Common use of Making the Loan Clause in Contracts

Making the Loan. (A) Except as otherwise provided herein, the Borrower may request the Lenders to make the Loan to the Borrower by the delivery to the Facility Agent, each Lender and the Paying Agent, not later than 12:00 P.M. (New York City time) on the Closing Date of a written notice of such request substantially in the form of Exhibit B-2 attached hereto (a “Notice of Borrowing”). The Notice of Borrowing shall be accompanied by a duly completed Borrowing Base Certificate signed by a Responsible Officer of the Borrower unless the Closing Date is more than five (5) Business Days after the date of such Notice of Borrowing, in which case Borrower shall deliver such Borrowing Base Certificate on the date that is five (5) Business Days prior to the Closing Date. If the Notice of Borrowing or Borrowing Base Certificate is received by the Facility Agent, the Lenders or the Paying Agent after the time specified in the immediately preceding sentence, it shall be deemed to have been received on the next Business Day, and to the extent that results in the Closing Date being earlier than five (5) Business Days after the date of delivery of such Notice of Borrowing, then the date specified in the Notice of Borrowing as the Closing Date shall be deemed to be the Business Day immediately succeeding the proposed Closing Date specified in such Notice of Borrowing. The Closing Date specified in the Notice of Borrowing shall be no later than thirty (30) days after the date of delivery of the Notice of Borrowing. Unless otherwise provided herein, the Notice of Borrowing may not be revoked; provided, that the only consequence for the failure of the Borrower to borrow the Loan on the Closing Date shall be its obligation to pay Breakage Costs as provided in Section 2.12(A).

Making the Loan. (A) Except as otherwise provided hereinThe Bank hereby agrees, on the Borrower may request the Lenders terms and conditions hereinafter set forth, to make the Loan to the Borrower by the delivery in a principal amount equal to the Facility Agentlesser of (i) Twenty-Five Million Dollars ($25,000,000), each Lender and (ii) the Paying Agent, not later than 12:00 P.M. (New York City time) on Advance Limit. The Borrower shall make a request for the Closing Date of a written notice of such request substantially Loan in the form of Exhibit B-2 attached hereto writing (a “"Notice of Borrowing”"). The , which Notice of Borrowing shall be accompanied by a duly completed Borrowing Base Certificate signed by a Responsible Officer specify the proposed amount of the Borrower unless Loan and the Closing Date is more than five requested funding date (5) Business Days after the date of such Notice of Borrowing, in which case Borrower shall deliver such Borrowing Base Certificate on the date that is five (5) Business Days prior to the Closing Date. If the Notice of Borrowing or Borrowing Base Certificate is received by the Facility Agent, the Lenders or the Paying Agent after the time specified in the immediately preceding sentence, it shall be deemed to have been received on the next a Business Day), and to together with disbursement instructions. On the extent that results in the Closing Date being earlier than five (5) Business Days after the date of delivery of such Notice of Borrowing, then the funding date specified in the Notice of Borrowing as and upon fulfillment of the Closing Date shall be deemed applicable terms and conditions set forth in Article III hereof, the Bank will make the proceeds of the Loan available to be the Business Day immediately succeeding Borrower in accordance with the proposed Closing Date specified disbursement instructions contained in such the Notice of Borrowing. The Closing Date , not later than 5:00 P.M. (Eastern time) on such date; PROVIDED, HOWEVER, if the funding date specified in the Notice of Borrowing is the Closing Date and the closing shall be no later not have occurred prior to 2:00 P.M. (Eastern time) on such date, the Bank will, subject to the fulfillment of the applicable terms and conditions set forth in Article III hereof (other than thirty (30) days after the date of delivery of the a new Notice of Borrowing), make the proceeds of the Loan available to the Borrower in accordance with such disbursement instructions, not later than 5:00 P.M. (Eastern time) on the first Business Day following the Closing Date. Unless otherwise provided hereinOnce the Loan is made pursuant to this Section II A., the Notice of Borrowing Borrower may prepay the Loan in whole or in part pursuant to this Article II, but the Borrower may not be revoked; provided, that the only consequence for the failure of the Borrower to borrow reborrow the Loan on the Closing Date shall be its obligation to pay Breakage Costs as provided in Section 2.12(A)whole or in part once prepaid or repaid.

