PPP Loans Sample Clauses

PPP Loans. Neither the Company nor any of its Subsidiaries has applied for or received any loans pursuant to the Paycheck Protection Program established by the CARES Act that has not been fully repaid or forgiven prior to the date of this Agreement.

PPP Loans. The principal amount and status of each “Paycheck Protection Program” loan obtained through the U.S. Small Business Administration (the “PPP Loan”) under the CARES Act by a Company is as set forth on Schedule 3.28 (collectively, the “Company PPP Loans”). At the time of application, and at the time the Company PPP Loans were funded and, to the extent applicable, at all times prior to the forgiveness of each Company PPP Loan, the Companies satisfied all of the applicable criteria for the Company PPP Loans set forth in the Small Business Act (15 U.S.C. 636(a)) and the CARES Act (based on applicable Law, including any official public guidance of the relevant Governmental Entity on the CARES Act, existing as of the date of submission of the applicable Company’s application for each of the Company PPP Loans), including, that (a) the uncertainty of current economic conditions make each of the Company PPP Loans necessary to support the ongoing operations of the applicable Companies, (b) the proceeds of the Company PPP Loans were used solely for CARES Act Permitted Purposes, ‎‎(c) no Company has an application pending for a loan under subsection 7(a) of the ‎Small Business Act or the CARES Act for the same purposes and duplicative of amounts applied ‎for or received under the Company PPP Loans, and (d) during the period beginning on February 15, 2020 ‎and ending on the date hereof, no Company has received amounts under subsection 7(a) of the ‎Small Business Act for the same purpose and duplicative of amounts applied for or received under ‎the Company PPP Loans. The application materials and supporting documentation with respect to the Company PPP Loans delivered by the Companies to the financial institutions providing the Company PPP Loans were true and correct in all material respects. The loan forgiveness application materials and supporting documentation with respect to the Company PPP Loans delivered by the Companies to the financial institutions providing the Company PPP Loans were true and correct in all material respects. As of the date of this Agreement, except as set forth on Schedule 3.28, all of the Company PPP Loans have been forgiven by the U.S. Small Business Administration.

PPP Loans. Each PPP Borrower is eligible under the CARES Act to incur the applicable PPP Loans. All applications, documents and other information submitted to any Governmental Authority with respect to the PPP Loans shall be true and correct in all respects. None of Administrative Agent, any Lender or any of their respective Affiliates is deemed an “affiliate” of any Loan Party or any of its Subsidiaries for any purpose related to the PPP Loans, including the eligibility criteria with respect thereto. Each Loan Party acknowledges and agrees that (a) it has consulted its own legal and financial advisors with respect to all matters related to the PPP Loans (including eligibility criteria) and the CARES Act, (b) it is responsible for making its own independent judgment with respect to the PPP Loans and the process leading thereto, and (c) it has not relied on Administrative Agent, any Lender or any of their respective Affiliates with respect to any of such matters.

PPP Loans. Each of the PPP Loans has been forgiven in its entirety, and neither Borrower nor any other Loan Party has any knowledge of any pending or threatened investigation by the applicable lender under any PPP Loan, the U.S. Small Business Administration or any other Official Body into the incurrence, use or forgiveness of any PPP Loan or any other matter relating thereto.

PPP Loans. New Manager shall have received evidence reasonably satisfactory to New Manager of the escrow of the principal amount plus interest due or payable with the applicable PPP lender under the terms of the PPP Loans set forth on Schedule 3.12.

PPP Loans. (a) The Loan Parties shall (i) cause all proceeds of the PPP Loan to be deposited into the PPP Disbursement Account, (ii) not cause any other cash orcash equivalents to be deposited into the PPP Disbursement Account, and (iii) use the proceeds of the PPP Loan exclusively for, and withdraw funds from the PPP Disbursement Account exclusively for, eligible purposes under the PPP Legislation. (b) The Loan Parties shall comply in all material respects with the terms of the PPP Legislation, the terms of the PPP Loan and the terms of any promissory note, loan agreement or other similar agreement or instrument entered into in respect of the PPP Loan. (c) [Reserved]. (d) The Loan Parties shall, not less than two (2) Business Days following the submission of an application for forgiveness of a PPP Loan, deliver a copy of such application to the Agent, and (ii) within two Business Days following receipt or delivery of any correspondence, notice or other written information from or to any PPP Lender or the SBA, deliver a copy of such correspondence to the Agent, notice or other written information. (e) No Loan Party shall amend, modify or otherwise change any of the provisions of the PPP Loan or of any instrument or agreement relating to the PPP Loan if such amendment, modification or change would shorten the final maturity or average life to maturity of, or require any payment to be made earlier than the date originally scheduled on, the PPP Loan, would increase the interest rate applicable to the PPP Loan, would add any covenant or event of default or would otherwise be adverse to the Lenders in any respect. (f) Other than (i) as a result of the forgiveness of the PPP Loan by the PPP Lender in accordance with the PPP Legislation, (ii) pursuant to the terms of the promissory note and other documents, if any, evidencing the PPP Loan, or (iii) repayment of the PPP Loan in full or in part if the Loan Parties determine that repayment is necessary to comply with the PPP Legislation or otherwise to comply with applicable law, no Loan Party shall make any voluntary or optional payment, prepayment, redemption, defeasance, sinking fund payment or other acquisition for value of the PPP Loan, or refund, refinance, replace or exchange any other Indebtedness for the PPP Loan. (g) Clause (c)(i) of Section 11.1 of the Credit Agreement is hereby amended and restated to read in its entirety as follows: (i) If any Loan Party or any Other Obligor defaults in the due observance or perfo...

