SBIC Regulatory Provisions Sample Clauses

SBIC Regulatory Provisions. (i) Within 75 days after the Closing and each subsequent Financing hereunder by each holder of the Note or Underlying Common Stock which is an SBIC (an "SBIC Holder") and at the end of each month thereafter until all of the proceeds from the Loan and the exercise of the Warrants have been used by the Company and its Subsidiaries, the Company shall deliver to each SBIC Holder a written statement certified by the Company's president or chief financial officer describing in reasonable detail the use of the proceeds of the loan reflected by the Note by the Company and its Subsidiaries. In addition to any other rights granted hereunder, the Company shall grant each SBIC Holder and the United States Small Business Administration (the "SBA") access to the Company's records for the purpose of verifying the use of such proceeds. (ii) Upon the occurrence of a Regulatory Violation or in the event that any SBIC Holder determines in its reasonable good faith judgment that a Regulatory Violation has occurred, in addition to any other rights and remedies to which it may be entitled as a holder of the Note or the Underlying Common Stock (whether under this Agreement, the Certificate of Incorporation or otherwise), each SBIC Holder shall have the right to the extent required under the SBIC Regulations to demand the immediate repayment of the Loan and repurchase of all Underlying Common Stock owned by such SBIC Holder at a price equal to the purchase price paid for such securities hereunder (plus accrued but unpaid interest on the Note) by delivering written notice of such demand to the Company. The Company shall pay the purchase price for such stock by a cashier's or certified check or by wire transfer of immediately available funds to each SBIC Holder demanding repurchase within 30 days after the Company's receipt of the demand notice, and upon such payment, each such SBIC Holder shall deliver the certificates evidencing the Underlying Common Stock to be repurchased duly endorsed for transfer or accompanied by duly executed forms of assignment. (iii) For purposes of this paragraph, "Regulatory Violation" --------------------- means, with respect to any SBIC Holder providing Financing under this Agreement, (a) a diversion of the proceeds of such Financing from the reported use thereof on the use of proceeds statement delivered by the Company on SBA Form 1031 delivered at the Closing, if such diversion was effected without obtaining the prior written consent of the SBIC Hol...

SBIC Regulatory Provisions. (1) The Company shall notify each SBIC Holder as soon as practicable (and, in any event, not later than 15 days) prior to taking any action after which the number of record holders of the Company's voting stock would be increased from fewer than 50 to 50 or more, and the Company shall notify each SBIC Holder of any other action or occurrence after which the number of record holders of the Company's voting stock was increased (or would increase) from fewer than 50 to 50 or more, as soon as practicable after the Company becomes aware that such other action or occurrence has occurred or is proposed to occur. (2) Within 75 days after the date hereof, the Company shall deliver to each SBIC Holder a written statement certified by the Company's president or chief financial officer describing in reasonable detail the use of the proceeds of the sale of Securities hereunder by the Company and its Subsidiaries. In addition to any other rights granted hereunder, the Company shall grant each SBIC Holder and the United States Small Business Administration (the "SBA") --- access to the Company's records for the purpose of verifying the use of such proceeds to the extent required pursuant to SBIC Regulations. (3) Promptly after the end of each fiscal year (but in any event prior to February 28 of each year), the Company shall deliver to each SBIC Holder a written assessment of the economic impact of each SBIC Holder's investment in the Company, specifying the full-time equivalent jobs created or retained in connection with the investment, the impact of the investment on the revenues and profits of the business and on taxes paid by the business and its employees.

SBIC Regulatory Provisions. (a) The Company hereby acknowledges that each Purchaser has informed it that such Purchaser is a "small business investment company" under the Small Business Investment Act of 1958, as amended, and the regulations thereunder, including Title 13, Code of Federal Regulations, Part 107. (b) At the same time the Company delivers its annual audited financial statements under Section 8.01(b) hereof and at any time an SBIC Holder (as defined below) may reasonably request, the Company shall deliver to such Purchaser and each other holder of Notes or underlying Common Stock which informs the Company in writing it is an SBIC (an "SBIC Holder") a written statement certified by its president or chief financial officer describing in reasonable detail the use of the proceeds of the financing hereunder by the Company and its Subsidiaries. In addition to any other rights granted hereunder, the Company shall grant each SBIC Holder and the United States Small Business Administration (the "SBA") access to its and its Subsidiaries' records for the purpose of verifying the use of such proceeds and the Company's status as a "small concern." (c) Promptly after the end of each Fiscal Year (but in any event prior to 20 days thereafter), the Company shall deliver to each SBIC Holder, specifying the full-time equivalent jobs created or retained in connection with the investment, the impact of the investment on the businesses of the Company in terms of expanded revenue and taxes and other economic benefits resulting from the investment (including, but not limited to, technology development or commercialization, minority business development, urban or rural business development and expansion of exports).

