Common use of Procedures for Borrowing Clause in Contracts

Procedures for Borrowing. Subject to the prior satisfaction of all other applicable conditions to the making of an Advance set forth in this Agreement, an Advance shall be made upon Borrower’s irrevocable written notice delivered to Bank in the form of a Transaction Report and a Notice of Borrowing or without instructions if any Advance is necessary to meet Obligations which have become due. The Notice of Borrowing shall be made by Borrower in the form attached hereto as Exhibit E and shall be executed by an Authorized Signer. Bank shall have received satisfactory evidence that the provision of such notices and the requests for Advances have been approved by Borrower’s board of directors. The Notice of Borrowing must be received by Bank prior to 12:00 p.m. Pacific time, (i) at least three (3) Business Days prior to the requested Funding Date, in the case of any LIBOR Advance, and (ii) on the requested Funding Date, in the case of a Prime Rate Advance, specifying: (A) the amount of the Advance; (B) the requested Funding Date; (C) whether the Advance is to be comprised of LIBOR Advances or Prime Rate Advances; and (D) the duration of the Interest Period applicable to any such LIBOR Advances included in such notice; provided that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Advance comprised of LIBOR Advances, such Interest Period shall be one (1) month. Notwithstanding any terms in this Agreement to the contrary, each LIBOR Advance shall not be less than One Million Dollars ($1,000,000.00) and shall be in a multiple of One Hundred Thousand Dollars ($100,000.00). In addition to such Notice of Borrowing, Borrower must promptly deliver to Bank by electronic mail such reports and information, including without limitation, sales journals, cash receipts journals, accounts receivable aging reports, as Bank may request in its sole discretion. On the Funding Date, Bank shall credit proceeds of an Advance to the Designated Deposit Account and, subsequently, shall transfer such proceeds by wire transfer to such other account as Borrower may instruct in the Notice of Borrowing. Notwithstanding anything herein to the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such Advance.”

Appears in 3 contracts

Samples: Loan and Security Agreement, Loan and Security Agreement (Roku, Inc), Loan and Security Agreement (Roku, Inc)

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Procedures for Borrowing. Subject to the prior satisfaction of all other applicable conditions to the making of an Advance set forth in this Agreement, an each Advance shall be made upon the Administrative Borrower’s or the Singapore Borrower’s irrevocable written notice delivered to Bank in the form of a Transaction Report and a Notice of Borrowing Borrowing, executed by a Responsible Officer of the Administrative Borrower or the Singapore Borrower or his or her designee or without instructions if any Advance is the Advances are necessary to meet Obligations which have become due. The Notice of Borrowing shall be made Bank may rely on any telephone notice given by a person whom Bank believes is a Responsible Officer or designee. Each Borrower in the form attached hereto as Exhibit E and shall be executed by an Authorized Signerwill indemnify Bank for any loss Bank suffers due to such reliance. Bank shall have received satisfactory evidence that the provision of such notices and the requests for Advances have been approved by Borrower’s board of directors. The Such Notice of Borrowing must be received by Bank prior to 12:00 p.m. Pacific time, (ia) at least three (3) Business Days prior to the requested Funding Date, in the case of any LIBOR AdvanceAdvances, and (iib) on the requested Funding Date, in the case of a Prime Rate AdvanceAdvances, specifying: (A1) the amount of the Advance; (B2) the requested Funding Date; (C3) whether the Advance is to be comprised of LIBOR Advances or Prime Rate Advances; and (D4) the duration of the Interest Period applicable to any such LIBOR Advances included in such notice; provided that each borrowing made hereunder, whether a LIBOR Advance or a Prime Rate Advance, shall be a minimum of $1,000,000 and integral multiples of $1,000,000 thereof; provided, further, that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Advance comprised of LIBOR Advances, such Interest Period shall be one (1) month. Notwithstanding any terms in this Agreement The proceeds of all such Advances will then be made available to Borrowers on the contrary, each LIBOR Advance shall not be less than One Million Dollars ($1,000,000.00) and shall be in a multiple of One Hundred Thousand Dollars ($100,000.00). In addition to such Notice of Borrowing, Borrower must promptly deliver to Funding Date by Bank by electronic mail such reports and information, including without limitation, sales journals, cash receipts journals, accounts receivable aging reports, as Bank may request in its sole discretion. On the Funding Date, Bank shall credit proceeds of an Advance transfer to the Designated Deposit Account and, subsequently, shall transfer such proceeds by wire transfer to such other account as the Administrative Borrower or the Singapore Borrower may instruct in the Notice of Borrowing. Notwithstanding anything herein to the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such Advance.

Appears in 2 contracts

Samples: Loan and Security Agreement (Aviat Networks, Inc.), Loan and Security Agreement (Aviat Networks, Inc.)

Procedures for Borrowing. Subject To obtain a 2009 Equipment Advance or Term Loan Advance, Borrower must notify Bank (which notice shall be irrevocable) by facsimile no later than 3:00 p.m. Eastern time one (1) Business Day before the day on which the 2009 Equipment Advance or Term Loan Advance is to be made. A Payment/Advance Form must be signed by a Responsible Officer or designee and, with respect to a 2009 Equipment Advance, include a copy of the invoice for the Equipment being financed. If Borrower satisfies the conditions of each 2009 Equipment Advance or Term Loan Advance, Bank shall disburse such 2009 Equipment Advance or Term Loan Advance by transfer to the prior satisfaction Designated Deposit Account.” 4 The Loan Agreement shall be amended by inserting the following text to appear at the end of Section 4.1 thereof (entitled “Grant of Security Interest”): “Borrower acknowledges that it previously has entered, and/or may in the future enter, into Bank Services Agreements with Bank. Regardless of the terms of any Bank Services Agreement, Borrower agrees that any amounts Borrower owes Bank thereunder shall be deemed to be Obligations hereunder and that it is the intent of Borrower and Bank to have all other applicable conditions such Obligations secured by the first priority perfected security interest in the Collateral granted herein (subject only to the making of an Advance set forth Permitted Liens that expressly have superior priority to Bank’s Lien in this Agreement). If this Agreement is terminated, an Advance Bank’s Lien in the Collateral shall be made upon continue until the Obligations (other than inchoate indemnity obligations) are satisfied in full, and at such time, Bank shall, at Borrower’s irrevocable written notice delivered sole cost and expense, terminate its security interest in the Collateral and all rights therein shall revert to Borrower. In the event (a) all Obligations (other than inchoate indemnity obligations), except for Bank Services, are satisfied in full, and (b) this Agreement is terminated, Bank shall terminate the security interest granted herein upon Borrower providing cash collateral acceptable to Bank in its good faith business judgment for Bank Services, if any. In the form event such Bank Services consist of a Transaction Report and a Notice outstanding Letters of Borrowing or without instructions if any Advance is necessary Credit, Borrower shall provide to meet Obligations which have become due. The Notice of Borrowing shall be made by Borrower Bank cash collateral in the form attached hereto as Exhibit E and shall be executed by an Authorized Signer. Bank shall have received satisfactory evidence that the provision of such notices and the requests for Advances have been approved by Borrower’s board of directors. The Notice of Borrowing must be received by Bank prior amount equal to 12:00 p.m. Pacific time, (i) at least three one hundred five percent (3105.0%) Business Days prior to of the requested Funding Date, face amount of all such Letters of Credit denominated in the case of any LIBOR AdvanceDollars, and (ii) on one hundred ten percent (110.0%) of the requested Funding Date, in Dollar Equivalent of the case of a Prime Rate Advance, specifying: (A) the face amount of the Advance; all such Letters of Credit denominated in a Foreign Currency, plus all interest, fees, and costs due or to become due in connection therewith (B) the requested Funding Date; (C) whether the Advance is as estimated by Bank in its good faith business judgment), to be comprised of LIBOR Advances or Prime Rate Advances; and (D) the duration secure all of the Interest Period applicable Obligations relating to any such LIBOR Advances included in such notice; provided that if the Notice Letters of Borrowing shall fail to specify the duration of the Interest Period for any Advance comprised of LIBOR Advances, such Interest Period Credit.” 5 The Loan Agreement shall be one amended by deleting the following text appearing in Section 6.2 thereof (1) month. Notwithstanding any terms in this Agreement to the contraryentitled “Financial Statements, each LIBOR Advance shall not be less than One Million Dollars ($1,000,000.00) and shall be in a multiple of One Hundred Thousand Dollars ($100,000.00). In addition to such Notice of BorrowingReports, Borrower must promptly deliver to Bank by electronic mail such reports and information, including without limitation, sales journals, cash receipts journals, accounts receivable aging reports, as Bank may request in its sole discretion. On the Funding Date, Bank shall credit proceeds of an Advance to the Designated Deposit Account and, subsequently, shall transfer such proceeds by wire transfer to such other account as Borrower may instruct in the Notice of Borrowing. Notwithstanding anything herein to the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such Advance.Certificates):

Appears in 2 contracts

Samples: Loan and Security Agreement (T2 Biosystems, Inc.), Loan and Security Agreement (T2 Biosystems, Inc.)

