Subsequent Draws. Subject to the terms and conditions of this Agreement and the Escrow Agreement, if any, Borrower may, at any time, request an advance for all or a portion of the Escrow Funds from Escrow Agent (each such advance, a “Subsequent Draw”). Proceeds of each Subsequent Draw shall be deposited directly to Borrower in accordance with the terms of the Escrow Agreement.
Subsequent Draws. The obligation of each Lender hereunder to fund any draw under the Notes subsequent to the Fifth Restatement Closing Date is subject to the satisfaction, at the funding date thereof, of each of the following conditions:
(a) Each representation and warranty by any Credit Party contained herein and in each other Transaction Document shall be true and correct in all material respects (without duplication of any materiality qualifiers) as of such date (subject to such updates to the Schedules, if any, as are approved by the Agent in its reasonable discretion), except to the extent that such representation or warranty expressly relates to an earlier date, including the Fifth Restatement [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED Closing Date (in which event such representations and warranties shall be true and correct in all material respects (without duplication of any materiality qualifiers) as of such earlier date).
(b) No Event of Default or event or circumstance which, with the giving of notice, the lapse of time, or both, would (if not cured or otherwise remedied during such time) constitute an Event of Default shall have occurred and be continuing or would result after giving effect to such draw.
(c) After giving effect to such draw or issuance, as applicable, (i) the aggregate outstanding principal amount of the First Out Notes would not exceed the Maximum First Out Note Balance, (ii) with respect to a draw under the US Term Notes, the aggregate outstanding principal amount of the US Term Notes would not exceed the Maximum US Term Note Balance, (iii) with respect to a draw under the UK Term Notes, the aggregate outstanding principal amount of the UK Term Notes would not exceed the Maximum UK Term Note Balance and (iv) with respect to a draw under the Fourth Tranche US Last Out Term Notes, the aggregate outstanding principal amount of the Fourth Tranche US Last Out Term Notes would not exceed the Maximum Fourth Tranche US Last Out Term Note Commitment.
(d) The funding date shall be a Permitted Draw Date.
(e) After giving effect to such draw, the Debt-to-Equity Ratio of each Borrower shall not be more than 9-to-1.
(f) The Credit Parties shall have paid or reimbursed the Agent and the Lenders and Holders for all costs and expenses required to be paid or rei...
Subsequent Draws. Without the consent of LC Provider, all subsequent draws under the Citizens LOC will be used exclusively to pay RemoteMDx's manufacturers, either Dynamic Source Manufacturing or Advanta Design Group Inc., or to reimburse RemoteMDx for payments made to those manufacturers. However, Citizens Bank shall be entitled to make draws upon the Citizens LOC for its own benefit as provided in the Note without the consent of LC Provider. In no event will Remote MDx draw a principal amount exceeding $10,000,000 from the Citizens LOC without the written consent of LC Provider.
Subsequent Draws. If the Initial Draw is less than $2,000,000, Lxxxx xxx, in its sole discretion, notify Victory in writing that it desires to draw (each a “Draw”) some or all of the remaining balance in amounts and at times that are consistent with the Budget (as defined below). To be valid, any such notification (a “Draw Notification”) must (i) be received by Victory before the sooner of (a) the date that the Parties terminate the Letter of Intent or, if the Definitive Agreement is entered into, the date that the Parties terminate the Definitive Agreement such that the Merger will not occur, or (b) the first anniversary of the date hereof and (ii) specify the amount being borrowed (which shall not exceed $2,000,000 minus the Initial Draw and all prior Draws). Within twenty (20) days after Victory’s receipt of a Draw Notification (or such other date as Victory and Lxxxx xxx mutually agree in writing), Victory and Lxxxx shall be obligated to complete the specified Draw, so long as there is no existing or reasonably anticipated default by Lxxxx under this Agreement or any Closing Document (as defined below); provided, however, that notwithstanding the foregoing, Lxxxx xxx withdraw a Draw Notification by written notice to Victory that is received at least three (3) days prior to the date that has been mutually agreed to by the Parties to complete the specified Draw. For each Draw, Lxxxx shall execute an amendment to the Note to add thereto the principal amount of such Draw and Victory shall disburse the amount of the Draw by wire transfer of immediately available funds in United States Dollars to the account specified by Lxxxx in writing.
