Common use of Revolving Facility Disbursements; Requirement to Deliver Borrowing Certificate Clause in Contracts

Revolving Facility Disbursements; Requirement to Deliver Borrowing Certificate. So long as no Default or Event of Default shall have occurred and be continuing, Borrower may give Lender irrevocable written notice requesting an Advance under the Revolving Facility by delivering to Lender not later than 11:00 a.m. (New York City time) at least one but not more than four Business Days before the proposed borrowing date of such requested Advance (the “Borrowing Date”), a completed Borrowing Certificate and relevant supporting documentation satisfactory to Lender, which shall (i) specify the proposed Borrowing Date of such Advance which shall be a Business Day, (ii) specify the principal amount of such requested Advance, (iii) certify the matters contained in Section 4.2, and (iv) specify the amount of any recoupments of any third-party payor being sought, requested or claimed, or, to Borrower’s knowledge, threatened against Borrower or Borrower’s Affiliates. Each time a request for an Advance is made, and, in any event and regardless of whether an Advance is being requested, on Tuesday of each week during the Term (and more frequently if Lender shall so request) until the Obligations are indefeasibly paid in cash in full and this Agreement is terminated, Borrower shall deliver to Lender a Borrowing Certificate accompanied by a separate detailed aging and categorizing of Borrower’s accounts receivable and accounts payable and such other supporting documentation with respect to the figures and information in the Borrowing Certificate as Lender shall reasonably request from a credit or security perspective or otherwise. On each Borrowing Date, Borrower irrevocably authorizes Lender to disburse the proceeds of the requested Advance to the appropriate Borrower’s account(s) as set forth on Schedule 2.4, in all cases for credit to the appropriate Borrower (or to such other account as to which the appropriate Borrower shall instruct Lender) via Federal funds wire transfer no later than 4:00 p.m. (New York City time).

Revolving Facility Disbursements; Requirement to Deliver Borrowing Certificate. So long as no Default or Event of Default shall have occurred and be continuing, Borrower may give Lender Agent irrevocable written notice requesting an Advance under the Revolving Facility by delivering to Lender Agent not later than 11:00 a.m. 12:00 noon (New York City time) at least one (1) but not more than four (4) Business Days before the proposed borrowing date of Business Day on which such requested Advance is to be made (the “"Borrowing Date”"), a completed Borrowing Certificate and relevant supporting documentation satisfactory to Lenderrequesting such Advance, which shall (ia) specify the proposed Borrowing Date of such Advance which shall be a Business DayAdvance, (iib) specify the principal amount of such requested Advance, and (iiic) certify the matters contained in Section 4.2 and to the extent applicable, provide calculations evidencing satisfaction of the conditions set forth in Section 4.2, and (ivincluding, without limitation, Section 4.2(f) specify the amount of any recoupments of any third-party payor being sought, requested or claimed, or, to Borrower’s knowledge, threatened against Borrower or Borrower’s Affiliates. Each time a request for an Advance is made, and, in any event and regardless of whether an Advance is being requested, on Tuesday of each week during the Term (and more frequently if Lender shall so request) until the Obligations are indefeasibly paid in cash in full and this Agreement is terminated, Borrower shall deliver to Lender Agent a Borrowing Certificate accompanied by a separate detailed aging and categorizing of Borrower’s accounts receivable and accounts payable and such other supporting documentation with respect to the figures and information in the Borrowing Certificate as Lender shall reasonably request from a credit or security perspective or otherwiseCertificate. On each Borrowing Date, Borrower irrevocably authorizes Lender Agent and Lenders to disburse the proceeds of the requested Advance to the appropriate Borrower’s applicable account(s) as of Borrower specified in the applicable Borrowing Certificate, each of which accounts shall constitute one or more of the accounts set forth on Schedule 2.4, in all cases for credit to the appropriate Borrower (or to such other account as to which the appropriate such Borrower shall instruct LenderAgent in writing) via Federal funds wire transfer no later than 4:00 3:00 p.m. (New York City time). Notwithstanding anything to the contrary in this Agreement, Agent and Lenders shall be entitled to rely upon the authority of any officer of Borrower for communications with and instructions from Borrower until Agent has actually received written notice from Borrower that such officer no longer has such authority.

Revolving Facility Disbursements; Requirement to Deliver Borrowing Certificate. So long as no Default or Event of Default shall have occurred and be continuing, Borrower may give Lender irrevocable written notice requesting an Advance under the Revolving Facility by delivering to Lender not later than 11:00 a.m. (New York City timeEastern Standard Time) at least one (1) but not more than four (4) Business Days before the proposed borrowing date of such requested Advance (the “Borrowing Date”), a completed Borrowing Certificate and relevant supporting documentation satisfactory to Lender, which shall (i) specify the proposed Borrowing Date of such Advance which shall be a Business Day, (ii) specify the principal amount of such requested Advance, (iii) certify the matters contained in Section 4.2, and (iv) specify the amount of any Medicare or Medicaid recoupments and/or recoupments of any third-party payor being sought, requested or claimed, or, to Borrower’s knowledge, threatened against Borrower or Borrower’s Affiliates. Each time a request for an Advance is made, and, in any event and regardless of whether an Advance is being requested, on Tuesday of each week during the Term (and so long as a Default or Event of Default exists, more frequently if Lender shall so request) until the Obligations are indefeasibly paid in cash in full and this Agreement is terminated, Borrower shall deliver to Lender a Borrowing Certificate accompanied by a separate detailed aging and categorizing of Borrower’s accounts receivable and accounts payable and such other supporting documentation with respect to the figures and information in the Borrowing Certificate as Lender shall reasonably request from a credit or security perspective or otherwise. On each Borrowing Date, Borrower irrevocably authorizes Lender to disburse the proceeds of the requested Advance to the appropriate Borrower’s account(s) as set forth on Schedule 2.4, in all cases for credit to the appropriate Borrower (or to such other account as to which the appropriate Borrower shall instruct Lender) via Federal funds wire transfer no later than 4:00 p.m. (New York City timeEastern Standard Time). Notwithstanding any provision of this Agreement to the contrary, if the average outstanding balance under the Revolving Facility during any calendar month is less than Two Million Five Hundred Thousand Dollars ($2,500,000) Borrower acknowledges and agrees that Lender shall be entitled to calculate interest and fees hereunder, including without limitation, the calculations set forth in Sections 2.4, 3.1 and 3.5, as if the average outstanding balance for such calendar month was Two Million Five Hundred Thousand Dollars ($2,500,000). Notwithstanding the requirement of Borrower delivering a Borrowing Certificate in connection with each requested Advance, Borrower may give Lender irrevocable written notice requesting an Advance under the Revolving Facility in an amount necessary to make the total outstanding Advances at such time equal Two Million Five Hundred Thousand Dollars ($2,500,000), and so long as (i) no Default or Event of Default shall have occurred and be continuing, and (ii) Lender has a Borrowing Certificate that its not more than four (4) Business Days before the proposed borrowing date of such requested Advance, subject to Availability, Lender shall disburse the proceeds of such requested Advance.

