Common use of Certain Funds Period Clause in Contracts

Certain Funds Period. During the period from and including the date on which counterparts of this Agreement signed by the parties hereto (and counterparts to any other Loan Document entered into concurrently with the Agreement) are delivered to the Administrative Agent to and including the earlier to occur of (x) the Closing Date, after giving effect to the funding of Loans on such date and (y) the Termination Date (such period, the “Certain Funds Period”), and notwithstanding (i) that any representation made on such date or on the Effective Date or the Closing Date (excluding the Specified Representations and/or Alere Acquisition Agreement Representations given as a condition to the Closing Date) was incorrect, (ii) any failure by the Borrower to comply with the affirmative covenants, negative covenants and financial covenant, (iii) any provision to the contrary in any Loan Document or otherwise or (iv) that any condition to the occurrence of the Effective Date may subsequently be determined not to have been satisfied, neither the Administrative Agent nor any Lender shall be entitled to (1) cancel any of its Commitments hereunder, (2) rescind, terminate or cancel any Loan Document or exercise any right or remedy or make or enforce any claim under the Loan Documents or otherwise it may have to the extent to do so would prevent, limit or delay the making of its Loan, (3) refuse to participate in making its Loan on the Closing Date; provided that the applicable conditions precedent to the making of the Loan set forth in Section 3.02 have been satisfied, or (4) exercise any right of set-off or counterclaim in respect of its Loan to the extent to do so would prevent, limit or delay the making of its Loan. Notwithstanding anything to the contrary contained herein, (A) the rights and remedies of the Lenders and the Administrative Agent shall not be limited in the event that any applicable condition precedent set forth in Section 3.02 is not satisfied on the Closing Date and (B) immediately after the expiration of the Certain Funds Period, all of the rights, remedies and entitlements of the Administrative Agent and the Lenders shall be available notwithstanding that such rights were not available prior to such time as a result of the foregoing.

Certain Funds Period. During the period from and including the date on which counterparts of this Agreement signed by the parties hereto (and counterparts to any other Loan Document entered into concurrently with the Agreement) are delivered to the Administrative Agent Effective Date to and including the earlier to occur of (xa) the Closing Date, after giving effect to Commitment Termination Date and (b) the funding of the Loans on such date and (y) the Termination Funding Date (such period, the “Certain Funds Period”), and notwithstanding (i) that any representation made on such date or on the Effective Date or (excluding, for the Closing Date (excluding avoidance of doubt, the Specified Representations and/or Alere USCR Acquisition Agreement Representations given made as a condition to the Closing Funding Date) was incorrect, (ii) any failure by the Borrower to comply with Article VI or Article VII (except, for the affirmative covenantsavoidance of doubt, negative covenants and financial covenantto the extent constituting a condition precedent set forth in Section 4.2), (iii) any provision to the contrary in any Loan Document this Agreement or otherwise or (iv) that any condition to the occurrence of the Effective Date may subsequently be determined not to have been satisfied, neither the Administrative Agent nor any Lender shall be entitled (unless a payment or bankruptcy Event of Default with respect to the Borrower shall have occurred and be continuing) to (1) cancel any of its Commitments hereunderCommitments, (2) rescind, terminate or cancel any Loan Document this Agreement or exercise any right or remedy or make or enforce any claim under this Agreement, the Loan Documents Notes, any related fee letter or otherwise it may have to the extent to do so would prevent, limit or delay the making of its Loan, (3) refuse to participate in making its Loan on the Closing DateLoan; provided that the applicable conditions precedent to the making of the Loan set forth in Section 3.02 4.2 have been satisfiedsatisfied or waived in accordance with Section 10.12, or (4) exercise any right of set-off or counterclaim in respect of its Loan to the extent to do so would prevent, limit or delay the making of its Loan. Notwithstanding anything to For the contrary contained hereinavoidance of doubt, (A) the rights and remedies of the Lenders and the Administrative Agent shall not be limited in the event that any applicable condition precedent set forth in Section 3.02 4.2 is not satisfied or waived in accordance with Section 10.12 on the Closing Funding Date and (B) immediately after the expiration of the Certain Funds Period, all of the rights, remedies and entitlements of the Administrative Agent and the Lenders shall be available notwithstanding that such rights rights, remedies and entitlements were not available prior to such time as a result of the foregoing.

