Subsequent Advances. The obligation of FINOVA to make any advance shall be subject to the further conditions precedent that, on and as of the date of such advance: (a) the representations and warranties of Borrower set forth in this Agreement shall be accurate, before and after giving effect to such advance or issuance and to the application of any proceeds thereof; (b) no Event of Default and no event which, with notice or passage of time or both, would constitute an Event of Default has occurred and is continuing, or would result from such advance or issuance or from the application of any proceeds thereof; (c) no material adverse change has occurred in the Borrower's business, operations, financial condition, in the condition of the Collateral, or other assets of Borrower or in the prospect of repayment of the Obligations; and (d) FINOVA shall have received such other approvals, opinions or documents as FINOVA shall reasonably request.
Subsequent Advances. The obligation of FINOVA to make any advance or issue or cause any Letter of Credit to be issued hereunder (including the initial advance or Letter of Credit) shall be subject to the further conditions precedent that, on and as of the date of such advance or Letter of Credit issuance:
(a) the representations and warranties of Borrower set forth in this Agreement shall be accurate, before and after giving effect to such advance or issuance and to the application of any proceeds thereof; (b) no Event of Default and no event which, with notice or passage of time or both, would constitute an Event of Default has occurred and is continuing, or would result from such advance or issuance or from the application of any proceeds thereof; (c) no material adverse change has occurred in the Borrower's business, operations, financial condition, in the condition of the Collateral or other assets of Borrower or in the prospect of repayment of the Obligations; and (d) FINOVA shall have received such other approvals, opinions or documents as FINOVA shall reasonably request.
Subsequent Advances. (i) Subsequent Advances under the Note will be made only upon the satisfaction of all of the following conditions:
(A) The Company shall deliver a Draw Notice to the Company no later than fifteen (15) days prior to the date on which the Company desires the Advance to be made.
(B) Any Draw Notice shall be accompanied by a Capital Call Notice in an amount equal to the amount requested pursuant to such Draw Notice, until such time as the aggregate amount of all Capital Calls shall equal One Million Dollars ($1,000,000).
(C) All of the representations and warranties made by the Company in this Agreement are true, complete and correct in all material respects on the date of such Draw Notice with the same effect as though such representations and warranties had been made on and as of the date of such Draw Notice.
(D) On the date of such Draw Notice, the Company shall have complied with and shall be in compliance with all covenants of the Company in this Agreement.
(E) There shall be no continuing Event of Default.
(F) The Advance requested pursuant to the Draw Notice shall be made only for the specific purpose of making a strategic acquisition approved in writing by the Investor, and is only in such amount as the Company requires (in combination with any amounts requested pursuant to the accompanying Capital Call Notice) to effectuate such strategic acquisition; provided however, that the Investor shall be deemed to have approved any such strategic acquisition if it has not provided written notice of its disapproval and the reasons therefor to the Company within fifteen (15) days of its receipt of the Draw Notice.
(G) The Company shall have submitted its acquisition plan to the Investor for review, and shall have received the Investor's prior written approval for such acquisition; provided, however, that the Investor shall be deemed to have approved any such acquisition plan if it has not provided written notice of its disapproval and the reasons therefor to the Company within fifteen (15) days of its receipt of such acquisition plan.
(H) The Company and the Investor shall have reached a written agreement with respect to the adjustments to the Projected Net Income, Projected EBITDA and Schedule 8.11 to reflect the impact of the proposed acquisition.
(ii) Each Advance (including any Initial Advance made at Closing) shall reduce the amount available for Subsequent Advances under the Note by the amount of such Advance, such that the aggregate amount of all Advances...
Subsequent Advances. Where the Minister is satisfied and has determined that the Recipient's cash flow requirements justify the need, the Minister may, at the Minister’s sole discretion, make additional advances for Xxxxxxxx and Supported Costs, subject to the following:
(i) the Recipient follows the requirements outlined under (a) (i) and (a) (ii) above with respect to any subsequent advance;
(ii) the Recipient provides a statement of the Eligible and Supported Costs incurred during the previous advance period, or any other advance period, certified by a financial officer or other representative of the Recipient;
(iii) the Recipient provides a satisfactory report on progress and spending to date substantially in the form prescribed by the Minister; and
(iv) the Recipient submits the advance request at least two (2) weeks prior to the start of the advance period to which the advance request pertains.
Subsequent Advances. The obligation of Lender to make any advance hereunder (including the initial advance) shall be subject to the further conditions precedent that, on and as of the date of such advance: (a) the representations and warranties of Borrower set forth in this Agreement shall be accurate, before and after giving effect to such advance or issuance and to the application of any proceeds thereof; (b) no Default or Event of Default has occurred and is continuing, or would result from such advance or issuance or from the application of any proceeds thereof; (c) no material adverse change has occurred in the Borrower's business subsequent to the immediately preceding advance hereunder, operations, financial condition, or assets or in the prospect of repayment of the Indebtedness; (d) Lender shall have received such other approvals, opinions or documents as Lender shall reasonably request; and (e) Borrower shall submit to Lender a completed Request for Advance Report in the form and substance of Exhibit "A" attached hereto, on the date such advance is requested or shall have complied with the provisions concerning oral advances hereunder as set forth in Section 4.3 hereof.
Subsequent Advances. As a condition precedent to the Lenders' ------------------- obligation to make any Advance after the Closing Date, the following conditions shall all be satisfied on the date of such Advance:
Subsequent Advances. At the time of each advance under the Line of Credit, no Event of Default or Unmatured Event of Default shall have occurred and be continuing, and the representations and warranties contained in this Agreement, including without limitation those in Section 5 hereof, shall be true and correct as of the date of the advance except as previously disclosed in writing to the Bank.
Subsequent Advances. On or before the advance by the Lender of the Second Advance, the following conditions shall be satisfied by the Borrower:
(a) the Lender shall have received a proper and timely Drawdown Notice from the Borrower;
(b) the representations and warranties set forth in Article 5 shall be true and accurate;
(c) no event shall have occurred which would constitute an Event of Default or which would constitute an Event of Default with the giving of notice or lapse of time or both nor shall the Advance result in the occurrence of any such event; and
(d) the Borrower and New ADB shall have delivered a copy of the minutes of the meeting of shareholders approving the Restructuring, the court order approving the Restructuring and the certificate and articles of arrangement of New ADB issued by the Ministry of Consumer and Business Affairs in connection therewith, all certified by such officers of the Borrower and New ADB as the Lender may reasonably require.
(e) the Borrower shall have delivered to Lender (i) executed consents in the form set forth in Schedule 3.2(e) for all Contracts set forth in Schedule 5.18 other than employment contracts entered into by the Borrower not relating to the Xxx.xxx Assets and Xxx.xxx Liabilities as defined in the Co-operation Agreement, and (ii) releases from employees of Old ADB to be employed by New ADB, unless requested otherwise by the Lender, with the form of the release to be approved by the Lender.
Subsequent Advances. This Note shall represent the unpaid principal balance of an account payable owing by Maker to Payee on the date hereof. Payee shall have no obligation to make any additional advances to Maker.
Subsequent Advances. Lender shall not be required to make any advances under the Loan after the initial advance unless or until the following conditions have been fulfilled:
(a) No Default or Event of Default hereunder shall exist, and after having given effect to the requested advance, no Default or Event of Default shall exist; and
(b) There shall not have occurred any material adverse change in the financial condition or business prospects of Borrower after April 1st, 2003.