Procedures for Borrowing. Subject to the prior satisfaction of all other applicable conditions to the making of an a Term Loan Advance set forth in this Agreement, an a Term Loan Advance shall be made upon Borrower’s irrevocable written notice delivered to Bank by electronic mail in the form of a Transaction Report and a Notice of Borrowing executed by a Responsible Officer or without instructions if any Advance is Term Loan Advances are necessary to meet Obligations which have become due. The Notice of Borrowing shall be made by Borrower in the form attached hereto as Exhibit E and shall be executed by an Authorized Signer. Bank shall have received satisfactory evidence that the provision of such notices and the requests for Term Loan Advances have been approved by Borrower’s board of directors. The Such Notice of Borrowing must be received by Bank prior to 12:00 p.m. Pacific time, (i) at least three (3) Business Days prior to the requested Funding Date, in the case of any LIBOR Advance, and (ii) on the requested Funding Date, in the case of a Prime Rate Advance, specifying: (A1) the amount of the Term Loan Advance; (B2) the requested Funding Date; (C3) whether the Term Loan Advance is to be comprised of LIBOR Advances or Prime Rate Advances; and (D4) the duration of the Interest Period applicable to any such LIBOR Advances included in such notice; provided that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Term Loan Advance comprised of LIBOR Advances, such Interest Period shall be one (1) month. Notwithstanding any terms in this Agreement to the contrary, each LIBOR Advance shall not be less than One Five Million Dollars ($1,000,000.005,000,000.00) and shall be in a multiple of One Hundred Thousand Dollars ($100,000.00). In addition to such Notice of Borrowing, Borrower must promptly deliver to Bank by electronic mail such reports and information, including without limitation, sales journals, cash receipts journals, accounts receivable aging reports, as Bank may request in its sole discretiona completed Payment/Advance Form executed by a Responsible Officer or his or her designee. On the Funding Date, Bank shall credit proceeds of an a Term Loan Advance to the Designated Deposit Account and, subsequently, shall transfer such proceeds by wire transfer to such other account as Borrower may instruct in the Notice of Borrowing. Notwithstanding anything herein to the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such Advance.

Appears in 2 contracts

Samples: Subordinated Loan and Security Agreement (Roku, Inc), Subordinated Loan and Security Agreement (Roku, Inc)

Procedures for Borrowing. (a) Subject to the prior satisfaction of all other applicable conditions to the making of an Advance set forth in this Agreement, an Advance shall be made upon Borrower’s irrevocable written notice delivered to Bank by electronic mail in the form of a Transaction Report and a Notice of Borrowing executed by an Authorized Signer or without instructions if any Advance Advances is necessary to meet Obligations which have become due. The Notice of Borrowing shall be made by Borrower in the form attached hereto as Exhibit E and shall be executed by an Authorized Signer. Bank shall have received satisfactory evidence that the provision of such notices and the requests for Advances have been approved by Borrower’s board of directors. The Such Notice of Borrowing must be received by Bank prior to 12:00 p.m. Pacific Eastern time, (i) at least three (3) Business Days prior to the requested Funding Date, in the case of any LIBOR Advance, and (ii) on the requested Funding Date, in the case of a Prime Rate Advance, specifying: (A1) the amount of the Advance; (B2) the requested Funding Date; (C3) whether the Advance is to be comprised of LIBOR Advances or Prime Rate Advances, provided that LIBOR Advances shall only be available when a Streamline Period is in effect; and (D4) the duration of the Interest Period applicable to any such LIBOR Advances included in such notice; provided that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Advance comprised of LIBOR Advances, such Interest Period shall be one (1) month. Notwithstanding any terms in this Agreement to the contrary, each LIBOR Advance shall not be less than One Million Dollars ($1,000,000.00) and shall be in a multiple of One Hundred Thousand Dollars ($100,000.00). In addition to such Notice of Borrowing, Borrower must promptly deliver to Bank by electronic mail a completed Transaction Report executed by an Authorized Signer together with such other reports and information, including without limitation, sales journals, cash receipts journals, accounts receivable aging reports, as Bank may request in its sole discretion. On the Funding Date, Bank shall credit proceeds of an Advance to the Designated Deposit Account and, subsequently, shall transfer such proceeds by wire transfer to such other account as Borrower may instruct in the Notice of Borrowing. Notwithstanding anything herein to the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such Advance.

Appears in 2 contracts

Samples: Loan and Security Agreement (Basis Global Technologies, Inc.), Loan and Security Agreement (Basis Global Technologies, Inc.)

Procedures for Borrowing. (a) Subject to the prior satisfaction of all other applicable conditions to the making of an Advance set forth in this Agreement, an Advance shall be made upon Borrower’s irrevocable written notice delivered to Bank by electronic mail in the form of a Transaction Report and a Notice of Borrowing executed by an Authorized Signer or without instructions if any Advance Advances is necessary to meet Obligations which have become due. The , and such Notice of Borrowing shall be made by indicate whether Borrower in the form attached hereto is requesting an Advance with respect to Eligible Accounts, Eligible Foreign Accounts or Eligible Inventory, as Exhibit E and shall be executed by an Authorized Signerapplicable. Bank shall have received satisfactory evidence that the provision of such notices and the requests for Advances have been approved by Borrower’s board of directors. The Such Notice of Borrowing must be received by Bank prior to 12:00 p.m. Pacific Eastern time, (i) at least three (3) Business Days prior to the requested Funding Date, in the case of any LIBOR Advance, and (ii) on the requested Funding Date, in the case of a Prime Rate Advance, specifying: (A1) the amount of the Advance; (B2) the Currency in which such Advance shall be denominated; (3) the requested Funding Date; (C4) whether the Advance is to be comprised of LIBOR Advances or Prime Rate Advances; and (D5) the duration of the Interest Period applicable to any such LIBOR Advances included in such notice; provided that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Advance comprised of LIBOR Advances, such Interest Period shall be one (1) month. Notwithstanding any terms in this Agreement to the contrary, each LIBOR Advance shall not be less than One Million Dollars ($1,000,000.00) and shall be in a multiple of One Hundred Thousand Dollars ($100,000.00). In addition to such Notice of Borrowing, Borrower must promptly deliver to Bank by electronic mail (i) during a Streamline Period, a completed Transaction Report executed by an Authorized Signer and (ii) when a Streamline Period is not in effect, a completed Transaction Report executed by an Authorized Signer together with such other reports and information, including without limitation, sales journals, cash receipts journals, accounts receivable aging reports, as Bank may request in its sole discretion. On the Funding Date, Bank shall credit proceeds of an Advance to the Designated Deposit Account and, subsequently, shall transfer such proceeds by wire transfer to such other account as Borrower may instruct in the Notice of Borrowing. Notwithstanding anything herein to the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such Advance.

Appears in 1 contract

Samples: Loan and Security Agreement (Aspen Aerogels Inc)

Procedures for Borrowing. (a) Subject to the prior satisfaction of all other applicable conditions to the making of an Equipment Advance set forth in this Agreement, an each Equipment Advance shall be made upon Borrower’s irrevocable written notice delivered to Bank in the form of a Transaction Report and a Notice of Borrowing Borrowing, each executed by a Responsible Officer of Borrower or his or her designee or without instructions if any Advance is the Equipment Advances are necessary to meet Obligations which have become due. The Notice of Borrowing shall be made Bank may rely on any telephone notice given by a person whom Bank believes is a Responsible Officer or designee. Borrower in the form attached hereto as Exhibit E and shall be executed by an Authorized Signerwill indemnify Bank for any loss Bank suffers due to such reliance. Bank shall have received satisfactory evidence that the provision of such notices and the requests for Advances have been approved by Borrower’s board of directors. The Such Notice of Borrowing must be received by Bank prior to 12:00 p.m. p.m.Pacific time, (i) at least three (3) Business Days prior to the requested Funding Date, in the case of any LIBOR AdvanceAdvances, and (ii) on the requested Funding Date, in the case of a Prime Rate AdvanceAdvances, specifying: (A1) the amount of the Equipment Advance; (B2) the requested Funding Date; (C3) whether the Equipment Advance is to be comprised of LIBOR Advances or Prime Rate Advances; and (D4) the duration of the Interest Period applicable to any such LIBOR Advances included in such notice; provided that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Equipment Advance comprised of LIBOR Advances, such Interest Period shall be one (1) month. Notwithstanding any terms in this Agreement to the contrary, each LIBOR Advance Borrower shall not be less than One Million Dollars ($1,000,000.00) and shall be in a multiple of One Hundred Thousand Dollars ($100,000.00). In addition to such Notice of Borrowing, Borrower must promptly also deliver to Bank by electronic mail or facsimile a completed Loan Supplement, executed by a Responsible Officer or his or her designee, copies of invoices for the Financed Equipment and such reports and information, including without limitation, sales journals, cash receipts journals, accounts receivable aging reports, additional information as Bank may reasonably request in its sole discretion. On at least five (5) Business Days before the proposed Funding Date. At Bank’s discretion, Bank shall credit proceeds of an Advance have the opportunity to confirm that, upon filing the Designated Deposit Account andUCC-1 financing statement covering the Equipment described on the Loan Supplement, subsequently, Bank shall transfer have a first priority perfected security interest in such proceeds by wire transfer Equipment subject to such other account as Borrower may instruct in the Notice of Borrowing. Notwithstanding anything herein to the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such AdvancePermitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Proofpoint Inc)