Certain Funds Period. During the period from and including the date on which counterparts of this Agreement signed by the parties hereto (and counterparts to any other Loan Document entered into concurrently with the Agreement) are delivered to the Administrative Agent Effective Date to and including the earlier to occur of (x) the Closing Initial Funding Date, after giving effect to the funding of Loans on such date and (y) the Termination Date (such period, the “Certain Funds Period”), and notwithstanding (i) that any representation made on such date or on the Effective Date or the Closing Date (excluding the Specified Representations and/or Alere Acquisition Agreement Representations given as a condition to the Closing Date) was incorrect, (ii) any failure by the Borrower Loan Parties to comply with the affirmative covenants, negative covenants and financial covenantcovenants or the existence of any Event of Default (subject to the second proviso below), (iii) any provision to the contrary herein, in any other Loan Document or otherwise or (iv) that any condition to the occurrence of the Effective Date may subsequently be determined not to have been satisfied, neither the Administrative Agent nor any Lender shall be entitled to (1) cancel any of its Commitments hereunderunder this Agreement, (2) rescind, terminate or cancel this Agreement or any other Loan Document or exercise any right or remedy or make or enforce any claim under the Loan Documents Documents, related promissory notes, the Fee Letter or otherwise it may have to the extent to do so would prevent, limit or delay the making of its LoanLoans hereunder and the use of the proceeds thereof to consummate the Transactions, (3) refuse to participate in making its Loan on the Closing Date; provided that the applicable conditions precedent Loans when required to the making of the Loan set forth in Section 3.02 have been satisfied, do so under this Agreement or (4) exercise any right of set-off or counterclaim in respect of its Loan Loans hereunder to the extent to do so would prevent, limit or delay the making of its Loan. Notwithstanding anything such Loans and the use of the proceeds thereof to consummate the Transactions; provided that, in each case, the applicable conditions precedent to the contrary contained hereinmaking of such Loans set forth in Section 5.02 have been satisfied; provided, further, that with respect to clauses (1) through (4) above, the foregoing shall not apply if an Event of Default under Sections 9.01(a), (Af) or (g) has occurred and is continuing. For the avoidance of doubt, (a) the rights and remedies of the Lenders and the Administrative Agent shall not be limited in the event that any applicable condition precedent set forth specified in Section 3.02 5.02 is not satisfied on the Closing Initial Funding Date and (Bb) immediately from the Initial Funding Date after giving effect to the expiration of the Certain Funds Periodfunding on such date, all of the rights, remedies and entitlements of the Administrative Agent and the Lenders shall be available notwithstanding that such rights were not available prior to such time as a result of the foregoing.

Certain Funds Period. During the period from and including the date on which counterparts of this Agreement signed by the parties hereto (and counterparts to any other Loan Document entered into concurrently with the Agreement) are delivered to the Administrative Agent Effective Date to and including the earlier to occur of (x) the Closing Date, after giving effect to the funding of Loans on such date and (y) the Termination Date (such period, the “Certain Funds Period”), and notwithstanding (i) that any representation made on such date or on the Effective Date or the Closing Date (excluding the Specified Representations and/or Alere St. Jude Acquisition Agreement Representations given as a condition to the Closing Date) was incorrect, (ii) any failure by the Borrower to comply with the affirmative covenants, negative covenants and financial covenant, (iii) any provision to the contrary in any Loan Document or otherwise or (iv) that any condition to the occurrence of the Effective Date may subsequently be determined not to have been satisfied, neither the Administrative Agent nor any Lender shall be entitled to (1) cancel any of its Commitments hereunder, (2) rescind, terminate or cancel any Loan Document or exercise any right or remedy or make or enforce any claim under the Loan Documents or otherwise it may have to the extent to do so would prevent, limit or delay the making of its Loan, (3) refuse to participate in making its Loan on the Closing Date; provided that the applicable conditions precedent to the making of the Loan set forth in Section 3.02 have been satisfied, or (4) exercise any right of set-off or counterclaim in respect of its Loan to the extent to do so would prevent, limit or delay the making of its Loan. Notwithstanding anything to the contrary contained provided herein, (A) the rights and remedies of the Lenders and the Administrative Agent shall not be limited in the event that any applicable condition precedent set forth in Section 3.02 is not satisfied on the Closing Date and (B) immediately after the expiration of the Certain Funds Period, all of the rights, remedies and entitlements of the Administrative Agent and the Lenders shall be available notwithstanding that such rights were not available prior to such time as a result of the foregoing.