Revolving Facility Disbursements; Requirement to Deliver Borrowing Certificate. So long as no Default or Event of Default shall have occurred and be continuing, Borrower may give Lender irrevocable written notice requesting an Advance under the Revolving Facility by delivering to Lender not later than 11:00 a.m. (New York City timeEastern Standard Time) at least one but not more than four Business Days before the proposed borrowing date of such requested Advance (the “"Borrowing Date”"), a completed Borrowing Certificate and relevant supporting documentation satisfactory to Lender, which shall (i) specify the proposed Borrowing Date of such Advance which shall be a Business Day, (ii) specify the principal amount of such requested Advance, (iii) certify the matters contained in Section 4.2, and (iv) specify the amount of any Medicare or Medicaid recoupments and/or recoupments of any third-party payor being sought, requested or claimed, or, to Borrower’s 's knowledge, threatened against Borrower or Borrower’s 's Affiliates. Each time a request for an Advance is made, and, in any event and regardless of whether an Advance is being requested, on Tuesday of each week during the Term (and so long as a Default or Event of Default exist, more frequently if Lender shall so request) until the Obligations are indefeasibly paid in cash in full and this Agreement is terminated, Borrower shall deliver to Lender a Borrowing Certificate accompanied by a separate detailed aging and categorizing of Borrower’s 's accounts receivable and accounts payable and such other supporting documentation with respect to the figures and information in the Borrowing Certificate as Lender shall reasonably request from a credit or security perspective or otherwise. On each Borrowing Date, Borrower irrevocably authorizes Lender to disburse the proceeds of the requested Advance to the appropriate Borrower’s 's account(s) as set forth on Schedule 2.4, in all cases for credit to the appropriate Borrower (or to such other account as to which the appropriate Borrower shall instruct Lender) via Federal funds wire transfer no later than 4:00 p.m. (New York City timeEastern Standard Time). Lender may, in its sole discretion, also may make additional Advances to Borrower without the requirement of a Borrowing Certificate ("Automatic Advance"). The amount of such Automatic Advances shall be that amount, if any, necessary to make the total outstanding Advances at any one time outstanding equal to $2,500,000.00 or such lesser amount as Lender may elect to advance in its sole discretion (in either case, the "Minimum Balance").

Revolving Facility Disbursements; Requirement to Deliver Borrowing Certificate. So long as no Default or Event of Default shall have occurred and be continuing, Borrower may give Lender irrevocable written notice requesting (i) an Advance under the Revolving Facility or (ii) an Overadvance under the Overadvance Facility by delivering to Lender not later than 11:00 a.m. (New York City timeEastern Standard Time) at least one but not more than four Business Days before the proposed borrowing date of such requested Advance or Overadvance (the “"Borrowing Date”"), a completed Borrowing Certificate and relevant supporting documentation satisfactory to Lender, which shall (i) specify the proposed Borrowing Date of such Advance or Overadvance which shall be a Business Day, (ii) specify the principal amount of such requested AdvanceAdvance or Overadvance, (iii) certify the matters contained in Section 4.2, and (iv) ), in the case of an Advance, specify the amount of any Medicare or Medicaid recoupments and/or recoupments of any third-party payor being sought, requested or claimed, or, to Borrower’s 's knowledge, threatened against Borrower or Borrower’s 's Affiliates, and (v), in the case of a Subsequent Overadvance, certify Borrower's EBITDA for the most recent Test Period and provide information to support such calculation. Each time a request for an Advance is made, and, in any event and regardless of whether an Advance is being requested, on Tuesday of each week during the Term (and so long as a Default or Event of Default exist, more frequently if Lender shall so request) until the Obligations are indefeasibly paid in cash in full and this Agreement is terminated, Borrower shall deliver to Lender a Borrowing Certificate accompanied by a separate detailed aging and categorizing of Borrower’s 's accounts receivable and accounts payable and such other supporting documentation with respect to the figures and information in the Borrowing Certificate as Lender shall reasonably request from a credit or security perspective or otherwise. On each Borrowing Date, Borrower irrevocably authorizes Lender to disburse the proceeds of the requested Advance or Overadvance to the appropriate Borrower’s 's account(s) as set forth on Schedule 2.4, in all cases for credit to the appropriate Borrower (or to such other account as to which the appropriate Borrower shall instruct Lender) via Federal funds wire transfer no later than 4:00 p.m. (New York City timeEastern Standard Time). Lender may, in its sole discretion, also may make additional Advances to Borrower without the requirement of a Borrowing Certificate ("Automatic Advance"). The amount of such Automatic Advances shall be that amount, if any, necessary to make the total outstanding Advances at any one time outstanding equal to $2,500,000.00 or such lesser amount as Lender may elect to advance in its sole discretion (in either case, the "Minimum Balance").