Subsequent Draws. After the District has received a Payment Request, the District may request draws of additional advances of Loan proceeds after the initial draw on the Closing Date by providing a Draw Request to the Bank in accordance with Section 2(b)(iii) hereof. Each advance subsequent to the initial advance shall be made by the Bank not less than one (1) Business Day after receipt of such Draw Request by the District. As a condition precedent to funding by the Bank each installment of the Loan subsequent to the initial advance, the Bank shall have received the related Draw Request, signed by an Authorized Delegate of the District, dated the related funding date, certifying that (A) the representations and warranties of the District contained in this Agreement, the Funding Agreement and in the other Financing Documents remain true and correct on and as of the date hereof as though made on such date, except, in each case, to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date; and (B) no Default or Event of Default has occurred and is continuing, or would result from the delivery of the advance amount by the Bank.
Subsequent Draws. After the Initial Draw, any further draw downs by the Company under the Line of Credit (each individually a "Subsequent Draw" and collectively, the "Subsequent Draws") shall take place solely at the option of, and upon the request by, the Company, provided that (i) no less than Twelve Million Five Hundred Thousand Dollars ($12,500,000) shall be requested by the Company or provided by the Investor per each Subsequent Draw, unless an aggregate of less than Twelve Million Five Hundred Thousand Dollars ($12,500,000) remains available under the Line of Credit, in which case the Company may request the remaining amount of the Line of Credit, (ii) the Company must request any such Subsequent Draw(s) within two (2) years of the consummation of the Initial Draw, and (iii) subject to Section 5(d) hereof, the Company has provided the Investor with ten (10) business days notice of its request for any such Subsequent Draw(s). Upon such request by the Company, the Investor shall provide the Company with the full amount of the requested funds.
Subsequent Draws. After the Initial Draw, any further draw downs by the Company under the Line of Credit (each individually a "Subsequent Draw" and collectively, the "Subsequent Draws") shall take place solely at the option of, and upon the request by, the Company, provided that (i) no less than [***]* shall be requested by the Company or provided by the Investor per each Subsequent Draw, unless an aggregate of less than [***] remains available under the Line of Credit, in which case the Company may request the remaining amount of the Line of Credit, (ii) the Company must request any such Subsequent Draw(s) within two (2) years of the consummation of the Initial Draw, and (iii) subject to Section 5(d) hereof, the Company has provided the Investor with ten (10) business days notice of its request for any such Subsequent Draw(s). Upon such request by the Company, the Investor shall provide the Company with the full amount of the requested funds.
Subsequent Draws. Before Lender is required to advance each subsequent draw of the Loan (other than the final draw) Lender shall have received those items set forth on Exhibit A-2 with respect to each such draw; and
Subsequent Draws. The District may request draws of additional advances of Loan proceeds after the initial draw on the Closing Date by providing a written request to the Bank not less than seven Business Days prior to the requested funding date. Each advance subsequent to the initial advance shall be made by the Bank on the next Interest Payment Date not less than seven Business Days after receipt of such written request by the District, substantially in the form attached hereto as Exhibit F. The following conditions to the funding of each installment of the Loan subsequent to the initial advance shall be satisfied as a condition precedent to funding by the Bank:
(i) payment of the Draw Fee from the Revenue Fund, at the written direction of the District;
(ii) delivery of a Borrowing Coverage Capacity Test Certification, confirming that the Borrowing Coverage Capacity Test has been met, when taking into account the amount to be drawn;
(iii) delivery of a certificate setting forth the Debt Service Coverage Ratio is no less than 1.10x, calculated as set forth in the definition of Applicable Spread, as of the immediately preceding six month period ending March 31 or September 30, as applicable, prior to the date of such additional advance of Loan proceeds;
(iv) there have not been any unreimbursed draws on the Debt Service Reserve Fund; and
(v) delivery of a certificate of the District, signed by an Authorized Delegate of the District, dated the date of the draw request, stating that as of such date: (A) the representations and warranties contained herein and in the Financing Documents remain true and correct on and as of that date as though made on such date and (B) no CCA Covenant Breach has occurred and is continuing, or would result from the delivery of the advance amount by the Bank.
Subsequent Draws