Procedures for Borrowing. Subject to the prior satisfaction of all other applicable conditions to the making of an Advance each Term Loan set forth in this Agreement, an to obtain any Term Loan, Borrower shall deliver to the Collateral Agent and Lenders by electronic mail or facsimile a completed Advance Request Form for such Term Loan executed by a Responsible Officer of Borrower (which notice shall be made upon Borrower’s irrevocable written on and after the date on which such notice delivered is given and Borrower shall be bound to Bank make a borrowing in accordance therewith), in which case each Lender agrees to advance its Applicable Percentage of such Term Loan to Borrower on the Tranche A Closing Date, Tranche B Closing Date, Tranche C Closing Date or Tranche D Closing Date, as applicable, by wire transfer of same day funds in Dollars, to such account(s) in the form of a Transaction Report and a Notice of Borrowing or without instructions if any Advance is necessary United States as may be designated in writing to meet Obligations which have become due. The Notice of Borrowing shall be made the Collateral Agent by Borrower in the form attached hereto as Exhibit E and shall be executed by an Authorized Signer. Bank shall have received satisfactory evidence that the provision of such notices and the requests for Advances have been approved by Borrower’s board of directors. The Notice of Borrowing must be received by Bank prior to 12:00 p.m. Pacific time, (i) at least three (3) Business Days prior to the requested Funding Tranche A Closing Date, in the case of any LIBOR Advance, and (ii) on the requested Funding Tranche B Closing Date, in the case of a Prime Rate AdvanceTranche C Closing Date or Tranche D Closing Date, specifying: (A) the amount of the Advanceas applicable; (B) the requested Funding Date; (C) whether the Advance is to be comprised of LIBOR Advances or Prime Rate Advances; and (D) the duration of the Interest Period applicable to any such LIBOR Advances included in such notice; provided that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Advance comprised of LIBOR Advancesprovided, such Interest Period shall be one (1) month. Notwithstanding any terms in this Agreement however, that, with respect to the contrary, each LIBOR Advance shall not be less than One Million Dollars ($1,000,000.00) and shall be in a multiple of One Hundred Thousand Dollars ($100,000.00). In addition to such Notice of BorrowingTranche B Loan, Borrower must promptly shall deliver to Bank the Collateral Agent and Lenders by electronic mail or facsimile such reports and informationcompleted Advance Request Form no later than June 30, including without limitation2025; provided, sales journalsfurther, cash receipts journalsthat, accounts receivable aging reports, as Bank may request in its sole discretion. On the Funding Date, Bank shall credit proceeds of an Advance with respect to the Designated Deposit Account andTranche C Loan, subsequently, Borrower shall transfer such proceeds by wire transfer to such other account as Borrower may instruct in the Notice of Borrowing. Notwithstanding anything herein deliver to the contraryCollateral Agent and Lenders by electronic mail or facsimile, a LIBOR at its option should it wish to obtain the Tranche C Loan, such completed Advance shall only be made if Request Form no earlier than the date on which the conditions precedent set forth in Section 3.3(h) have been satisfied and no later than December 31, 2025; provided, finally, that, with respect to the Tranche D Loan, Borrower is Streamline Eligible and will remain Streamline Eligible after making such Advance.”shall

Appears in 1 contract

Samples: Loan Agreement (NovoCure LTD)

Procedures for Borrowing. 29. Subject to the prior satisfaction of all other applicable conditions to the making of an Advance set forth in this Agreement, an Advance shall be made upon Borrower’s (via an individual duly authorized by an Administrator) irrevocable written notice delivered to Bank in the form of a Transaction Report and a Notice of Borrowing or without instructions if any Advance Advances is necessary to meet Obligations which have become due. The Notice of Borrowing shall be made by Borrower through Bank’s online banking program, provided, however, if Borrower is not utilizing Bank’s online banking program, then such Notice of Borrowing shall be in the form attached hereto as Exhibit E C and shall be executed by an Authorized Signer. For purposes of clarification, to the extent that Bank’s online banking program does not allow an electronic submission of a Notice of Borrowing for a LIBOR Advance then Borrower shall be permitted to submit a Notice of Borrowing for a LIBOR Advance by email or other means described in Section 10, using a Notice of Borrowing in the form attached hereto as Exhibit C and executed by an Authorized Signer. Bank shall have received satisfactory evidence that the provision of Board has approved that such Authorized Signer may provide such notices and the requests for Advances have been approved by Borrower’s board of directorsrequest Advances. The Notice of Borrowing must be received by Bank prior to 12:00 p.m. Pacific time, (i) at least three (3) Business Days prior to the requested Funding Date, in the case of any LIBOR Advance, and (ii) on the requested Funding Date, in the case of a Prime Rate Advance, specifying: (A1) the amount of the Advance; (B2) the requested Funding Date; (C3) whether the Advance is to be comprised of LIBOR Advances or Prime Rate Advances; and (D4) the duration of the Interest Period applicable to any such LIBOR Advances included in such notice; provided that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Advance comprised of LIBOR Advances, such Interest Period shall be one (1) month. Notwithstanding any terms in this Agreement to the contrary, each LIBOR Advance shall not be less than One Million Dollars ($1,000,000.001,000,000) and shall be in a multiple of One Hundred Thousand Dollars ($100,000.00100,000). In addition to such Notice of Borrowing, Borrower must promptly deliver to Bank by electronic mail or through Bank’s online banking program such reports and information, including without limitation, sales journals, cash receipts journals, accounts receivable aging reports, as Bank may request in its sole discretion. On the Funding Date, Bank shall credit proceeds of an Advance to the Designated Deposit Account and, subsequently, shall transfer such proceeds by wire transfer to such other account as Borrower may instruct in the Notice of Borrowing. Notwithstanding anything herein to the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such Advance.

Appears in 1 contract

Samples: Loan and Security Agreement (Rubicon Project, Inc.)

Procedures for Borrowing. z. Subject to the prior satisfaction of all other applicable conditions to the making of an Advance set forth in this Agreement, an Advance shall be made upon Borrower’s (via an individual duly authorized by an Administrator) irrevocable written notice delivered to Bank in the form of a Transaction Report and a Notice of Borrowing or without instructions if any Advance Advances is necessary to meet Obligations which have become due. The Notice of Borrowing shall be made by Borrower through Bank’s online banking program, provided, however, if Borrower is not utilizing Bank’s online banking program, then such Notice of Borrowing shall be in the form attached hereto as Exhibit E C and shall be executed by an Authorized Signer. For purposes of clarification, to the extent that Bank’s online banking program does not allow an electronic submission of a Notice of Borrowing for a LIBOR Advance then Borrower shall be permitted to submit a Notice of Borrowing for a LIBOR Advance by email or other means described in Section 10, using a Notice of Borrowing in the form attached hereto as Exhibit C and executed by an Authorized Signer. Bank shall have received satisfactory evidence that the provision of Board has approved that such Authorized Signer may provide such notices and the requests for Advances have been approved by Borrower’s board of directorsrequest Advances. The Notice of Borrowing must be received by Bank prior to 12:00 p.m. Pacific time, (i) at least three (3) Business Days prior to the requested Funding Date, in the case of any LIBOR Advance, and (ii) on the requested Funding Date, in the case of a Prime Rate Advance, specifying: (A1) the amount of the Advance; (B2) the requested Funding Date; (C3) whether the Advance is to be comprised of LIBOR Advances or Prime Rate Advances; and (D4) the duration of the Interest Period applicable to any such LIBOR Advances included in such notice; provided that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Advance comprised of LIBOR Advances, such Interest Period shall be one (1) month. Notwithstanding any terms in this Agreement to the contrary, each LIBOR Advance shall not be less than One Million Dollars ($1,000,000.001,000,000) and shall be in a multiple of One Hundred Thousand Dollars ($100,000.00100,000). In addition to such Notice of Borrowing, Borrower must promptly deliver to Bank by electronic mail or through Bank’s online banking program such reports and information, including without limitation, sales journals, cash receipts journals, accounts receivable aging reports, as Bank may request in its sole discretion. On the Funding Date, Bank shall credit proceeds of an Advance to the Designated Deposit Account and, subsequently, shall transfer such proceeds by wire transfer to such other account as Borrower may instruct in the Notice of Borrowing. Notwithstanding anything herein to the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such Advance.

Appears in 1 contract

Samples: Loan and Security Agreement (Magnite, Inc.)

Procedures for Borrowing. (a) Subject to the prior satisfaction of all other applicable conditions to the making of an Advance set forth in this Agreement, an Advance shall be made upon Borrower’s irrevocable written notice delivered to Bank by electronic mail in the form of a Transaction Report and a Notice of Borrowing executed by an Authorized Signer or without instructions if any Advance Advances is necessary to meet Obligations which have become due. The Notice of Borrowing shall be made by Borrower in the form attached hereto as Exhibit E and shall be executed by an Authorized Signer. Bank shall have received satisfactory evidence that the provision of such notices and the requests for Advances have been approved by Borrower’s board of directors. The Such Notice of Borrowing must be received by Bank prior to 12:00 p.m. Pacific time, (i) at least three (3) Business Days prior to the requested Funding Date, in the case of any LIBOR Advance, and (ii) on the requested Funding Date, in the case of a Prime Rate Advance, specifying: (A1) the amount of the Advance; (B2) the requested Funding Date; (C3) whether the Advance is to be comprised of LIBOR Advances or Prime Rate Advances; and (D4) the duration of the Interest Period applicable to any such LIBOR Advances included in such notice; provided that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Advance comprised of LIBOR Advances, such Interest Period shall be one (1) month. Notwithstanding any terms in this Agreement to the contrary, each LIBOR Advance shall not be less than One Million Dollars ($1,000,000.00) and shall be in a multiple of One Hundred Thousand Dollars ($100,000.00). In addition to such Notice of Borrowing, during any Borrowing Base Period in connection with such request for an Advance, Borrower must promptly deliver to Bank by electronic mail such a completed Borrowing Base Certificate (it being understood that the calculation of the Borrowing Base shall be as of the month then most recently ended for which reports and information, including without limitation, sales journals, cash receipts journals, information necessary to determine the Borrowing Base for such month are available at the time such Notice of Borrowing is delivered) executed by an Authorized Signer together with accounts receivable aging reports, reports and such other reports and information as Bank may reasonably request in its sole discretion. On from time to time (such requests for other reports and information to be provided within two (2) Business Days of the Funding Date, Bank shall credit proceeds delivery of an Advance to the Designated Deposit Account and, subsequently, shall transfer such proceeds by wire transfer to such other account as Borrower may instruct in the applicable Notice of Borrowing. Notwithstanding anything herein to the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such Advance).

Appears in 1 contract

Samples: Loan and Security Agreement (Millennial Media Inc.)