Revolving Facility Disbursements; Requirement to Deliver Borrowing Certificate. So long as no Default or Event of Default shall have occurred and be continuing, Borrower may give Lender irrevocable written notice requesting an Advance under the Revolving Facility by delivering to Lender not later than 11:00 a.m. (New York City time) at least one but not more than four Business Days before the proposed borrowing date of such requested Advance (the “Borrowing Date”), a completed Borrowing Certificate and relevant supporting documentation satisfactory to LenderLender in its Permitted Discretion, which shall (i) specify the proposed Borrowing Date of such Advance which shall be a Business Day, and (ii) specify the principal amount of such requested Advance, (iii) certify the matters contained in Section 4.2, and (iv) specify specified therein. In the amount of any recoupments of any third-party payor being sought, requested or claimed, or, to Borrower’s knowledge, threatened against event that Borrower or Borrower’s Affiliates. Each time a does not request for an Advance is madeduring any two consecutive calendar weeks, and, in any event and regardless of whether an Advance is being requestedBorrower shall, on Tuesday the last Business Day of each the second such week during the Term (and more frequently if Lender shall so request) until the Obligations are indefeasibly paid in cash in full and this Agreement is terminated, Borrower shall deliver to Lender a Borrowing Certificate which shall (i) certify the matters specified therein, and (ii) be accompanied by a separate detailed aging and categorizing of Borrower’s accounts receivable and accounts payable and such other supporting documentation with respect to the figures and information in the Borrowing Certificate as Lender shall reasonably request from a credit or security perspective or otherwise. On each Borrowing Date, Borrower irrevocably authorizes Lender to disburse the proceeds of the requested Advance to the appropriate Borrower’s account(s) as set forth on Schedule 2.4, in all cases for credit to the appropriate Borrower 2.4 (or to such other account as to which the appropriate Borrower shall expressly instruct Lender) Lender in writing), for credit by the recipient of such proceeds to the Borrower, via Federal funds wire transfer no later than 4:00 p.m. (New York City time); provided, however, if any amounts are then due to Lender on account of any interest, fees or expense reimbursements due under the Loan Documents at the time such Advance is requested, Lender is authorized (but not required) to reduce the proceeds to Borrower with respect to such Advance by the amount of such interest, fees or expense reimbursements and to retain such amounts as payment of such interest, fees or expense reimbursements. Lender shall charge a processing fee of $150.00 for the first Advance each calendar week and $450.00 for each additional Advance during such calendar week.

Revolving Facility Disbursements; Requirement to Deliver Borrowing Certificate. So long as no Default or Event of Default shall have occurred and be continuing, Borrower may give Lender irrevocable written notice requesting an Advance under the Revolving Facility by delivering to Lender not later than 11:00 a.m. (New York City timeEastern Time) at least one two but not more than four Business Days before the proposed borrowing date of such requested Advance (the “Borrowing Date”), a completed Borrowing Certificate and relevant supporting documentation satisfactory to Lender, which shall (i) specify the proposed Borrowing Date of such Advance which shall be a Business Day, (ii) specify the principal amount of such requested Advance, (iii) certify the matters contained in Section 4.2, and (iv) specify the amount of any recoupments of any third-third party payor being sought, requested or claimed, or, to Borrower’s knowledge, threatened against Borrower or Borrower’s Affiliates. Each time a request for an Advance is made, and, in any event and regardless of whether an Advance is being requested, on Tuesday of each week during the Term (and more frequently if Lender shall so request) until the Obligations are indefeasibly paid in cash in full and this Agreement is terminated, Borrower shall deliver to Lender a Borrowing Certificate accompanied by a separate detailed aging and categorizing of Borrower’s accounts receivable and accounts payable and such other supporting documentation with respect to the figures and information in the Borrowing Certificate as Lender shall reasonably request from a credit or security perspective or otherwise. On each Borrowing Date, Borrower irrevocably authorizes Lender to disburse the proceeds of the requested Advance to the appropriate Borrower’s account(s) as set forth on Schedule 2.4, in all cases for credit to the appropriate Borrower (or to such other account as to which the appropriate Borrower shall instruct Lender) via Federal funds wire transfer no later than 4:00 p.m. (New York City timeEastern Time).

Revolving Facility Disbursements; Requirement to Deliver Borrowing Certificate. So long as no Default or Event of Default shall have occurred and be continuing, Borrower may give Lender irrevocable written notice requesting an Advance under the Revolving Facility by delivering to Lender not later than 11:00 a.m. (New York City timeEastern Time) at least one two but not more than four Business Days before the proposed borrowing date of such requested Advance (the “"Borrowing Date”"), a completed Borrowing Certificate and relevant supporting documentation satisfactory to Lender, which shall (i) specify the proposed Borrowing Date of such Advance which shall be a Business Day, (ii) specify the principal amount of such requested Advance, (iii) certify the matters contained in Section 4.2, and (iv) specify the amount of any recoupments of any third-third party payor being sought, requested or claimed, or, to Borrower’s 's knowledge, threatened against Borrower or Borrower’s 's Affiliates. Each time a request for an Advance is made, and, in any event and regardless of whether an Advance is being requested, on Tuesday of each week during the Term (and more frequently if Lender shall so request) until the Obligations are indefeasibly paid in cash in full and this Agreement is terminated, Borrower shall deliver to Lender a Borrowing Certificate accompanied by a separate detailed aging and categorizing of Borrower’s 's accounts receivable and accounts payable and such other supporting documentation with respect to the figures and information in the Borrowing Certificate as Lender shall reasonably request from a credit or security perspective or otherwise. On each Borrowing Date, Borrower irrevocably authorizes Lender to disburse the proceeds of the requested Advance to the appropriate Borrower’s 's account(s) as set forth on Schedule 2.4, in all cases for credit to the appropriate Borrower (or to such other account as to which the appropriate Borrower shall instruct Lender) via Federal funds wire transfer no later than 4:00 p.m. (New York City timeEastern Time).

