Closing Date Advances. The obligation of each Closing Date Lender to make Advances on and after the Closing Date, and the obligation of the Issuing Lender to issue additional Letters of Credit (as applicable), is subject to the following conditions precedent, each of which shall be satisfied prior to the making of any further Advances or the issuance of the additional Letters of Credit (as applicable) (unless all of the Closing Date Lenders, in their sole and absolute discretion, shall agree otherwise):
(a) The Administrative Agent shall have received all of the following, each of which shall be originals unless otherwise specified, each properly executed by a Responsible Official of each party thereto, each dated as of the Closing Date and each in form and substance satisfactory to the Administrative Agent and its legal counsel (unless otherwise specified or, in the case of the date of any of the following, unless the Administrative Agent otherwise agrees or directs):
(1) at least one (1) executed counterpart of this Agreement, together with arrangements satisfactory to the Administrative Agent for additional executed counterparts, sufficient in number for distribution to the Closing Date Lenders and Borrower;
(2) Notes executed by Borrower in favor of each Closing Date Lender, each in a principal amount equal to that Lender’s Commitment;
(3) the Swing Line Documents executed by Borrower;
(4) with respect to Borrower, such documentation as the Administrative Agent may reasonably require to establish the due organization, valid existence and good standing of Borrower, its qualification to engage in business in each material jurisdiction in which it is engaged in business or required to be so qualified, its authority to execute, deliver and perform the Loan Documents to which it is a Party, the identity, authority and capacity of each Responsible Official thereof authorized to act on its behalf, including certified copies of articles of incorporation and amendments thereto, bylaws and amendments thereto, certificates of good standing and/or qualification to engage in business, tax clearance certificates, certificates of corporate resolutions or other applicable authorization documents, incumbency certificates, Certificates of Responsible Officials, and the like;
(5) the Opinion of Counsel;
(6) one or more Requests for Borrowing, Requests for Letters of Credit or Requests for Continuation/Conversion, as applicable;
(7) a Certificate signed by a Senior Officer of Borrower certifyin...
Closing Date Advances. The closing of the DIP Facility shall occur on or after the later of (a) the date of the entry of the Interim Order and (b) the date (which shall be no later than (2) business days after the date of the entry of the Interim Order) that all conditions precedent to the initial extension of credit shall have been satisfied (or shall have been waived in the sole discretion of the DIP Lenders) (the “Closing Date”). Term loans (the “DIP Term Loans”) shall be advanced in two draws under the DIP Facility:
Closing Date Advances. Lender agrees to lend to the Borrowers on the Closing Date an amount equal to the sum of the Closing Date Advances as set forth in Section 2.2.
Closing Date Advances. On the Closing Date, and subject to the conditions set forth in Section 3.1(A) through 3.1(D) hereof, Lender shall advance to Borrowers (an “Advance”) an amount equal to Five Hundred Thousand Dollars ($500,000) plus legal fees (the “Legal Fees”) not to exceed $15,000 and reasonably agreed by the parties hereto in advance of the Closing Date (the “First Advance”).
Closing Date Advances. In the event that Borrower desires Lenders to make an Advance on the Closing Date, then, in addition to all of the conditions precedent set forth in this
Closing Date Advances. In the event that Borrower desires to have Lenders make an Acquisition/Construction Advance at Closing, Borrower shall also comply with all of the requirements of Section 5.1(a) below at least five (5) Business Days prior to the Closing Date.
Closing Date Advances. In the event that Borrower desires Lender to make an Advance on the Closing Date, then, in addition to all of the conditions precedent set forth in this Section 4, Borrower shall have complied with all of the requirements of Section 5 below at least five (5) Business Days prior to the Closing Date.
Closing Date Advances. Newco. September 15, 2008 The Company acknowledges that Xx. Xxxxx shall be credited with $3,210,367.12 in advances on the Purchase Price received from Xx. Xxxxx as of July 31, 2008. In the event the sale contemplated hereby shall not be consummated, such amount shall be converted to a loan by Xx. Xxxxx to the Company evidenced by a promissory note payable sixty (60) days after the conversion bearing interest at ten percent (10%) per annum. At Xx. Xxxxx’x election the aforesaid promissory note may be converted into shares of the Common Stock of the Company at the conversion rate of the principal amount of the note divided by Common Stocks’ average closing price for the thirty trading days immediately prior to conversion, but not less than $.43 a share.
Closing Date Advances. The Loans advanced on the Closing Date shall be made to Initial Borrower for purposes of consummating the Closing Date Acquisition, this Agreement and for paying fees and expenses in connection with the foregoing. For purposes of the calculating the Borrowing Base in respect of the Revolving Loans advanced on the Closing Date to the Initial Borrower, the Borrowing Base shall be deemed to be the Borrowing Base of the Borrowers as if the Closing Date Acquisition was consummated immediately prior to the making of the initial Revolving Loans advanced on the Closing Date.
Closing Date Advances. On the Closing Date each Lender made a Term Loan to the Borrowers in an amount set forth on Exhibit A to the Original Loan Agreement under the column entitled “Term Loan Commitment”. Once repaid, whether such repayment is voluntary or required, the Term Loan Advance may not be reborrowed.