Procedures for Borrowing. Subject to the prior satisfaction of all other applicable conditions to the making of an Advance set forth in this Agreement, to obtain an Advance Advance, Borrower (via an individual duly authorized by an Administrator) shall notify Bank (which notice shall be made upon Borrower’s irrevocable written irrevocable) by electronic mail by 12:00 p.m. CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WHERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 24B-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. Eastern time on the Funding Date of the Advance. Such notice delivered to Bank in the form of a Transaction Report and a Notice of Borrowing or without instructions if any Advance is necessary to meet Obligations which have become due. The Notice of Borrowing shall be made by Borrower in the form attached hereto as Exhibit E and through Bank’s online banking program, provided, however, if Borrower is not utilizing Bank’s online banking program, then such notice shall be in a written format acceptable to Bank that is executed by an Authorized Signer. Bank shall have received satisfactory evidence that the provision of Board has approved that such Authorized Signer may provide such notices and the requests for Advances have been approved by Borrower’s board of directorsrequest Advances. The Notice of Borrowing must be received by Bank prior to 12:00 p.m. Pacific time, (i) at least three (3) Business Days prior to the requested Funding Date, in the case of any LIBOR Advance, and (ii) on the requested Funding Date, in the case of a Prime Rate Advance, specifying: (A) the amount of the Advance; (B) the requested Funding Date; (C) whether the Advance is to be comprised of LIBOR Advances or Prime Rate Advances; and (D) the duration of the Interest Period applicable to In connection with any such LIBOR Advances included in such notice; provided that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Advance comprised of LIBOR Advances, such Interest Period shall be one (1) month. Notwithstanding any terms in this Agreement to the contrary, each LIBOR Advance shall not be less than One Million Dollars ($1,000,000.00) and shall be in a multiple of One Hundred Thousand Dollars ($100,000.00). In addition to such Notice of Borrowingnotification, Borrower must promptly deliver to Bank by electronic mail or through Bank’s online banking program such reports and information, including without limitation, sales journals, cash receipts journals, accounts receivable aging reports, as Bank may request in its sole discretionreasonably request. On the Funding Date, Bank shall credit proceeds of an Advance to the Designated Deposit Account and, subsequently, shall transfer such proceeds by wire transfer Account. Bank may make Advances under this Agreement based on instructions from an Authorized Signer or without instructions if the Advances are necessary to such other account as Borrower may instruct in the Notice of Borrowing. Notwithstanding anything herein to the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such Advancemeet Obligations which have become due.

Appears in 1 contract

Samples: Loan and Security Agreement (Keryx Biopharmaceuticals Inc)

Procedures for Borrowing. (a) Subject to the prior satisfaction of all other applicable conditions to the making of an a Term Loan Advance set forth in this Agreement, an a Term Loan Advance shall be made upon Borrower’s irrevocable written notice delivered to Bank Lender in the form of a Transaction Report and a Notice of Borrowing or without instructions if any Term Loan Advance is necessary to meet Obligations which have become due. The Notice of Borrowing shall be made by Borrower in the form attached hereto as Exhibit E D and shall be executed by an Authorized Signer. Bank Lender shall have received satisfactory evidence that the provision of Board has approved that such Authorized Signer may provide such notices and the requests for Advances have been approved by Borrower’s board of directorsrequest a Term Loan Advance. The Notice of Borrowing must be received by Bank Lender prior to 12:00 p.m. Pacific time, (i) at least three (3) Business Days prior to the requested Funding Date, in the case of any LIBOR Advance, and (ii) on the requested Funding Date, in the case of a Prime Rate Advance, specifying: (A1) the amount of the Term Loan Advance; (B2) the Currency in which such Term Loan Advance shall be denominated; (3) the requested Funding Date; (C4) whether the Term Loan Advance is to be comprised of LIBOR Advances or Prime Rate Advances; and (D5) the duration of the Interest Period applicable to any such LIBOR Advances included in such notice; provided that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Term Loan Advance comprised of LIBOR Advances, such Interest Period shall be one (1) month. Notwithstanding any terms in this Agreement to the contrary, each LIBOR Advance shall not be less than One Million Five Hundred Thousand Dollars ($1,000,000.00500,000) and shall be in a multiple of One Hundred Thousand Dollars ($100,000.00100,000). In addition to such Notice of Borrowing, Borrower must promptly deliver to Bank Lender by electronic mail such reports and information, including without limitation, sales journals, cash receipts journals, accounts receivable aging reports, as Bank Lender may request in its sole discretion. On the Funding Date, Bank shall credit proceeds of an Advance to the Designated Deposit Account and, subsequently, shall transfer such proceeds by wire transfer to such other account as Borrower may instruct in the Notice of Borrowing. Notwithstanding anything herein to the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such Advance.

Appears in 1 contract

Samples: Mezzanine Loan and Security Agreement (Lantronix Inc)

Procedures for Borrowing. (a) Subject to the prior satisfaction of all other applicable conditions to the making of an Advance set forth in this Agreement, an Advance shall be made upon Borrower’s irrevocable written notice delivered to Bank by electronic mail in the form of a Transaction Report and a Notice of Borrowing executed by an Authorized Signer or without instructions if any Advance Advances is necessary to meet Obligations which have become due. The Notice of Borrowing shall be made by Borrower in the form attached hereto as Exhibit E and shall be executed by an Authorized Signer. Bank shall have received satisfactory evidence that the provision of such notices and the requests for Advances have been approved by Borrower’s board of directors. The Such Notice of Borrowing must be received by Bank prior to 12:00 p.m. Pacific time, (i) at least three (3) Business Days prior to the requested Funding Date, in the case of any LIBOR AdvanceAdvance (which are only available when a Streamline Period is in effect), and (ii) on the requested Funding Date, in the case of a Prime Rate Advance, specifyingspecifying in each case: (A1) the amount of the Advance; (B2) the Currency in which such Advance shall be denominated; (3) the requested Funding Date; (C4) whether the Advance is to be comprised of LIBOR Advances or Prime Rate Advances; and (D5) the duration of the Interest Period applicable to any such LIBOR Advances included in such notice; provided that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Advance comprised of LIBOR Advances, such Interest Period shall be one (1) month. Notwithstanding any terms in this Agreement to the contrary, each LIBOR Advance shall not be less than One Million Dollars ($1,000,000.00) and shall be in a multiple of One Hundred Thousand Dollars ($100,000.00). In addition to such Notice of Borrowing, Borrower must promptly deliver to Bank by electronic mail a completed Transaction Report executed by an Authorized Signer together with such other reports and information, including without limitation, sales journals, cash receipts journals, accounts receivable aging reports, as Bank may request in its sole discretion. On the Funding Date, Bank shall credit proceeds of an Advance to the Designated Deposit Account and, subsequently, shall transfer such proceeds by wire transfer to such other account as Borrower may instruct in the Notice of Borrowing. Notwithstanding anything herein to the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such Advance.

Appears in 1 contract

Samples: Loan and Security Agreement (Planar Systems Inc)

Procedures for Borrowing. Subject to the prior satisfaction of all other applicable conditions to the making of an Advance set forth in this Agreement, an each Advance shall be made upon Borrower’s irrevocable written notice delivered to Bank in the form of a Transaction Report and a Notice of Borrowing Borrowing, each executed by a Responsible Officer of Borrower or his or her designee or without instructions if any Advance is the Advances are necessary to meet Obligations which have become due. The Notice of Borrowing shall be made Bank may rely on any telephone notice given by a person whom Bank believes is a Responsible Officer or designee. Borrower in the form attached hereto as Exhibit E and shall be executed by an Authorized Signerwill indemnify Bank for any loss Bank suffers due to such reliance. Bank shall have received satisfactory evidence that the provision of such notices and the requests for Advances have been approved by Borrower’s board of directors. The Such Notice of Borrowing must be received by Bank prior to 12:00 p.m. Pacific time, (i) at least three (3) Business Days prior to the requested Funding Date, in the case of any LIBOR AdvanceAdvances, and (ii) on the requested Funding Date, in the case of a Prime Rate AdvanceAdvances, specifying: (A1) the amount of the Advance; (B2) the requested Funding Date; (C3) whether the Advance is to be comprised of LIBOR Advances or Prime Rate Advances; and (D4) the duration of the Interest Period applicable to any such LIBOR Advances included in such notice; provided that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Advance comprised of LIBOR Advances, such Interest Period shall be one (1) month. Notwithstanding any terms in this Agreement The proceeds of all such Advances will then be made available to Borrower on the contrary, each LIBOR Advance shall not be less than One Million Dollars ($1,000,000.00) and shall be in a multiple of One Hundred Thousand Dollars ($100,000.00). In addition to such Notice of Borrowing, Borrower must promptly deliver to Funding Date by Bank by electronic mail such reports and information, including without limitation, sales journals, cash receipts journals, accounts receivable aging reports, as Bank may request in its sole discretion. On the Funding Date, Bank shall credit proceeds of an Advance transfer to the Designated Deposit Account and, subsequently, shall transfer such proceeds by wire transfer to such other account as Borrower may instruct in the Notice of Borrowing. Notwithstanding anything herein No Advances shall be deemed made to the contraryBorrower, a LIBOR Advance and no interest shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making accrue on any such Advance, until the related funds have been deposited in the Designated Deposit Account.

Appears in 1 contract

Samples: Loan and Security Agreement (Concurrent Computer Corp/De)

Procedures for Borrowing. (a) Subject to the prior satisfaction of all other applicable conditions to the making of an Advance set forth in this Agreement, an Advance shall be made upon Administrative Borrower’s or Singapore Borrower’s (in each case, via an individual duly authorized by an Administrator) irrevocable written notice delivered to Bank in the form of a Transaction Report and a Notice of Borrowing or without instructions if any Advance is necessary to meet Obligations which have become due. The Notice of Borrowing shall be made by Borrower through Bank’s online banking program, provided, however, if Borrower is not utilizing Bank’s online banking program, then such Notice of Borrowing shall be in the form attached hereto as Exhibit E C and shall be executed by an Authorized Signer. Bank shall have received satisfactory evidence that the provision of Board has approved that such Authorized Signer may provide such notices and the requests for Advances have been approved by Borrower’s board of directorsrequest Advances. The Notice of Borrowing must be received by Bank prior to 12:00 p.m. Pacific time, (i) at least three (3) Business Days prior to the requested Funding Date, in the case of any LIBOR Advance, and (ii) on the requested Funding Date, in the case of a Prime Rate Advance, specifying: (A1) the amount of the Advance; (B2) the Currency in which such Advance shall be denominated; (3) the requested Funding Date; (C4) whether the Advance is to be comprised of LIBOR Advances or Prime Rate Advances; and (D5) the duration of the Interest Period applicable to any such LIBOR Advances included in such notice; provided that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Advance comprised of LIBOR Advances, such Interest Period shall be one (1) month. Notwithstanding any terms in this Agreement to the contrary, each LIBOR Advance shall not be less than One Million Dollars ($1,000,000.00) (or one million (1,000,000.00) of the applicable units for a LIBOR Advance to be made in an Optional Currency) and shall be in a multiple of One Hundred Thousand Dollars ($100,000.00) (or one hundred thousand (100,000.00) of the applicable units for a LIBOR Advance to be made in an Optional Currency). In addition to such Notice of Borrowing, either Administrative Borrower or Singapore Borrower, as applicable, must promptly deliver to Bank by electronic mail or through Bank’s online banking program such reports and information, including without limitation, sales journals, cash receipts journals, accounts receivable aging reports, as Bank may request in its sole discretion. On discretion (including an updated Borrowing Base Certificate signed by a Responsible Officer if the Funding Date, Bank shall credit proceeds of an Advance most recent Borrowing Base Certificate delivered pursuant to Section 6.2(e) is dated 30 days or more prior to the Designated Deposit Account and, subsequently, shall transfer such proceeds by wire transfer to such other account as Borrower may instruct in date of the Notice of Borrowing. Notwithstanding anything herein to the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such Advance).