Revolving Facility Disbursements; Requirement to Deliver Borrowing Certificate. So long as no Default or Event of Default shall have occurred and be continuing, Borrower may give Lender irrevocable written notice requesting an Advance under the Revolving Facility by delivering to Lender not later than 11:00 a.m. (New York City timeTime) at least one (1) (but not more than four (4) Business Days before the proposed borrowing date of such requested Advance (the “Borrowing Date”"BORROWING DATE"), a completed Borrowing Certificate and relevant supporting documentation satisfactory to Lender, which shall (i) specify the proposed Borrowing Date of such Advance which shall be a Business Day, (ii) specify the principal amount of such requested Advance, (iii) certify the matters contained in Section 4.2, and (iv) specify the amount of any Medicare or Medicaid recoupments and/or recoupments of any third-party payor being sought, requested or claimed, or, to Borrower’s 's knowledge, threatened against Borrower or Borrower’s Affiliates's affiliates. Each time a request for an Advance is made, made (and, in any event and regardless of whether an Advance is being requested, on Tuesday once a month as of the fifteenth (15th) day of each week month for the month then ended during the Term (and more frequently if Lender shall so request) request until the Obligations are indefeasibly paid in cash in full and this Agreement is terminated), Borrower shall deliver to Lender a Borrowing Certificate accompanied by a separate detailed aging and categorizing of Borrower’s 's accounts receivable and accounts payable inventory detail and such other supporting documentation with respect to the figures and information in the Borrowing Certificate as Lender shall reasonably request from a credit or security perspective or otherwise. On each Borrowing Date, Borrower irrevocably authorizes Lender to disburse the proceeds of the requested Advance to the appropriate Borrower’s 's account(s) as set forth on Schedule 2.42.5, in all cases for credit to the appropriate Borrower (or to such other account as to which the appropriate Borrower shall instruct Lender) via Federal funds wire transfer no later than 4:00 p.m. (New York City time)Time.

Revolving Facility Disbursements; Requirement to Deliver Borrowing Certificate. So long as no Default or Event of Default shall have occurred and be continuing, Borrower may give Lender irrevocable written notice requesting an Advance under the Revolving Facility by delivering to Lender not later than 11:00 a.m. (New York City Eastern time) at least one but not more than four Business Days before the proposed borrowing date of such requested Advance (the “Borrowing Date”), a completed Borrowing Certificate and relevant supporting documentation satisfactory to Lender, which shall (i) specify the proposed Borrowing Date of such Advance which shall be a Business Day, (ii) specify the principal amount of such requested Advance, (iii) certify the matters contained in Section 4.2, 4.2 and (iv) specify the amount of any offsets or recoupments of any third-party payor Account Debtor being sought, requested or claimed, or, to Borrower’s knowledge, threatened against Borrower or Borrower’s Affiliates. Each time a request for an Advance is made, and, in any event and regardless of whether an Advance is being requested, on Tuesday of each week during the Term (and more frequently if Lender shall so requestrequest in its Permitted Discretion) until the Obligations are indefeasibly paid in cash in full and this Agreement is terminated, Borrower shall deliver to Lender a Borrowing Certificate accompanied by a separate detailed aging and categorizing of Borrower’s accounts receivable and accounts payable and such other supporting documentation with respect to the figures and information in the Borrowing Certificate as Lender shall reasonably request from a credit or security perspective or otherwise. On each Borrowing Date, Borrower irrevocably authorizes Lender to disburse the proceeds of the requested Advance to the appropriate Borrower’s account(s) as set forth on Schedule 2.4, in all cases for credit to the appropriate Borrower (or to such other account as to which the appropriate Borrower shall instruct Lender) via Federal funds wire transfer no later than 4:00 p.m. (New York City Eastern time).

Revolving Facility Disbursements; Requirement to Deliver Borrowing Certificate. So long as no Default or Event of Default shall have occurred and be continuing, Borrower Borrowers may give Lender Agent irrevocable written notice requesting an Advance under the Revolving Facility by delivering to Lender Agent not later than 11:00 a.m. 12:00 noon (New York City time) at least one (1) but not more than four (4) Business Days before the proposed borrowing date of Business Day on which such requested Advance is to be made (the “Borrowing Date”), a completed Borrowing Certificate and relevant supporting documentation satisfactory to Lenderrequesting such Advance, which shall (i) specify the proposed Borrowing Date of such Advance Advance, which shall be a Business Day, (ii) specify the principal amount of such requested Advance, (iii) certify the matters contained in Section 4.24.2 (and, with respect to the Initial Advance, Section 4.1) and, to the extent applicable, provide calculations evidencing satisfaction of the conditions set forth in Section 4.2 (and, with respect to the Initial Advance, Section 4.1) (provided that such certification need not extend to Agent’s satisfaction with any condition) and (iv) specify the amount of any recoupments of any third-party payor being sought, requested or claimed, or, to Borrower’s knowledge, threatened against Borrower or Borrower’s Affiliates. Each time a request for an Advance is made, and, in any event and regardless of whether an Advance is being requested, on Tuesday of each week during the Term (and more frequently if Lender shall so request) until the Obligations are indefeasibly paid in cash in full and this Agreement is terminated, Borrower shall deliver to Lender a Borrowing Certificate accompanied by a separate detailed aging and categorizing of Borrower’s accounts receivable and accounts payable and such other supporting documentation with respect to the figures items and information required in the each Borrowing Certificate as Lender shall reasonably request from a credit or security perspective or otherwiseCertificate. On each Borrowing Date, Borrower Borrowers irrevocably authorizes Lender authorize Agent and Lenders to disburse the proceeds of the requested Advance to the appropriate Borrower’s applicable account(s) as of Borrowers specified in the applicable Borrowing Certificate, each of which accounts shall constitute one or more of the accounts set forth on Schedule 2.4, in all cases for credit to the appropriate applicable Borrower (or to such other account as to which the appropriate such Borrower shall instruct LenderAgent in writing) via Federal funds wire transfer no later than 4:00 3:00 p.m. (New York City time). Notwithstanding any provision to the contrary in this Agreement, Agent and Lenders shall be entitled to rely upon the authority of any Authorized Officer of any Borrower for communications with and instructions from Borrowers until Agent has actually received written notice from Borrowers that such officer no longer has such authority.

