents, the Company has obtained all necessary waivers, approvals and consents. (d) The Company has used the PPP Loans solely in accordance with all Laws governing such receipt and use, as the same may be modified from time to time by the applicable Governmental Authority or further legislation, as applicable. In the event of a modification of the regulation that provided clarity and an opportunity to cure, the Company has taken all such opportunities to cure any defect in its compliance. (e) The Company has (i) used all of the proceeds of the PPP Loans exclusively for CARES forgivable uses in the manner required under the CARES Act to obtain forgiveness of the largest possible amount of the PPP Loan, which as of the Closing Date requires that the Company use not less than 60% of the PPP Loan proceeds for CARES payroll costs, and (ii) take all commercially reasonable steps to have the PPP Loan forgiven pursuant to the CARES Act and use commercially reasonable efforts to conduct their business in a manner that maximizes the amount of the PPP Loan that is forgiven. (f) Section 3.20(f) of the Company Disclosure Schedules sets forth all other funds ‎received by the Company pursuant to the CARES Act, including provider ‎relief funds and any other COVID-19 relief funds, loans or grants issued by a ‎Governmental Authority. The Company (i) has met the qualifications to ‎receive such funds; (ii) has truthfully and accurately submitted any attestations or ‎applications requi...

CARES Act Compliance. Schedule 3.24 sets forth the aggregate number of and aggregate dollar amount of (i) the PPP Loans the Company issued and (ii) all other funds issued by the Company Group pursuant to the CARES Act and Covid Relief Programs, including any COVID-19 relief funds, loans or grants issued by any Governmental Authority. The Company Group (1) confirmed to the extent required by the CARES Act that each PPP borrower of the Company met the qualifications to receive the PPP Loans; (2) has, to its knowledge, truthfully and accurately submitted any attestations or applications required for the issuance of PPP Loans; and (3) has retained true, correct, and complete copies of all documentation related to PPP Loans to the extent required by applicable Law.

CARES Act Compliance. (a) Each Loan Party shall, and shall cause its Subsidiaries to, comply in all respects with the terms and conditions of the CARES Act and the documents governing any PPP Loan, including, without limitation, that (i) the proceeds of any PPP Loan shall be used only for the purposes permitted under Section 1102 of the CARES Act, and (ii) the Borrower shall comply with Section 1106 of the CARES Act to take all steps to obtain forgiveness of such PPP Loan as promptly as practicable following the funding of such PPP Loan to the extent provided thereunder. (b) The Borrower shall provide to the Administrative Agent copies of each application for any PPP Loan and each loan agreement, note and any other agreement or instrument governing the terms and conditions of, or evidencing, any PPP Loan, in each case promptly (and in any event within five (5) days after execution or delivery thereof). (c) Borrower shall promptly notify the Administrative Agent of any decisions made by any Governmental Authority or the applicable financial institution with respect to any request to have any portion of any portion of any PPP Loan forgiven. (d) Borrower shall promptly (and in any event within five (5) days after the end of each calendar month) provide to the Administrative Agent a report in form and substance reasonably satisfactory to the Administrative Agent detailing the use of proceeds of any PPP Loan during such period, the outstanding principal amount of any PPP Loans (and the status for the applicable forgiveness request). (e) Promptly (and in any event within five (5) days after receipt) provide to the Administrative Agent copies of any material correspondence between any Governmental Authority or any financial institution, in connection with any PPP Loan. (f) Borrower shall use all the proceeds of the PPP Loan (including those in any PPP Deposit Account), until such proceeds are exhausted, for all uses permitted and that are eligible for forgiveness under the CARES Act in accordance with its terms during the periods permitted for such uses by the CARES Act prior to using any other funds for such purposes.

CARES Act Compliance. (a) Schedule 4.34(a) sets forth all loans issued through the Payroll Protection Plan pursuant to the CARES Act (each, a “PPP Loan”) that the Company and its affiliates (for purposes of this Section 4.34, as such term is defined by U.S. Small Business Administration (“SBA”) regulations) have received. Each of the Company and its affiliates was eligible for its respective PPP Loan at the time of application, and truthfully and accurately completed the application for such PPP Loan. Each of the Company and its affiliates correctly determined the loan amount that they were eligible for under the CARES Act, and the loan documents represent such applied for amount. (b) To the extent that the consummation of the transactions contemplated by this Agreement may result in an event of default under the PPP Loan documents, the Company and its affiliates have obtained, or will have obtained before the Closing, all necessary waivers, approvals and consents. Notwithstanding this requirement, the PPP Loan is not being assumed by the Buyer and the Seller’s indemnification requirement herein would apply if the Buyer is subjected to any claims or damage as a result of the Company’s default under the PPP Loan documents. (c) The Company and its affiliates have used the PPP Loans solely in accordance with all applicable laws governing such receipt and use, as the same may be modified from time to time by the applicable governmental authority or further legislation, as applicable. (d) Schedule 4.34(d) sets forth all other funds or advance payments received by the Company pursuant to the CARES Act and any other COVID-19 relief funds, loans or grants issued by a governmental authority. The Company: (i) has met the qualifications to receive such funds; (ii) has truthfully and accurately submitted any attestations or applications required for receipt of such funds; (iii) is in compliance, in all material respects, with all terms and conditions required in order to receive such funds; (iv) otherwise met and meets all requirements and qualifications in order to receive, use and retain such funds; and (v) has made available for inspection by the Buyer true, correct, and complete copies of all documentation related to such funds.

CARES Act Compliance. Section 3.30 of the Seller Disclosure Schedule sets forth all CARES Act stimulus fund programs or other programs related to the COVID-19 pandemic in which the Sellers participated and the amount of funds received or requested by the Sellers for each such program as of the date hereof (the “CARES Funds”). The Sellers were eligible for the CARES Funds as of the date of its application and receipt and have complied in all material respects with all terms and conditions relating to receipt and use of such CARES Funds. The Sellers have utilized all such CARES Funds prior to the Closing Date in accordance with the CARES Act and all applicable Laws in all material respects. The Sellers have not received notice that they are the subject of an audit, review, investigation or other inquiry or Proceeding by any Governmental Authority with respect to its application for, receipt or use of, the CARES Funds, and, to the Knowledge of the Sellers, the Sellers are not the subject of an audit, review, investigation or other inquiry or Proceeding by any Governmental Authority with respect to its application for, receipt or use of, the CARES Funds.

CARES Act Compliance. Following the Closing, Buyer will undertake commercially reasonable efforts to cause the Acquired Companies to utilize all Stimulus Funds in accordance in all Material respects with all applicable Laws and Relief Fund Payment Terms and Conditions.