Appears in 1 contract

Samples: Loan and Security Agreement (Aviat Networks, Inc.)

Procedures for Borrowing. Subject to the prior satisfaction of all other applicable conditions to the making of an Advance set forth in this Agreement, to obtain an Advance (other than Advances under Sections 2.1.2 or 2.1.4), Borrowers shall notify Bank (which notice shall be made upon Borrower’s irrevocable written notice delivered irrevocable) by electronic mail, facsimile, or telephone by 12:00 p.m. Pacific time on the Funding Date of the Advance. Together with any such electronic or facsimile notification, Borrowers shall deliver to Bank in the form of by electronic mail or facsimile a Transaction Report and completed Payment/Advance Form executed by a Notice of Borrowing Responsible Officer or his or her designee. Bank may rely on any telephone notice given by a person whom Bank believes is a Responsible Officer or designee. Bank may make Advances under this. Agreement based on instructions from a Responsible Officer or his or her designee or without instructions if any Advance is the Advances are necessary to meet Obligations which have become due. The In the case of the Term Loan, a Notice of Borrowing shall be made by Borrower (in the form attached hereto as of Exhibit E and shall be executed by an Authorized Signer. Bank shall have received satisfactory evidence that the provision of such notices and the requests for Advances have been approved by Borrower’s board of directors. The Notice of Borrowing X-x) must be received by Bank prior to 12:00 p.m. Pacific time, (i) at least three (3) Business Days prior to the requested Funding Date, in the case of any LIBOR AdvanceTerm Loans, and (ii) on the requested Funding Date, in the case of a Prime Rate AdvanceTerm Loans, specifying: (A1) the amount of the AdvanceTerm Loan; (B2) the requested Funding Date; (C3) whether the Advance Term Loan is to be comprised of LIBOR Advances Term Loans or Prime Rate AdvancesTerm Loans; and (D4) the duration of the Interest Period applicable to any such LIBOR Advances Term Loans included in such notice; provided that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Advance comprised of LIBOR AdvancesTerm Loan, such Interest Period shall be one (1) month. Notwithstanding any terms in this Agreement The proceeds of all such Advances and the Term Loan will be made available to Borrowers on the contrary, each LIBOR Advance shall not be less than One Million Dollars ($1,000,000.00) and shall be in a multiple of One Hundred Thousand Dollars ($100,000.00). In addition to such Notice of Borrowing, Borrower must promptly deliver to Funding Date by Bank by electronic mail such reports and information, including without limitation, sales journals, cash receipts journals, accounts receivable aging reports, as Bank may request in its sole discretion. On the Funding Date, Bank shall credit proceeds of an Advance transfer to the Designated Deposit Account and, subsequently, shall transfer such proceeds by wire transfer to such other account as Borrower may instruct in the Notice of Borrowing. Notwithstanding anything herein No Advances or Term Loan shall be deemed made to Borrowers, and no interest shall accrue on any such Credit Extension, until the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such Advancerelated funds have been deposited in the Designated Deposit Account.

Appears in 1 contract

Samples: Loan and Security Agreement (Financial Engines, Inc.)

Procedures for Borrowing. (a) Subject to the prior satisfaction of all other applicable conditions to the making of an Advance set forth in this Agreement, an each Advance shall be made upon Administrative Borrower’s or Singapore Borrower’s irrevocable written notice delivered to Bank by electronic mail in the form of a Transaction Report and a Notice of Borrowing executed by an Authorized Signer or without instructions if any Advance is necessary to meet Obligations which have become due. The Notice of Borrowing shall be made by Borrower in the form attached hereto as Exhibit E and shall be executed by an Authorized Signer. Bank shall have received satisfactory evidence that the provision of such notices and the requests for Advances have been approved by Borrower’s board of directors. The Such Notice of Borrowing must be received by Bank prior to 12:00 p.m. Pacific time, (i) at least three (3) Business Days prior to the requested Funding Date, in the case of any LIBOR Advance, and (ii) on the requested Funding Date, in the case of a Prime Rate Advance, specifying: (A1) the amount of the Advance; (B2) the Currency in which such Advance shall be denominated; (3) the requested Funding Date; (C4) whether the Advance is to be comprised of LIBOR Advances or Prime Rate Advances; and (D5) the duration of the Interest Period applicable to any such LIBOR Advances included in such notice; provided that each borrowing made hereunder, whether a LIBOR Advance or a Prime Rate Advance, shall be a minimum of One Million Dollars ($1,000,000) and integral multiples of One Million Dollars ($1,000,000) thereof; provided, further that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Advance comprised of LIBOR Advances, such Interest Period shall be one (1) month. Notwithstanding any terms in this Agreement to the contrary, each LIBOR Advance shall not be less than One Million Dollars ($1,000,000.00) and shall be in a multiple of One Hundred Thousand Dollars ($100,000.00). In addition to such Notice of Borrowing, either Administrative Borrower or Singapore Borrower, as applicable, must promptly deliver to Bank by electronic mail a completed Transaction Report executed by an Authorized Signer of such Borrower together with such other reports and information, including without limitation, sales journals, cash receipts journals, accounts receivable aging reports, as Bank may request in its sole reasonable discretion. On the Funding Date, Bank shall credit proceeds of an Advance to the Designated Deposit Account and, subsequently, shall transfer such proceeds by wire transfer to such other account as Borrower may instruct in the Notice of Borrowing. Notwithstanding anything herein to the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such Advance.

Appears in 1 contract

Samples: Loan and Security Agreement (Aviat Networks, Inc.)

Procedures for Borrowing. (a) Subject to the prior satisfaction of all other applicable conditions to the making of an Advance set forth in this Agreement, an Advance shall be made upon Borrower’s irrevocable written notice delivered to Bank by electronic mail in the form of a Transaction Report and a Notice of Borrowing executed by an Authorized Signer or without instructions if any Advance Advances is necessary to meet Obligations which have become due. The Notice of Borrowing shall be made by Borrower in the form attached hereto as Exhibit E and shall be executed by an Authorized Signer. Bank shall have received satisfactory evidence that the provision of such notices and the requests for Advances have been approved by Borrower’s board of directors. The Such Notice of Borrowing must be received by Bank prior to 12:00 p.m. Pacific time, (i) at least three (3) Business Days prior to the requested Funding Date, in the case of any LIBOR Advance, and (ii) on the requested Funding Date, in the case of a Prime Rate Advance, specifying: (A1) the amount of the Advance; (B2) the Currency in which such Advance shall be denominated; (3) the requested Funding Date; (C4) whether the Advance is to be comprised of LIBOR Advances or Prime Rate Advances (provided, however, that during any Off-Streamline Period, Borrower shall only request, and Bank shall only be obligated to make, Prime Rate Advances); and (D5) the duration of the Interest Period applicable to any such LIBOR Advances included in such notice; provided that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Advance comprised of LIBOR Advances, such Interest Period shall be one (1) month. Notwithstanding any terms in this Agreement to the contrary, each LIBOR Advance shall not be less than One Million Dollars ($1,000,000.00) and shall be in a multiple of One Hundred Thousand Dollars ($100,000.00). In addition to such Notice of Borrowing, Borrower must promptly deliver to Bank by electronic mail a completed Transaction Report executed by an Authorized Signer together with such other reports and information, including without limitation, sales journals, cash receipts journals, accounts receivable aging reports, as Bank may request in its sole discretion. On the Funding Date, Bank shall credit proceeds of an Advance to the Designated Deposit Account and, subsequently, shall transfer such proceeds by wire transfer to such other account as Borrower may instruct in the Notice of Borrowing. Notwithstanding anything herein to the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such Advance.