Revolving Facility Disbursements; Requirement to Deliver Borrowing Certificate. So long as no Default or Event of Default shall have occurred and be continuing, Borrower may give Lender irrevocable written notice requesting an Advance under the Revolving Facility by delivering to Lender not later than 11:00 a.m. (New York City timeEastern Standard Time) at least one (1) but not more than four (4) Business Days before the proposed borrowing date of such requested Advance (the “Borrowing Date”), a completed Borrowing Certificate and relevant supporting documentation satisfactory to Lender, which shall (i) specify the proposed Borrowing Date of such Advance which shall be a Business Day, (ii) specify the principal amount of such requested Advance, (iii) certify the matters contained in Section 4.2, and (iv) specify the amount of any Medicare or Medicaid recoupments and/or recoupments of any third-party payor being sought, requested or claimed, or, to Borrower’s knowledge, threatened against Borrower or Borrower’s Affiliates. Each time a request for an Advance is made, and, in any event and regardless of whether an Advance is being requested, on Tuesday of each week during the Term (and so long as a Default or Event of Default exists, more frequently if Lender shall so request) until the Obligations are indefeasibly paid in cash in full and this Agreement is terminated, Borrower shall deliver to Lender a Borrowing Certificate accompanied by a separate detailed aging and categorizing of Borrower’s accounts receivable and accounts payable and such other supporting documentation with respect to the figures and information in the Borrowing Certificate as Lender shall reasonably request from a credit or security perspective or otherwise. On each Borrowing Date, Borrower irrevocably authorizes Lender to disburse the proceeds of the requested Advance to the appropriate Borrower’s account(s) as set forth on Schedule 2.4, in all cases for credit to the appropriate Borrower (or to such other account as to which the appropriate Borrower shall instruct Lender) via Federal funds wire transfer no later than 4:00 p.m. (New York City timeEastern Standard Time). Notwithstanding any provision of this Agreement to the contrary, if the average outstanding balance under the Revolving Facility during any calendar month is less than Two Million Five Hundred Thousand Dollars ($2,500,000) (the “Minimum Balance”), Borrower acknowledges and agrees that Lender shall be entitled to calculate interest and fees hereunder, including, without limitation, the calculations set forth in Sections 2.4, 3.1 and 3.5, as if the average outstanding balance for such calendar month was Two Million Five Hundred Thousand Dollars ($2,500,000). Notwithstanding the requirement of Borrower delivering a Borrowing Certificate in connection with each requested Advance, Borrower may give Lender irrevocable written notice requesting an Advance under the Revolving Facility in an amount necessary to make the total outstanding Advances at such time equal Two Million Five Hundred Thousand Dollars ($2,500,000), and so long as (i) no Default or Event of Default shall have occurred and be continuing, and (ii) Lender has a Borrowing Certificate that is not more than four (4) Business Days before the proposed borrowing date of such requested Advance, subject to Availability, Lender shall disburse the proceeds of such requested Advance.

Revolving Facility Disbursements; Requirement to Deliver Borrowing Certificate. So long as no Default or Event of Default shall have occurred and be continuing, Borrower may give Lender irrevocable written notice requesting an Advance under the Revolving Facility by delivering to Lender not later than 11:00 a.m. (New York City time) at least one two but not more than four Business Days before the proposed borrowing date of such requested Advance (the “Borrowing Date”), a completed Borrowing Certificate and relevant supporting documentation satisfactory to LenderLender in its Permitted Discretion, which shall (i) specify the proposed Borrowing Date of such Advance which shall be a Business Day, and (ii) specify the principal amount of such requested Advance, (iii) certify the matters contained in Section 4.2, and (iv) specify specified therein. In the amount of any recoupments of any third-party payor being sought, requested or claimed, or, to Borrower’s knowledge, threatened against event that Borrower or Borrower’s Affiliates. Each time a does not request for an Advance is madeduring any two consecutive calendar weeks, and, in any event and regardless of whether an Advance is being requestedBorrower shall, on Tuesday the last Business Day of each the second such week during the Term (and more frequently if Lender shall so request) until the Obligations are indefeasibly paid in cash in full and this Agreement is terminated, Borrower shall deliver to Lender a Borrowing Certificate which shall (i) certify the matters specified therein, and (ii) be accompanied by a separate detailed aging and categorizing of Borrower’s accounts receivable and accounts payable and such other supporting documentation with respect to the figures and information in the Borrowing Certificate as Lender shall reasonably request from a credit or security perspective or otherwise. On each Borrowing Date, Borrower irrevocably authorizes Lender to disburse the proceeds of the requested Advance to the appropriate Borrower’s account(s) as set forth on Schedule 2.4, in all cases for credit to the appropriate Borrower 2.4 (or to such other account as to which the appropriate Borrower shall expressly instruct Lender) Lender in writing), for credit by the recipient of such proceeds to the Borrower, via Federal funds wire transfer no later than 4:00 p.m. (New York City time); provided, however, if any amounts are then due to Lender on account of any interest, fees or expense reimbursements due under the Loan Documents at the time such Advance is requested, Lender is authorized (but not required) to reduce the proceeds to Borrower with respect to such Advance by the amount of such interest, fees or expense reimbursements and to retain such amounts as payment of such interest, fees or expense reimbursements. Lender shall charge a processing fee of $100.00 for each Advance.

Revolving Facility Disbursements; Requirement to Deliver Borrowing Certificate. So long as no Default or Event of Default shall have occurred and be continuing, Borrower may give Lender irrevocable written notice requesting an Advance under the Revolving Facility by delivering to Lender not later than 11:00 a.m. (New York City time) at least one but not more than four Business Days before the proposed borrowing date of such requested Advance (the “Borrowing Date”), a completed Borrowing Certificate and relevant supporting documentation satisfactory to LenderLender in its Permitted Discretion, which shall (i) specify the proposed Borrowing Date of such Advance which shall be a Business Day, (ii) specify the principal amount of such requested Advance, and (iii) certify the matters contained in Section 4.2, and (iv) specify specified therein. In the amount of any recoupments of any third-party payor being sought, requested or claimed, or, to Borrower’s knowledge, threatened against event that Borrower or Borrower’s Affiliates. Each time a does not request for an Advance is madeduring any two consecutive calendar weeks, and, in any event and regardless of whether an Advance is being requestedBorrower shall, on Tuesday the last Business Day of each the second such week during the Term (and more frequently if Lender shall so request) until the Obligations are indefeasibly paid in cash in full and this Agreement is terminated, Borrower shall deliver to Lender a Borrowing Certificate which shall (i) certify the matters specified therein, and (ii) be accompanied by a separate detailed aging and categorizing of Borrower’s accounts receivable and accounts payable and such other supporting documentation with respect to the figures and information in the Borrowing Certificate as Lender shall reasonably request from a credit or security perspective or otherwise. On each Borrowing Date, Borrower irrevocably authorizes Lender to disburse the proceeds of the requested Advance to the appropriate Borrower’s account(s) as set forth on Schedule 2.4, in all cases for credit to the appropriate Borrower 2.4 (or to such other account as to which the appropriate Borrower shall expressly instruct Lender) Lender in writing), for credit by the recipient of such proceeds to the Borrower, via Federal federal funds wire transfer no later than 4:00 p.m. (New York City time); provided, however, if any amounts are then due to Lender on account of any interest, fees or expense reimbursements due under the Loan Documents at the time such Advance is requested, Lender is authorized (but not required) to reduce the proceeds to Borrower with respect to such Advance by the amount of such interest, fees or expense reimbursements and to retain such amounts as payment of such interest, fees or expense reimbursements. Lender shall charge a processing fee of $100.00 for each Advance.