PPP Loans. At the time of submission of the application for the PPP Loans, the Company believed in good faith that it is eligible under the CARES Act to incur the PPP Loans. The proceeds of the PPP Loans were used for purposes permitted by the CARES Act. The PPP Loans have been forgiven in full upon by the Small Business Administration. All applications, documents and other information submitted to the PPP Lender and any governmental or regulatory authority with respect to the PPP Loans (including forgiveness thereof) were true and correct in all material respects, in each case, at the time of submission.

PPP Loans. Except as set forth on Schedule 2.9, neither the Seller nor any of its Subsidiaries have incurred any loan, directly or indirectly, pursuant to the Paycheck Protection Program, established by the Coronavirus Aid, Relief, and Economic Security (CARES) Act, as amended or supplemented from time to time by interim rules, policy statements, FAQs or otherwise, or any other lending program authorized by the CARES Act and administered by the Small Business Administration.

PPP Loans. Loan Parties have advised Lender that prior to the Closing Date, certain of the Loan Parties obtained an unsecured loan from Signature Bank (the “PPP Lender”) through the Paycheck Protection Program guaranteed by the U.S. Small Business Administration (“SBA”), pursuant to those certain unsecured loans made by the PPP Lender to IWS, Penn and Trinity, as applicable (collectively, the “PPP Loan”). Each Obligor represents, warrants, covenants and agrees that it has and will continue to use the PPP Loan Proceeds solely for PPP Permitted Uses (the foregoing is referred to as the “PPP Loan Transaction”). IWS, Penn and Trinity hereby represent, warrant and covenant: (a) IWS, Penn and Trinity shall use the PPP Loan Proceeds solely for PPP Permitted Uses; (b) At no time shall (i) any liens on assets of any Loan Party be granted to secure the PPP Loan without further written consent by Lender in its sole discretion, or (ii) any other Loan Party guaranty the PPP Loan without further written consent by Lender in its sole discretion; (c) All financial covenants, pricing provisions and any other agreements that exist between Borrowers and Lender that would be affected by the PPP Loan Transaction (including, without limitation, any such covenant, provision or agreement that would vary based on the amount of debt outstanding or the effect of forgiveness of all or a portion of the PPP Loan) shall be calculated and interpreted as if the PPP Loan had not been incurred until Lender agrees otherwise or such covenants, provisions and other agreements have been amended in accordance herewith. Notwithstanding the foregoing, Lender and Borrowers hereby acknowledge and agree that the PPP Loan shall be considered Debt for all purposes of the Loan Agreement upon the first to occur of (a) the SBA has made a final determination of the amount of the PPP Loan that is forgiven in accordance with the CARES Act, in which case the unforgiven portion of the PPP Loan shall be deemed Debt as of the date of such determination, or (b) March 31, 2021, in which case the unforgiven portion of the PPP Loan shall be deemed Debt as of such date; and (d) Upon request by Lender, Loan Parties shall promptly deliver to Lender true, correct and complete copies of any documentation executed in connection with the PPP Loan Transaction.

PPP Loans. Seller, with respect to each of the PPP Loans, (i) has obtained lender consent to the sale contemplated by this Agreement, and (ii) has (or will when reasonably practicable) applied for forgiveness and submitted all required documentation to obtain forgiveness in whole or in part in accordance with SBA guidelines applicable to the PPP Loans program. Seller shall promptly submit any determination letter or confirmation of the forgiveness amount to Buyer for reference in connection with the requirements of Section 1.02(b)(1)(A) and the release of funds under Section 1.6.