Making the Loan. (Aa) Except as otherwise provided hereinThe Parent shall give the Agent prior telephonic notice (immediately confirmed in writing, in substantially the Borrower may request the Lenders to make the Loan to the Borrower by the delivery to the Facility Agent, each Lender and the Paying Agentform of Exhibit D hereto (a "Notice of Borrowing")), not later than 12:00 P.M. noon (New York City time) on the Closing Date of a written notice of such request substantially in the form of Exhibit B-2 attached hereto (a “Notice of Borrowing”). The Notice of Borrowing shall be accompanied by a duly completed Borrowing Base Certificate signed by a Responsible Officer of the Borrower unless the Closing Date is more than five (5) Business Days after the date of such Notice of Borrowing, in which case Borrower shall deliver such Borrowing Base Certificate on the date that is five (5) Business Days prior to the Closing Datedate of the proposed Loan (or such shorter period as the Agent is willing to accommodate from time to time, but in no event later than 12:00 noon (New York City time) on the borrowing date of the proposed Loan). If the Such Notice of Borrowing shall be irrevocable (and the Borrowers shall be bound to make a borrowing in accordance therewith) and shall specify (i) the principal amount of the proposed Loan (which, in the case of Loans requested on the Effective Date, shall be $25,000,000, and in the case of Loans requested after the Effective Date, shall be drawn in up to five additional draws each in a minimum amount of $5,000,000 and in multiples of $100,000 (or Borrowing Base Certificate such smaller amount as the Agent is received willing to accommodate) in excess thereof), and (ii) the proposed borrowing date, which must be a Business Day. The Agent and the Lenders may act without liability upon the basis of written, telecopied or telephonic notice believed by the Facility Agent, the Lenders Agent in good faith to be from Parent (or the Paying Agent after the time specified from any Authorized Officer thereof designated in the immediately preceding sentence, it shall be deemed to have been received on the next Business Day, and writing purportedly from Parent to the extent that results in Agent). Each Borrower hereby waives the Closing Date being earlier than five (5) Business Days after right to dispute the date Agent's record of delivery the terms of any such Notice of Borrowing, then the date specified in the Notice of Borrowing as the Closing Date shall be deemed to be the Business Day immediately succeeding the proposed Closing Date specified in such telephonic Notice of Borrowing. The Closing Date specified in the Notice of Borrowing Agent and each Lender shall be no later than thirty (30) days after the date of delivery entitled to rely conclusively on any Authorized Officer's authority to request a Loan on behalf of the Borrowers until the Agent receives written notice to the contrary. The Agent and the Lenders shall have no duty to verify the authenticity of the signature appearing on any written Notice of Borrowing. Unless otherwise provided herein, the Notice of Borrowing may not be revoked; provided, The Borrowers hereby agree that the only consequence Initial Purchase Price (as defined in the Securities Purchase Agreement) of $10.00 for the failure Warrants and the Additional Purchase Price (as defined in the Securities Purchase Agreement) of $44,577.51 for the Preferred Shares shall be deemed paid in full as of the Borrower to borrow Effective Date as part of the net funding from the initial Loan made on the Closing Effective Date shall be its obligation to pay Breakage Costs as provided in Section 2.12(A)accordance with the Payment Direction Letter.

Making the Loan. (A) Except as otherwise provided herein, the Borrower may request the Lenders to make the Loan to the Borrower by the delivery to the Facility Agent, each Lender and the Paying Agent, not later than 12:00 P.M. (New York City time) on a date that is at least five (5) Business Days prior to the Closing Date of a written notice of such request substantially in the form of Exhibit B-2 attached hereto (a “Notice of Borrowing”). The Notice of Borrowing shall be accompanied by a duly completed Borrowing Base Certificate signed by a Responsible Officer of the Borrower unless the Closing Date is more than five (5) Business Days after the date of such Notice of Borrowing, in which case Borrower shall deliver such Borrowing Base Certificate on the date that is five (5) Business Days prior to the Closing Date. If the Notice of Borrowing or Borrowing Base Certificate is received by the Facility Agent, the Lenders or the Paying Agent after the time specified in the immediately preceding sentence, it shall be deemed to have been received on the next Business Day, and to the extent that results in the Closing Date being earlier than five (5) Business Days after the date of delivery of such Notice of Borrowing, then the date specified in the Notice of Borrowing as the Closing Date shall be deemed to be the Business Day immediately succeeding the proposed Closing Date specified in such Notice of Borrowing. The Closing Date specified in the Notice of Borrowing shall be no earlier than five (5) Business Days, and no later than thirty (30) days days, after the date of delivery of the Notice of Borrowing. Unless otherwise provided herein, the Notice of Borrowing may not be revoked; provided, that the only consequence for the failure of the Borrower to borrow the Loan on the Closing Date shall be its obligation to pay Breakage Costs as provided in Section 2.12(A).