Revolving Facility Disbursements; Requirement to Deliver Borrowing Certificate. So long as no Default or Event of Default shall have occurred and be continuing, Borrower may give Lender irrevocable written notice requesting an Advance under the Revolving Facility by delivering to Lender not later than 11:00 a.m. (New York City timeEastern Standard Time) at least one but not more than four Business Days before the proposed borrowing date of such requested Advance (the “Borrowing Date”), a completed Borrowing Certificate and relevant supporting documentation satisfactory to Lender, which shall (i) specify the proposed Borrowing Date of such Advance which shall be a Business Day, (ii) specify the principal amount of such requested Advance, (iii) certify the matters contained in Section 4.2, and (iv) specify the amount of any Medicare or Medicaid recoupments and/or recoupments of any third-party payor being sought, requested or claimed, or, to Borrower’s knowledge, threatened against Borrower or Borrower’s Affiliates. Each time a request for an Advance is madeIn addition, and, in any event by the third Business Day after the 15th and regardless of whether an Advance is being requested, on Tuesday last day of each week calendar month during the Term (and more frequently if Lender shall so request) until the Obligations are indefeasibly paid in cash in full and this Agreement is terminated, Borrower shall deliver to Lender a Borrowing Certificate accompanied by a separate detailed aging and categorizing of each Borrower’s accounts receivable and accounts payable and such other supporting documentation with respect to the figures and information in the Borrowing Certificate as Lender shall reasonably request from a credit or security perspective or otherwise. On each Borrowing Date, Borrower irrevocably authorizes Lender to disburse the proceeds of the requested Advance to the appropriate Borrower’s account(s) as set forth on Schedule 2.4, in all cases for credit to the appropriate Borrower (or to such other account as to which the appropriate Borrower shall instruct Lender) via Federal funds wire transfer no later than 4:00 p.m. (New York City timeEastern Standard Time).

Revolving Facility Disbursements; Requirement to Deliver Borrowing Certificate. So long as no Default or Event of Default shall have occurred and be continuing, Borrower may give Lender irrevocable written notice requesting an Advance under the Revolving Facility by delivering to Lender not later than 11:00 a.m. (New York City timeEastern Time) at least one two but not more than four Business Days (but at least seven Business Days in the case of the Initial Advance) before the proposed borrowing date of such requested Advance (the “Borrowing Date”), a completed Borrowing Certificate and relevant supporting documentation satisfactory to Lender, which shall (i) specify the proposed Borrowing Date of such Advance which shall be a Business Day, (ii) specify the principal amount of such requested Advance, (iii) certify the matters contained in Section 4.24.2 (in the case of the Initial Advance) and Section 4.3, and (iv) specify the amount of any recoupments of any third-third party payor being sought, requested or claimed, or, to Borrower’s knowledge, threatened against Borrower or Borrower’s Affiliates. Each time a request for an Advance is made, and, in any event and regardless of whether an Advance is being requested, on Tuesday of each week during the Term (and more frequently if Lender shall so request) until the Obligations are indefeasibly paid in cash in full and this Agreement is terminated, Borrower shall deliver to Lender a Borrowing Certificate accompanied by a separate detailed aging and categorizing of Borrower’s accounts receivable and accounts payable and such other supporting documentation with respect to the figures and information in the Borrowing Certificate as Lender shall reasonably request from a credit or security perspective or otherwise. On each Borrowing Date, Borrower irrevocably authorizes Lender to disburse the proceeds of the requested Advance to the appropriate Borrower’s account(s) as set forth on Schedule 2.42.4 to the written disclosure statement delivered of even date herewith by the Credit Parties to Lender (the “Disclosure Schedule”), in all cases for credit to the appropriate Borrower (or to such other account as to which the appropriate Borrower shall instruct Lender) via Federal funds wire transfer no later than 4:00 p.m. (New York City timeEastern Time).

Revolving Facility Disbursements; Requirement to Deliver Borrowing Certificate. So long as no Default or Event of Default shall have occurred and be continuing, Borrower may give Lender irrevocable written notice requesting (i) an Advance under the Revolving Facility or (ii) an Overadvance under the Overadvance Facility by delivering to Lender not later than 11:00 a.m. (New York City timeEastern Standard Time) at least one but not more than four Business Days before the proposed borrowing date of such requested Advance or Overadvance (the “Borrowing Date”), a completed Borrowing Certificate and relevant supporting documentation satisfactory to Lender, which shall (i) specify the proposed Borrowing Date of such Advance or Overadvance which shall be a Business Day, (ii) specify the principal amount of such requested AdvanceAdvance or Overadvance, (iii) certify the matters contained in Section 4.2, and (iv) ), in the case of an Advance, specify the amount of any Medicare or Medicaid recoupments and/or recoupments of any third-party payor being sought, requested or claimed, or, to Borrower’s knowledge, threatened against Borrower or Borrower’s Affiliates, and (v), in the case of a Subsequent Overadvance, certify Borrower’s EBITDA for the most recent Test Period and provide information to support such calculation. Each time a request for an Advance is made, and, in any event and regardless of whether an Advance is being requested, on Tuesday of each week during the Term (and so long as a Default or Event of Default exist, more frequently if Lender shall so request) until the Obligations are indefeasibly paid in cash in full and this Agreement is terminated, Borrower shall deliver to Lender a Borrowing Certificate accompanied by a separate detailed aging and categorizing of Borrower’s accounts receivable and accounts payable and such other supporting documentation with respect to the figures and information in the Borrowing Certificate as Lender shall reasonably request from a credit or security perspective or otherwise. On each Borrowing Date, Borrower irrevocably authorizes Lender to disburse the proceeds of the requested Advance or Overadvance to the appropriate Borrower’s account(s) as set forth on Schedule 2.4, in all cases for credit to the appropriate Borrower (or to such other account as to which the appropriate Borrower shall instruct Lender) via Federal funds wire transfer no later than 4:00 p.m. (New York City timeEastern Standard Time). Lender may, in its sole discretion, also may make additional Advances to Borrower without the requirement of a Borrowing Certificate (“Automatic Advance”). The amount of such Automatic Advances shall be that amount, if any, necessary to make the total outstanding Advances at any one time outstanding equal to $2,500,000.00 or such lesser amount as Lender may elect to advance in its sole discretion (in either case, the “Minimum Balance”).