Appears in 1 contract

Samples: Loan and Security Agreement (Electro Scientific Industries Inc)

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Procedures for Borrowing. (a) Subject to the prior satisfaction of all other applicable conditions to the making of an Advance set forth in this Agreement, an Advance shall be made upon Lead Borrower’s (via an individual duly authorized by an Administrator) irrevocable written notice delivered to Bank in the form of a Transaction Report and a Notice of Borrowing or without instructions if any Advance is Advances are necessary to meet Obligations which have become due; provided, however, that any such notice may state that it is conditioned upon the occurrence or non-occurrence of any event specified therein, in which case such notice may be revoked by the Lead Borrower (by written notice to Bank on or prior to the specified effective date) if such condition is not satisfied. The Notice of Borrowing shall be made by Lead Borrower through Bank’s online banking program, provided, however, if Lead Borrower is not utilizing Bank’s online banking program, then such Notice of Borrowing shall be in the form attached hereto as Exhibit E B and shall be executed by an Authorized Signer. Bank shall have received satisfactory evidence that the provision of such notices and the requests for Advances have been approved by Borrower’s board of directors. The Notice of Borrowing must be received by Bank prior to 12:00 p.m. Pacific Eastern time, (i) at least three (3) Business Days prior to the requested Funding Date, in the case of any LIBOR Advance, and (ii) on the requested Funding Date, in the case of a Prime Rate Advance, and in each case specifying: (A1) the amount of the Advance; (B2) the requested Funding Date; and (C3) whether the Advance is to be comprised of LIBOR Advances Advance or Prime Rate Advances; and (D) the duration of the Interest Period applicable to any such LIBOR Advances included in such notice; provided that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Advance comprised of LIBOR Advances, such Interest Period shall be one (1) monthAdvance. Notwithstanding any terms in this Agreement to the contrary, each LIBOR Advance shall not be less than One Million Dollars ($1,000,000.00) and shall be in a multiple of One Hundred Thousand Dollars ($100,000.00). In addition to such Notice of Borrowing, Lead Borrower must shall promptly deliver to Bank by electronic mail such reports and information, including without limitation, sales journals, cash receipts journals, or through Bank’s online banking program accounts receivable aging reports, as Bank may request in its sole discretionreasonably request. On the Funding Date, (b) Bank shall credit proceeds of an Advance a Credit Extension to the Designated Deposit Account and, subsequently, shall transfer Account. Bank may make Advances under this Agreement based on instructions from an Authorized Signer or without instructions if such proceeds by wire transfer Advances are necessary to such other account as Borrower may instruct in the Notice of Borrowingmeet Obligations which have become due. Notwithstanding anything herein to the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such Advance.”1.10

Appears in 1 contract

Samples: Loan and Security Agreement (Outbrain Inc.)

Procedures for Borrowing. (a) Subject to the prior satisfaction of all other applicable conditions to the making of an Advance set forth in this Agreement, an Advance shall be made upon Borrower’s (via an individual duly authorized by an Administrator) irrevocable written notice delivered to Bank in the form of a Transaction Report and a Notice of Borrowing or without instructions if any Advance Advances is necessary to meet Obligations which have become due. The Notice of Borrowing shall be made by Borrower through Bank’s online banking program, provided, however, if Borrower is not utilizing Bank’s online banking program, then such Notice of Borrowing shall be in the form attached hereto as Exhibit E D and shall be executed by an Authorized Signer. Bank shall have received satisfactory evidence that the provision of Board has approved that such Authorized Signer may provide such notices and the requests for Advances have been approved by Borrower’s board of directorsrequest Advances. The Notice of Borrowing must be received by Bank prior to 12:00 p.m. Pacific time, (i) at least three (3) Business Days prior to the requested Funding Date, in the case of any LIBOR Advance, and (ii) on the requested Funding Date, in the case of a Prime Rate Advance, specifying: (A1) the amount of the Advance; (B2) the Currency in which such Advance shall be denominated; (3) the requested Funding Date; (C4) whether the Advance is to be comprised of LIBOR Advances or Prime Rate Advances; and (D5) the duration of the Interest Period applicable to any such LIBOR Advances included in such notice; provided that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Advance comprised of LIBOR Advances, such Interest Period shall be one (1) month. Notwithstanding any terms in this Agreement to the contrary, each LIBOR Advance shall not be less than One Million Five Hundred Thousand Dollars ($1,000,000.00500,000) and shall be in a multiple of One Hundred Thousand Dollars ($100,000.00100,000). In addition to such Notice of Borrowing, Borrower must promptly deliver to Bank by electronic mail or through Bank’s online banking program such reports and information, including without limitation, sales journals, cash receipts journals, accounts receivable aging reports, as Bank may request in its sole discretion. On the Funding Date, Bank shall credit proceeds of an Advance to the Designated Deposit Account and, subsequently, shall transfer such proceeds by wire transfer to such other account as Borrower may instruct in the Notice of Borrowing. Notwithstanding anything herein to the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such Advance.

Appears in 1 contract

Samples: Loan and Security Agreement (Lantronix Inc)

Procedures for Borrowing. Subject to the prior satisfaction of all other applicable conditions to the making of an Advance the Term Loan set forth in this Agreement, an to obtain the Term Loan, Borrower shall deliver to Lender by electronic mail or facsimile by no later than 5:00 pm on February 23, 2017 a completed Payment/Advance Form for the requested Term Loan executed by a Responsible Officer of Borrower, or his or her designee (which notice shall be made upon irrevocable on and after the date on which such notice is given and Borrower shall be bound to make a borrowing in accordance therewith), in which case Lender shall make the Term Loan available to Borrower not later than 2:00 p.m. on the Closing Date, which such date shall occur not more than twenty (20) days after the date of delivery of such Payment/Advance Form (or, if the 20th day is not a Business Day, on the next Business Day thereafter), by wire transfer of same day funds in Dollars, to such account(s) as may be designated in writing to Lender by Borrower. Failure of Borrower to deliver such notice regarding the making of the Term Loan on or before 5:00 pm on February 23, 2017 shall be deemed to constitute Borrower’s irrevocable election not to request the proceeds of the Term Loan, and this Agreement shall terminate without any further obligation of Borrower hereunder other than accrued legal fees and expenses payable. Without limiting the foregoing, Borrower may terminate this Agreement, and any obligation of Lender to make the Term Loan hereunder, by written notice delivered to Bank in the form of a Transaction Report and a Notice of Borrowing or without instructions if at any Advance is necessary to meet Obligations which have become due. The Notice of Borrowing shall be made by Borrower in the form attached hereto as Exhibit E and shall be executed by an Authorized Signer. Bank shall have received satisfactory evidence that the provision of such notices and the requests for Advances have been approved by Borrower’s board of directors. The Notice of Borrowing must be received by Bank prior to 12:00 p.m. Pacific time, (i) at least three (3) Business Days time prior to the requested Funding Date, in the case of any LIBOR Advance, and (ii) on the requested Funding Date, in the case delivery of a Prime Rate Advancecompleted Payment/Advance Form requesting a Term Loan, specifying: (A) the amount without any further obligation of the Advance; (B) the requested Funding Date; (C) whether the Advance is Borrower hereunder other than for accrued and unpaid Lender Expenses pursuant to be comprised of LIBOR Advances or Prime Rate Advances; and (D) the duration of the Interest Period applicable to any Section 2.4, which shall survive such LIBOR Advances included in such notice; provided that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Advance comprised of LIBOR Advances, such Interest Period shall be one (1) month. Notwithstanding any terms in this Agreement to the contrary, each LIBOR Advance shall not be less than One Million Dollars ($1,000,000.00) and shall be in a multiple of One Hundred Thousand Dollars ($100,000.00). In addition to such Notice of Borrowing, Borrower must promptly deliver to Bank by electronic mail such reports and information, including without limitation, sales journals, cash receipts journals, accounts receivable aging reports, as Bank may request in its sole discretion. On the Funding Date, Bank shall credit proceeds of an Advance to the Designated Deposit Account and, subsequently, shall transfer such proceeds by wire transfer to such other account as Borrower may instruct in the Notice of Borrowing. Notwithstanding anything herein to the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such Advancetermination.

Appears in 1 contract

Samples: Loan and Security Agreement (Merrimack Pharmaceuticals Inc)

Procedures for Borrowing. (a) Subject to the prior satisfaction of all other applicable conditions to the making of an Advance set forth in Section 3.1 and Section 3.2 of this Agreement, an Advance shall be made upon Borrower’s (via an individual duly authorized by an Administrator) irrevocable written notice delivered to Bank in the form of a Transaction Report and a Notice of Borrowing or without instructions if any Advance Advances is necessary to meet Obligations which have become due. The Notice of Borrowing shall be made by Borrower through Bank’s online banking program, provided, however, if Borrower is not utilizing Bank’s online banking program, then such Notice of Borrowing shall be in the form attached hereto as Exhibit E C and shall be executed by an Authorized Signer. Bank shall have received satisfactory evidence that the provision of Board has approved that such Authorized Signer may provide such notices and the requests for Advances have been approved by Borrower’s board of directorsrequest Advances. The Notice of Borrowing must be received by Bank prior to 12:00 p.m. Pacific time, (i) at least three (3) Business Days prior to the requested Funding Date, in the case of any LIBOR Advance, and (ii) on the requested Funding Date, in the case of a Prime Rate Advance, specifying: (A1) the amount of the Advance; (B2) the requested Funding Date; (C3) whether the Advance is to be comprised of LIBOR Advances or Prime Rate Advances, provided that LIBOR Advances shall only be available when a Streamline Period is in effect; and (D4) the duration of the Interest Period applicable to any such LIBOR Advances included in such notice; provided that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Advance comprised of LIBOR Advances, such Interest Period shall be one (1) month. Notwithstanding any terms in this Agreement to the contrary, each LIBOR Advance shall not be less than One Million Dollars ($1,000,000.00) and shall be in a multiple of One Hundred Thousand Dollars ($100,000.00). In addition to such Notice of Borrowing, Borrower must promptly deliver to Bank by electronic mail or through Bank’s online banking program (i) if Borrower has not delivered a Compliance Certificate to Bank within the period commencing on the date that is thirty (30) days prior to the date on which Borrower delivers the Notice of Borrowing to Bank, a duly completed Compliance Certificate signed by a Responsible Officer and otherwise in the form required pursuant to Section 6.2(e), (ii) if Borrower has not delivered a Borrowing Base Report to Bank within the period commencing on the date that is thirty (30) days prior to the date on which Borrower delivers the Notice of Borrowing to Bank, a Borrowing Base Report (and any schedules related thereto and including any other information requested by Bank with respect to Borrower’s Accounts), and (iii) such other reports and information, including without limitation, sales journals, cash receipts journals, accounts receivable aging reports, as Bank may request in its sole reasonable discretion. On the Funding Date, Bank shall credit proceeds of an Advance to the Designated Deposit Account and, subsequently, shall transfer such proceeds by wire transfer to such other account as Borrower may instruct in the Notice of Borrowing. Notwithstanding anything herein to the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such Advance.