SBIC Regulatory Provisions i. Within 75 days after the Closing and each subsequent Financing hereunder by each holder of Series B Preferred or Underlying Common Stock which is an SBIC (an "SBIC HOLDER") and at the end of each quarter thereafter until all of the proceeds from the Financing hereunder have been used by the Company and its Subsidiaries, the Company shall deliver to each SBIC Holder a written statement certified by the Company's president or chief financial officer describing in reasonable detail the use of the proceeds of the Financing hereunder by the Company and its Subsidiaries. In addition to any other rights granted hereunder, the Company shall grant each SBIC Holder and the United States Small Business Administration (the "SBA") access to the Company's records for the purpose of verifying the use of such proceeds. ii. Promptly after the end of each fiscal year (but in any event prior to February 28 of each year), the Company shall deliver to each SBIC Holder a written assessment of the economic impact of the SBIC Holder's investment in the Company, specifying the full-time equivalent jobs created or retained in connection with the investment, the impact of the investment on the businesses of the Company in terms of expanded revenue and taxes and other economic benefits resulting from the investment (including, but not limited to, technology development or commercialization, minority business development, urban or rural business development and expansion of exports). iii. For purposes of this Section, the term "FINANCING" shall have the meaning set forth in the SBIC Regulations.

SBIC Regulatory Provisions. At the same time the Company delivers its annual audited financial statements hereunder and at such other times as any SBIC Holder reasonably requests, the Company shall deliver to the SBIC Holders a written statement certified by the Company's president or chief financial officer describing in reasonable detail the use of the proceeds of the Financing hereunder by the Company and its Subsidiaries. In addition to any other rights granted hereunder, the Company shall grant each SBIC Holder and the SBA reasonable access to the Company's books and records for the purpose of verifying the use of such proceeds and the certifications made by the Company in SBA Forms 480 and 652 delivered hereunder and for the purpose of determining whether the principal business activity of the Company and its Subsidiaries continues to constitute an eligible business activity (within the meaning of the SBIC Regulations).

SBIC Regulatory Provisions. (a) Use of Proceeds-Statements and Access. At such times as St. Cloud reasonably requests, Company shall deliver to St. Cloud a written statement certified by Company's chief financial officer describing in reasonable detail the use of the proceeds from the transactions contemplated by the Loan Documents by Company. In addition to any other rights granted hereunder, Company shall grant St. Cloud and the SBA access to Company's books and records for the purpose of verifying the use of such proceeds and verifying the certifications made by Company in SBA forms Nos. 480, 652 and 1031, delivered pursuant to Section 3.1.6 and for the purpose of determining whether the principal business activity of Company and its Subsidiaries continues to constitute an eligible business activity (within the meaning of the SBIC Regulations).

SBIC Regulatory Provisions. (a) The Company shall notify each Holder which is a SBIC (a "SBIC HOLDER") as soon as practicable (and, in any event, not later than 15 days) prior to taking any action after which the number of record holders of the Company's voting stock would be increased from fewer than 50 to 50 or more, and the Company shall notify each SBIC Holder of any other action or occurrence after which the number of record holders of the Company's voting stock was increased (or would increase) from fewer than 50 to 50 or more, as soon as practicable after the Company becomes aware that such other action or occurrence has occurred or is proposed to occur. (b) The Company shall give CVCA thirty (30) days prior notice before taking any affirmative steps which would cause the representations in SECTION 4.1.26 to be untrue, and the Company shall use its best efforts to notify CVCA promptly at any time in which the Company reasonably believes the representations contained in SECTION 4.1.26 to be untrue, whether as a result of the Company's affirmative actions or otherwise.

SBIC Regulatory Provisions. (i) Within 75 days after the Closing, the Company shall deliver to each SBIC Holder a written statement certified by the Company's president or chief financial officer describing in reasonable detail the use of the proceeds of the sale of the Convertible Notes by the Company and its Subsidiaries. In addition to any other rights granted hereunder, the Company shall grant each SBIC Holder and the United States Small Business Administration (the "SBA") access to the Company's and its Subsidiaries' records for the purpose of verifying the use of such proceeds. (ii) The Company will provide each SBIC Holder with information such SBIC Holder requests in order to enable such SBIC Holder to develop promptly after the end of each fiscal year (but in any event prior to February 28 of each year), a written assessment of the economic impact of each SBIC Holder's investment in the Company, specifying the full-time equivalent jobs created or retained in connection with the investment, the impact of the investment on the businesses of the Company in terms of expanded revenue and taxes and other economic benefits resulting from the investment (including, but not limited to, technology development or commercialization, minority business development, urban or rural business development and expansion of exports).

SBIC Regulatory Provisions. (a) Within 75 days after the Closing and at the end of each month thereafter until all of the proceeds from the Loan hereunder have been used by the Borrower, the Borrower shall deliver to the Agent a written statement certified by the Borrower's president or chief financial officer describing in reasonable detail the use of the proceeds of the Loan hereunder by the Borrower. In addition to any other rights granted hereunder, the Borrower shall grant the Agent, the Lenders and the SBA access to the Borrower's records for the purpose of verifying the use of such proceeds; and (b) Promptly after the end of each calendar year (but in any event prior to February 28 of each year), Borrower shall deliver to Agent a written assessment of the economic impact of the Lenders' loan to Borrower, specifying the full-time equivalent jobs created or retained in connection with the investment, the impact of the investment on the businesses of Borrower and on Taxes paid by Borrower and its employees.

SBIC Regulatory Provisions. If Lender wishes to assign this Agreement or any other Loan Documents or the Warrant Agreement to an Affiliate of Lender that is licensed by the U.S. Small Business Administration, Borrower shall take all steps and provide all such information as reasonably may be requested by Lender to assist therewith.