Revolving Facility Disbursements; Requirement to Deliver Borrowing Certificate. So long as no Default or Event of Default shall have occurred and be continuing, Borrower Borrowers may give Lender irrevocable written notice requesting an Advance under the Revolving Facility by delivering to Lender not later than 11:00 a.m. (New York City time) at least one two but not more than four Business Days before the proposed borrowing date of such requested Advance (the “Borrowing Date”), a completed Borrowing Certificate and relevant supporting documentation satisfactory to LenderLender in its Permitted Discretion, which shall (i) specify the proposed Borrowing Date of such Advance which shall be a Business Day, (ii) specify the principal amount of such requested Advance, (iii) certify the matters contained in Section 4.2specified therein, and (iv) specify the amount of any Medicare or Medicaid recoupments and/or recoupments of any third-third party payor being sought, requested or claimed, or, to Borrower’s Borrowers’ knowledge, threatened against any Borrower or Borrower’s Affiliates. Each time a In the event that Borrowers do not request for an Advance is madeduring any two consecutive calendar weeks, and, in any event and regardless of whether an Advance is being requestedBorrowers shall, on Tuesday the last Business Day of each the second such week during the Term (and more frequently if Lender shall so request) until the Obligations are indefeasibly paid in cash in full and this Agreement is terminated, Borrower shall deliver to Lender a Borrowing Certificate which shall (w) certify the matters specified therein, (x) specify the amount of any Medicare or Medicaid recoupments and/or recoupments of any third-party payor being sought, requested or claimed, or, to Borrowers’ knowledge, threatened against any Borrower or Borrower’s Affiliates, and (y) be accompanied by a separate detailed aging and categorizing of Borrower’s Borrowers’ accounts receivable and accounts payable and such other supporting documentation with respect to the figures and information in the Borrowing Certificate as Lender shall reasonably request from a credit or security perspective or otherwise. The Borrowing Certificate shall be executed by a duly appointed officer of the Borrower, certifying the matters specified therein. On each Borrowing Date, Borrower irrevocably authorizes Borrowers authorize Lender to disburse the proceeds of the requested Advance to the appropriate Borrower’s account(s) as set forth on Schedule 2.4, in all cases for credit to the appropriate Borrower 2.4 (or to such other account as to which the appropriate Borrower shall expressly instruct Lender) Lender in writing), in all cases for credit by the recipient of such proceeds to the appropriate Borrower, via Federal funds wire transfer no later than 4:00 p.m. (New York City time); provided, however, if any amounts are then due to Lender on account of any interest, fees or expense reimbursements due under the Loan Documents at the time such Advance is requested, Lender is authorized (but not required) to reduce the proceeds to Borrowers with respect to such Advance by the amount of such interest, fees or expense reimbursements and to retain such amounts as payment of such interest, fees or expense reimbursements. It is understood and agreed that Lender shall have no responsibility for the application of proceeds disbursed pursuant to Schedule 2.4 and such proceeds so disbursed shall be deemed to have been disbursed to the Borrower entitled thereto. Lender shall charge a processing fee of $150.00 for the first Advance each calendar week and $150.00 for each additional Advance during such calendar week.

Revolving Facility Disbursements; Requirement to Deliver Borrowing Certificate. So long as no Default or Event of Default shall have occurred and be continuing, Borrower may give Lender irrevocable written notice requesting an Advance under the Revolving Facility by delivering to Lender not later than 11:00 a.m. (New York City timeEastern Standard Time) at least one but not more than four Business Days before the proposed borrowing date of such requested Advance (the “Borrowing Date”), a completed Borrowing Certificate and relevant supporting documentation satisfactory to Lender, which shall (i) specify the proposed Borrowing Date of such Advance which shall be a Business Day, (ii) specify the principal amount of such requested Advance, (iii) certify the matters contained in Section 4.2, and (iv) specify the amount of any Medicare or Medicaid recoupments and/or recoupments of any third-party payor being sought, requested or claimed, or, to Borrower’s knowledge, threatened against Borrower or Borrower’s Affiliates. Each time a request for an Advance is made, and, in any event and regardless of whether an Advance is being requested, on Tuesday of each week during the Term (and so long as a Default or Event of Default exists, more frequently if Lender shall so request) until the Obligations are indefeasibly paid in cash in full and this Agreement is terminated, Borrower shall deliver to Lender a Borrowing Certificate accompanied by a separate detailed aging and categorizing of Borrower’s accounts receivable and accounts payable and such other supporting documentation with respect to the figures and information in the Borrowing Certificate as Lender shall reasonably request from a credit or security perspective or otherwise. On each Borrowing Date, Borrower irrevocably authorizes Lender to disburse the proceeds of the requested Advance to the appropriate Borrower’s account(s) as set forth on Schedule 2.4, in all cases for credit to the appropriate Borrower (or to such other account as to which the appropriate Borrower shall instruct Lender) via Federal funds wire transfer no later than 4:00 p.m. (New York City timeEastern Standard Time). Lender may, in its sole discretion, also make additional Advances to Borrower without the requirement of a Borrowing Certificate (“Automatic Advances”). The amount of such Automatic Advances shall be that amount, if any, necessary to make the total outstanding Advances at any one time outstanding equal to $2,500,000.00 (the “Minimum Balance”).