Appears in 1 contract

Samples: Loan and Security Agreement (Harmonic Inc)

Procedures for Borrowing. (a) Subject to the prior satisfaction of all other applicable conditions to the making of an Advance set forth in this Agreement, an Advance shall be made upon Borrower’s (via an individual duly authorized by an Administrator) irrevocable written notice delivered to Bank in the form of a Transaction Report and a Notice of Borrowing or without instructions if any Advance Advances is necessary to meet Obligations which have become due. The Notice of Borrowing shall be made by Borrower through Bank’s online banking program, provided, however, if Borrower is not utilizing Bank’s online banking program, then such Notice of Borrowing shall be in the form attached hereto as Exhibit E C and shall be executed by an Authorized Signer. Bank shall have received satisfactory evidence that the provision of Board has approved that such Authorized Signer may provide such notices and the requests for Advances have been approved by Borrower’s board of directorsrequest Advances. The Notice of Borrowing must be received by Bank prior to 12:00 p.m. Pacific time, (i) at least three (3) Business Days prior to the requested Funding Date (other than the Funding Date on the Effective Date, which Notice of Borrowing may be submitted to Bank on the same day), in the case of any LIBOR Advance, and (ii) on the requested Funding Date, in the case of a Prime Rate Advance, specifying: (A1) the amount of the Advance; (B2) the requested Funding Date; (C3) whether the Advance is to be comprised of LIBOR Advances or Prime Rate Advances, provided that LIBOR Advances may only be requested when a Streamline Period is in effect; and (D4) the duration of the Interest Period applicable to any such LIBOR Advances included in such notice; , provided that LIBOR Advances may only be requested when a Streamline Period is in effect, and provided, further, that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Advance comprised of LIBOR Advances, such Interest Period shall be one (1) month. Notwithstanding any terms in this Agreement to the contrary, each LIBOR Advance shall not be less than One Million [***] Dollars ($1,000,000.00[***]) and shall be in a multiple of One Hundred Thousand [***] Dollars ($100,000.00[***]). In addition to such Notice of Borrowing, Borrower must promptly deliver to Bank by electronic mail or through Bank’s online banking program such reports and information, including without limitation, sales journals, cash receipts journals, accounts receivable aging reports, as Bank may request in its sole discretion. On the Funding Date, Bank shall credit proceeds of an Advance to the Designated Deposit Account and, subsequently, shall transfer such proceeds by wire transfer to such other account as Borrower may instruct in the Notice of Borrowing. Notwithstanding anything herein to the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such Advance.

Appears in 1 contract

Samples: Loan and Security Agreement (Calix, Inc)

Procedures for Borrowing. (a) Subject to the prior satisfaction of all other applicable conditions to the making of an Advance set forth in Section 3.1 and Section 3.2 of this Agreement, an Advance shall be made upon a Borrower’s (via an individual duly authorized by an Administrator) irrevocable written notice delivered to Bank in the form of a Transaction Report and a Notice of Borrowing or without instructions if any Advance Advances is necessary to meet Obligations which have become due. The Notice of Borrowing shall be made by the applicable Borrower through Bank’s online banking program, provided, however, if the applicable Borrower is not utilizing Bank’s online banking program, then such Notice of Borrowing shall be in the form attached hereto as Exhibit E C and shall be executed by an Authorized Signer. Bank shall have received satisfactory evidence that the provision of Board has approved that such Authorized Signer may provide such notices and the requests for Advances have been approved by Borrower’s board of directorsrequest Advances. The Notice of Borrowing must be received by Bank prior to 12:00 p.m. Pacific time, (i) at least three (3) Business Days prior to the requested Funding Date, in the case of any LIBOR Advance, and (ii) on the requested Funding Date, in the case of a Prime Rate Advance, specifying: (A1) the amount of the Advance; (B2) the requested Funding Date; (C3) whether the Advance is to be comprised of LIBOR Advances or Prime Rate Advances, provided that LIBOR Advances shall only be available when a Streamline Period is in effect; and (D4) the duration of the Interest Period applicable to any such LIBOR Advances included in such notice; provided that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Advance comprised of LIBOR Advances, such Interest Period shall be one (1) month. Notwithstanding any terms in this Agreement to the contrary, each LIBOR Advance shall not be less than One Million Dollars ($1,000,000.00) and shall be in a multiple of One Hundred Thousand Dollars ($100,000.00). In addition to such Notice of Borrowing, the applicable Borrower must promptly deliver to Bank by electronic mail or through Bank’s online banking program (i) if Borrowers have not delivered a Compliance Certificate to Bank within the period commencing on the date that is thirty (30) days prior to the date on which a Borrower delivers the Notice of Borrowing to Bank, a duly completed Compliance Certificate signed by a Responsible Officer of each Borrower and otherwise in the form required pursuant to Section 6.2(e), (ii) if such Borrower has not delivered a Borrowing Base Report to Bank within the period commencing on the date that is thirty (30) days prior to the date on which such Borrower delivers the Notice of Borrowing to Bank, a Borrowing Base Report for such Borrower (and any schedules related thereto and including any other information requested by Bank with respect to such Borrower’s Accounts), and (iii) such other reports and information, including without limitation, sales journals, cash receipts journals, accounts receivable aging reports, as Bank may request in its sole reasonable discretion. On the Funding Date, Bank shall credit proceeds of an Advance to the Designated Deposit Account and, subsequently, shall transfer such proceeds by wire transfer to such other account as Borrower may instruct in the Notice of Borrowing. Notwithstanding anything herein to the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such Advance.

Appears in 1 contract

Samples: Loan and Security Agreement (Harmonic Inc)

Procedures for Borrowing. Subject to the prior satisfaction of all other applicable conditions to the making of an Advance set forth in this Agreement, to obtain an Advance Advance, Borrower shall notify Bank (which notice shall be made upon Borrower’s irrevocable written notice delivered irrevocable) by electronic mail, facsimile, or telephone by 12:00 noon Eastern time on the Funding Date of the Advance. Together with any such electronic or facsimile notification, Borrower shall deliver to Bank in by electronic mail or facsimile a completed Payment/Advance Form executed by a Responsible Officer or his or her designee. Bank may rely on any telephone notice given by a person whom Bank believes is a Responsible Officer or designee. Bank shall credit Advances to the form of Designated Deposit Account. Bank may make Advances under this Agreement based on instructions from a Transaction Report and a Notice of Borrowing Responsible Officer or his or her designee or without instructions if any Advance is the Advances are necessary to meet Obligations which have become due. .” 5 The Notice of Borrowing Loan Agreement shall be made amended by inserting the following text to appear at the end of Section 4.1 (Grant of Security Interest) thereof: “ Borrower acknowledges that it previously has entered, and/or may in the form attached hereto as Exhibit E and future enter, into Bank Services Agreements with Bank. Regardless of the terms of any Bank Services Agreement, Borrower agrees that any amounts Borrower owes Bank thereunder shall be executed deemed to be Obligations hereunder and that it is the intent of Borrower and Bank to have all such Obligations secured by an Authorized Signerthe first priority perfected security interest in the Collateral granted herein (subject only to Permitted Liens that are permitted pursuant to the terms of this Agreement to have superior priority to Bank’s Lien in this Agreement). In the event (a) all Obligations (other than inchoate indemnity obligations), except for Bank Services, are satisfied in full, and (b) this Agreement is terminated, Bank shall have received satisfactory evidence that terminate the provision security interest granted herein upon Borrower providing cash collateral acceptable to Bank in its good faith business judgment for Bank Services, if any. In the event such Bank Services consist of such notices and the requests for Advances have been approved by Borrower’s board outstanding Letters of directors. The Notice of Borrowing must be received by Credit, Borrower shall provide to Bank prior cash collateral in an amount equal to 12:00 p.m. Pacific time, (i) at least three one hundred five percent (3105.0%) Business Days prior to of the requested Funding Date, face amount of all such Letters of Credit denominated in the case of any LIBOR Advance, Dollars and (ii) on one hundred ten percent (110.0%) of the requested Funding DateDollar Equivalent of the face amount of all such Letters of Credit denominated in a Foreign Currency plus, in the case of a Prime Rate Advanceeach case, specifying: all interest, fees, and costs due or to become due in connection therewith (A) the amount as estimated by Bank in its good faith business judgment), to secure all of the Advance; (B) the requested Funding Date; (C) whether the Advance is to be comprised of LIBOR Advances or Prime Rate Advances; and (D) the duration of the Interest Period applicable to any such LIBOR Advances included in such notice; provided that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Advance comprised of LIBOR Advances, such Interest Period shall be one (1) month. Notwithstanding any terms in this Agreement to the contrary, each LIBOR Advance shall not be less than One Million Dollars ($1,000,000.00) and shall be in a multiple of One Hundred Thousand Dollars ($100,000.00). In addition Obligations relating to such Notice Letters of Borrowing, Borrower must promptly deliver to Bank by electronic mail such reports and information, including without limitation, sales journals, cash receipts journals, accounts receivable aging reports, as Bank may request in its sole discretion. On the Funding Date, Bank shall credit proceeds of an Advance to the Designated Deposit Account and, subsequently, shall transfer such proceeds by wire transfer to such other account as Borrower may instruct in the Notice of Borrowing. Notwithstanding anything herein to the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such AdvanceCredit.”

