Other Conditions and Covenants. (SECTION 5.1) Without limiting any other term or condition herein, in no event shall Lenders have any obligations under this Agreement, including without limitation to make any Advances under the Agreement unless and until each of the following conditions have been satisfied as of the Closing Date or such later date as a borrowing notice for an advance is received:
a. Satisfactory completion of due diligence, including financial review, including but not limited to appraisals of plant and equipment, audit of accounts receivable, review of financial statements, forecasts and projections; valuation of intangibles and other due diligence as deemed appropriate by Agent.
b. Continuing accuracy of all representations, warranties, covenants and agreements.
c. Borrower shall provide evidence satisfactory to Agent of settlement and/or other agreements with secured creditors and unsecured and trade creditors, in a form satisfactory to Agent. Agent shall provide assistance in securing settlement of the secured creditors claims and the trade debts.
d. Borrower shall provide Agent with audited/certified financial statements for the year ended December 31, 1998; and quarterly financial statements within forty-five (45) days of each calendar quarter.
e. Borrower shall provide evidence of hazard and liability insurance. The insurance must be for an amount to be determined prior to closing, from an insurance carrier acceptable to Agent.
f. Borrower shall have incurred and shall incur no additional debt without the prior written approval of Agent, except debts occurring in the ordinary course of business.
g. There shall have been and shall be no changes in senior management without the written consent of Agent.
h. The loan shall be without cost to Agent; Borrower assumes liability for and will pay all reasonable costs and expenses required to satisfy the conditions hereof, and the making of the loan.
i. Borrower shall have a minimum excess lending availability of at least $200,000 after accounting for Agent's initial funding.
Other Conditions and Covenants. (Section 5.1): Without limiting any other term or condition herein, in no event shall Coast have any obligations under this Agreement unless and until each of the following conditions have been satisfied as of the closing date:
a. Borrower shall have a minimum excess lending availability of at least $200,000 after accounting for Coast's initial funding.
b. Borrower shall have no accounts payable more than 90 days past due from invoice date or due date, as Coast shall determine.
c. The Borrower shall have established a lockbox in favor of Coast for the collection of all remittances.
d. Coast shall have a first priority lien on all assets of Borrower.
e. Coast shall have obtained a first priority mortgage on Borrower's real property at 0 Xxxxxxxx Xxxxxxxxx, Xxxx Xxxxx, Xxxxxxx limited however to $500,000 plus foreclosure costs and expenses. The mortgage shall be supported by title insurance in form and substance satisfactory in the discretion of Coast.
f. Coast shall have received a warrant for 37,500 common shares at an exercise price of $4 per share and as otherwise described in the Warrant Agreement in favor of Coast of even date.
g. All taxes shall be currently paid.
h. Coast shall have received such subordinations (including standstills and collateral waivers) as may be required by Coast in form and substance acceptable to Coast in its sole discretion including, without limitation, a subordination agreement from Sirrom Capital. Borrower shall comply with the following additional covenants:
i. Borrower shall at all times have a minimum Tangible Net Worth (as determined by generally accepted accounting principles) of $1,800,000.
Other Conditions and Covenants