Revolving Facility Disbursements; Requirement to Deliver Borrowing Certificate. So long as no Default or Event of Default shall have occurred and be continuing, Borrower may give Lender irrevocable written notice requesting an Advance under the Revolving Facility by delivering to Lender not later than 11:00 a.m. (New York City time) at least one two but not more than four Business Days before the proposed borrowing date of such requested Advance (the “Borrowing Date”), a completed Borrowing Certificate and relevant supporting documentation reasonably satisfactory to Lender, which shall (i) specify the proposed Borrowing Date of such Advance which shall be a Business Day, (ii) specify the principal amount of such requested Advance, and (iii) certify the matters contained in Section 4.2, and (iv) specify the amount of any recoupments of any third-party payor being sought, requested or claimed, or, to Borrower’s knowledge, threatened against Borrower or Borrower’s Affiliates. Each time a request for an Advance is made, and, in any event and regardless of whether an Advance is being requested, on Tuesday the last Business Day of each week during the Term (and more frequently if Lender shall so request) until the Obligations are indefeasibly paid in cash in full and this Agreement is terminated, Borrower shall deliver to Lender a Borrowing Certificate as of the immediately preceeding month end accompanied by a separate detailed aging and categorizing of Borrower’s accounts receivable and accounts payable and such other supporting documentation with respect to the figures and information in the Borrowing Certificate as Lender shall reasonably request from a credit or security perspective or otherwise. On each Borrowing Date, Borrower irrevocably authorizes Lender to disburse the proceeds of the requested Advance to the appropriate Borrower’s account(s) as set forth on Schedule 2.4, in all cases for credit to the appropriate Borrower (or to such other account as to which the appropriate Borrower shall instruct Lender) via Federal funds wire transfer no later than 4:00 p.m. (New York City time).

Revolving Facility Disbursements; Requirement to Deliver Borrowing Certificate. So long as no Default or Event of Default shall have occurred and be continuing, Borrower may give Lender Agent irrevocable written notice requesting an Advance under the Revolving Facility by delivering to Lender notifying Agent not later than 11:00 a.m. 12:00 p.m. (New York City time) at least one (1) but not more than four (4) Business Days before the proposed borrowing date of such requested Advance (the “Borrowing Date”), and delivering to Agent by noon (New York City time) on the date of the proposed borrowing, a completed Borrowing Certificate and relevant supporting documentation satisfactory to LenderAgent in its Permitted Discretion (which shall only include an Accounts re-aging once each month, as specified below), which shall (ia) specify the proposed Borrowing Date of such Advance which shall be a Business Day, (iib) specify the principal amount of such requested Advance, (iiic) certify the matters contained in Section 4.2, and (ivd) specify the amount of any known recoupments of or setoffs by any third-third party payor being sought, requested or claimed, or, to Borrower’s knowledge, threatened against Borrower or Borrower’s Affiliatesto the extent not otherwise reflected in the calculation of Availability. Each time a request for an Advance is made, and, in any event and regardless of whether an Advance is being requested, on Tuesday of each week month during the Term (and more frequently if Lender shall so request) until the Obligations are indefeasibly paid in cash in full and this Agreement is terminated, Borrower shall deliver to Lender Agent a Borrowing Certificate accompanied by a separate detailed aging and categorizing categorization of Borrower’s accounts receivable and accounts payable receivable, and such other supporting documentation with respect to the figures and information in the Borrowing Certificate as Lender Agent shall reasonably request in its Permitted Discretion from a credit or security perspective or otherwise. On each Borrowing Date, Borrower irrevocably authorizes Lender Agent to disburse the proceeds of the requested Advance to the appropriate Borrower’s account(s) as set forth on Schedule 2.4, in all cases for credit to the appropriate Borrower (or to such other account as to which the appropriate Borrower shall instruct LenderAgent) via Federal funds wire transfer no later than 4:00 p.m. (New York City time)Eastern Time. If Borrower’s Borrowing Certificate does not request the same dollar amount as that which Borrower estimated in its notification to Agent, Borrower agrees to pay any interest cost incurred by Agent in connection with such estimated funds.

Revolving Facility Disbursements; Requirement to Deliver Borrowing Certificate. So long as no Default or Event of Default shall have occurred and be continuing, Borrower may give Lender irrevocable written notice requesting an Advance under the Revolving Facility by delivering to Lender not later than 11:00 a.m. (New York City timeEastern Time) at least one but not more than four Business Days before the proposed borrowing date of such requested Advance (the “Borrowing Date”), a completed Borrowing Certificate and relevant supporting documentation satisfactory to Lender, which shall (i) specify the proposed Borrowing Date of such Advance which shall be a Business Day, (ii) specify the principal amount of such requested Advance, (iii) certify the matters contained in Section 4.2, and (iv) specify the amount of any recoupments of any third-third party payor being sought, requested or claimed, or, to Borrower’s knowledge, threatened against Borrower or Borrower’s Affiliates. Each time a request for an Advance is made, and, in any event and regardless of whether an Advance is being requested, on Tuesday of each week during the Term (and more frequently if Lender shall so request) until the Obligations are indefeasibly paid in cash in full and this Agreement is terminated, Borrower shall deliver to Lender a Borrowing Certificate accompanied by a separate detailed aging and categorizing of Borrower’s accounts receivable and accounts payable and such other supporting documentation with respect to the figures and information in the Borrowing Certificate as Lender shall reasonably request from a credit or security perspective or otherwise. On each Borrowing Date, Borrower irrevocably authorizes Lender to disburse the proceeds of the requested Advance to the appropriate Borrower’s account(s) as set forth on Schedule 2.4, in all cases for credit to the appropriate Borrower (or to such other account as to which the appropriate Borrower shall instruct Lender) via Federal funds wire transfer no later than 4:00 p.m. (New York City timeEastern Time).