Appears in 1 contract

Samples: Third Loan Modification Agreement (Soundbite Communications Inc)

Procedures for Borrowing. (a) Subject to the prior satisfaction of all other applicable conditions to the making of an Advance set forth in this Agreement, an Advance (other than under Section 1.2) shall be made upon Lead Borrower’s (via an individual duly authorized by an Administrator) irrevocable written notice delivered to Bank in the form of a Transaction Report and a Notice of Borrowing or without instructions if any Advance is Advances are necessary to meet Obligations which have become due; provided, however, that any such notice may state that it is conditioned upon the occurrence or non-occurrence of any event specified therein, in which case such notice may be revoked by the Lead Borrower (by written notice to Bank on or prior to the specified effective date) if such condition is not satisfied. The Notice of Borrowing shall be made by Lead Borrower through Bank’s online banking program, provided, however, if Lead Borrower is not utilizing Bank’s online banking program, then such Notice of Borrowing shall be in the form attached hereto as Exhibit E B and shall be executed by an Authorized Signer. Bank shall have received satisfactory evidence that the provision of such notices and the requests for Advances have been approved by Borrower’s board of directors. The Notice of Borrowing must be received by Bank prior to 12:00 p.m. Pacific EasternPacific time, (iia) at least three (3) U.S. Government Securities Business Days prior to the requested Funding Date, in the case of any LIBOR LIBORSOFR Advance, and (iiiib) on the requested Funding Date, in the case of a Prime Rate Advance, and in each case specifying: (A1i) the amount of the Advance; (B2ii) the requested Funding Date; and (C3(iii) whether the Advance is to be comprised of LIBOR AdvanceSOFR Advances or Prime Rate Advances; and (D) the duration of the Interest Period applicable to any such LIBOR Advances included in such notice; provided that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Advance comprised of LIBOR Advances, such Interest Period shall be one (1) monthAdvance. Notwithstanding any terms in this Agreement to Advances; and (iv) the contrary, each LIBOR Advance shall not be less than One Million Dollars ($1,000,000.00) and shall be in a multiple multipleduration of One Hundred Thousand Dollars ($100,000.00). In addition to the Interest Period applicable to any such Notice of BorrowingBorrowingSOFR Advances included in such notice. If no Interest Period is specified with respect to any requested SOFR Advance, Lead Borrower must shall promptly deliver deliverbe deemed to Bank by electronic mail such reports and information, including without limitation, sales journals, cash receipts journals, or through Bank’s online banking program accounts receivable aging reports, as Bank may request in its sole discretion. On the Funding Date, Bank shall credit proceeds reasonably requesthave selected an Interest Period of an Advance to the Designated Deposit Account and, subsequently, shall transfer such proceeds by wire transfer to such other account as Borrower may instruct in the Notice of Borrowing. Notwithstanding anything herein to the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such Advanceone month’s duration.

Appears in 1 contract

Samples: Loan and Security Agreement (Outbrain Inc.)

Procedures for Borrowing. Subject to the prior satisfaction of all other applicable conditions to the making of an Advance set forth in this Agreement, to obtain an Advance Advance, Borrower shall be made upon Borrower’s irrevocable give the Administrative Agent written notice delivered to Bank substantially in the form of a Transaction Report and a Notice of Borrowing or without instructions if any the Payment/Advance Form by 12:00 noon New York time on the date which is necessary to meet Obligations which have become due. The Notice of Borrowing shall be made by Borrower in the form attached hereto as Exhibit E and shall be executed by an Authorized Signer. Bank shall have received satisfactory evidence that the provision of such notices and the requests for Advances have been approved by Borrower’s board of directors. The Notice of Borrowing must be received by Bank prior to 12:00 p.m. Pacific time, (ia) at least three (3) Business Days prior to the requested Funding DateDate of the Advance (or such period shorter than three (3) Business Days as may be agreed by the Administrative Agent), in the case of any LIBOR the initial Advance and (b) fifteen (15) Business Days prior to the Funding Date of the Advance, in the case of all other Advances. The Payment/Advance Form shall be executed by a Responsible Officer or his or her designee, and shall specify (iia) on the principal amount of the proposed Advance, (b) whether the Advance is requested Funding Dateto be a Reference Rate Advance or a LIBOR Rate Advance and, in the case of a Prime LIBOR Rate Advance, specifying: the initial Interest Period with respect thereto, (Ac) wire instructions for the account of Borrower into which such funds should be deposited, and (d) the amount of the Advance; (B) the requested proposed Funding Date; (C) whether , which must be a Business Day. If the Payment/Advance is Form requests a LIBOR Rate Advance and fails to specify an Interest Period, it will be comprised of LIBOR Advances or Prime Rate Advances; and (D) the duration of the deemed to have specified an Interest Period applicable to any such LIBOR Advances included in such notice; provided that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Advance comprised of LIBOR Advances, such Interest Period shall be one (1) month. Notwithstanding The Secured Parties may act without liability upon the basis of written, emailed or telecopied notice believed in good faith by such Secured Party to be from Borrower (or from any terms in this Agreement Responsible Officer thereof). The Secured Parties shall be entitled to rely conclusively on any Responsible Officer’s authority to request an Advance on behalf of Borrower until the Administrative Agent receives written notice to the contrary, each LIBOR . The Secured Parties shall have no duty to verify the authenticity of the signature appearing on any Payment/Advance Form. Each Payment/Advance Form pursuant to this Section 2.11(a) shall be irrevocable and Borrower shall be bound to make a borrowing in accordance therewith. Each Advance shall not be less than One Million made in a minimum amount of Five Hundred Thousand Dollars ($1,000,000.00500,000) and shall be in a an integral multiple of One Hundred Thousand Dollars ($100,000.00100,000). In addition to such Notice of Borrowing, Borrower must promptly deliver to Bank by electronic mail such reports and information, including without limitation, sales journals, cash receipts journals, accounts receivable aging reports, as Bank may request in its sole discretion. On the Funding Date, Bank shall credit proceeds of an Advance to the Designated Deposit Account and, subsequently, shall transfer such proceeds by wire transfer to such other account as Borrower may instruct in the Notice of Borrowing. Notwithstanding anything herein to the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such Advance.

Appears in 1 contract

Samples: Loan and Guaranty Agreement (Safeguard Scientifics Inc)

Procedures for Borrowing. (a) Subject to the prior satisfaction of all other applicable conditions to the making of an Advance set forth in this Agreement, an Advance shall be made upon Borrower’s irrevocable written notice delivered to Bank by electronic mail in the form of a Transaction Report and a Notice of Borrowing executed by an Authorized Signer or without instructions if any Advance Advances is necessary to meet Obligations which have become due. The Notice of Borrowing shall be made by Borrower in the form attached hereto as Exhibit E and shall be executed by an Authorized Signer. Bank shall have received satisfactory evidence that the provision of such notices and the requests for Advances have been approved by Borrower’s board of directors. The Notice of Borrowing must be received by Bank prior to 12:00 p.m. Pacific Eastern time, (i) at least three (3) Business Days prior to the requested Funding Date, in the case of any LIBOR Advance, and (ii) on the requested Funding Date, in the case of a Prime Rate Advance, specifying: (A1) the amount of the Advance; (B2) the requested Funding Date; (C3) whether the Advance is to be comprised of LIBOR Advances or Prime Rate Advances; and (D4) the duration of the Interest Period applicable to any such LIBOR Advances included in such notice; provided that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Advance comprised of LIBOR Advances, such Interest Period shall be one (1) month. Notwithstanding any terms in this Agreement to the contrary, each LIBOR Advance shall not be less than One Million Dollars ($1,000,000.00) and shall be in a multiple of One Hundred Thousand Dollars ($100,000.00). In addition to such Notice of Borrowing, Borrower must promptly deliver to Bank by electronic mail such other reports and information, including without limitation, sales journals, cash receipts journals, accounts receivable aging reports, as Bank may request in its sole discretion. On the Funding Date, Bank shall credit proceeds of an Advance to the Designated Deposit Account and, subsequently, shall transfer such proceeds by wire transfer to such other account as Borrower may instruct in the Notice of Borrowing. Notwithstanding anything herein to the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such Advance.

Appears in 1 contract

Samples: Loan and Security Agreement (Appian Corp)

Procedures for Borrowing. (a) Subject to the prior satisfaction of all other applicable conditions to the making of an Advance set forth in this Agreement, an Advance shall be made upon Borrower’s (via an individual duly authorized by an Administrator) irrevocable written notice delivered to Bank in the form of a Transaction Report and a Notice of Borrowing or without instructions if any Advance Advances is necessary to meet Obligations which have become due. The Notice of Borrowing shall be made by Borrower through Bank’s online banking program, provided, however, if Borrower is not utilizing Bank’s online banking program, then such Notice of Borrowing shall be in the form attached hereto as Exhibit E C and shall be executed by an Authorized Signer. Bank shall have received satisfactory evidence that the provision of Board has approved that such Authorized Signer may provide such notices and the requests for Advances have been approved by Borrower’s board of directorsrequest Advances. The Notice of Borrowing must be received by Bank prior to 12:00 p.m. Pacific time, (i) at least three (3) Business Days prior to the requested Funding Date, in the case of any LIBOR Advance, and (ii) on the requested Funding Date, in the case of a Prime Rate Advance, specifying: (A1) the amount of the Advance; (B2) the requested Funding Date; (C3) whether the Advance is to be comprised of LIBOR Advances or Prime Rate Advances; and (D4) the duration of the Interest Period applicable to any such LIBOR Advances included in such notice; provided that if the Notice of Borrowing shall fail to specify the duration of the Interest Period for any Advance comprised of LIBOR Advances, such Interest Period shall be one (1) month. Notwithstanding any terms in this Agreement to the contrary, each LIBOR Advance shall not be less than One Million Dollars ($1,000,000.00) and shall be in a multiple of One Hundred Thousand Dollars ($100,000.00). In addition to such Notice of Borrowing, Borrower must promptly deliver to Bank by electronic mail or through Bank’s online banking program such reports and information, including without limitation, a Borrowing Base Report, sales journals, cash receipts journals, accounts receivable aging reports, as Bank may request in its sole discretion. On the Funding Date, Bank shall credit proceeds of an Advance to the Designated Deposit Account and, subsequently, shall transfer such proceeds by wire transfer to such other account as Borrower may instruct in the Notice of Borrowing. Notwithstanding anything herein to the contrary, a LIBOR Advance shall only be made if Borrower is Streamline Eligible and will remain Streamline Eligible after making such Advance.

Appears in 1 contract

Samples: Loan and Security Agreement (Limelight Networks, Inc.)

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