The Disbursements Sample Clauses
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The Disbursements. (i) Subject to the terms and conditions of the Prior Facility Agreement and this Agreement and in reliance on the representations and warranties in the Prior Loan Documents and the Loan Documents, the First Out Waterfall Lenders (or its predecessors) on the Prior Agreement Date severally and not jointly advanced to the Borrower on such date, the principal amount set forth opposite such First Out Waterfall Lender’s (or its predecessors) name in Annex A of the Prior Facility Agreement under the heading “Disbursement Amount” appearing therein (such advances and loans, the “First Out Waterfall Loan”). Amounts borrowed under Section 2.2(a) of the Prior Facility Agreement (and/or mentioned in this Section 2.2(a)(i)) are referred to as the “First Out Waterfall Disbursement.”
(ii) In reliance on the representations and warranties, conditions and terms in this Agreement and the other Loan Documents, the Last Out Waterfall Lender on the Agreement Date hereby exchanges its Exchanged Deerfield Convertible Notes for a loan under this Agreement in the principal amount set forth opposite the Last Out Waterfall Lender’s name in Annex A of this Agreement under the heading “Last Out Waterfall Loan Commitment” appearing therein (such loan, the “Last Out Waterfall Loan”). The amount of the Last Out Waterfall Loan is also referred to as the “Last Out Waterfall Disbursement” (together with the First Out Waterfall Disbursement, the “Disbursements”).
The Disbursements. The State Entity agrees, on the terms and subject to the conditions set forth herein, to make Disbursements from the Program Grant to the Public Entity from time to time in an aggregate total amount not to exceed the amount of the Program Grant. If the amount of Program Grant that the State Entity cumulatively disburses hereunder to the Public Entity is less than the amount of the Program Grant delineated in Section 1.01, then the State Entity and the Public Entity shall enter into and execute whatever documents the State Entity may request in order to amend or modify this Agreement to reduce the amount of the Program Grant to the amount actually disbursed. Provided, however, in accordance with the provisions contained in Section 2.11, the State Entity’s obligation to make Disbursements shall terminate as of the dates specified in such Section even if the entire Program Grant has not been disbursed by such dates. Disbursements shall only be for expenses that (i) are for those items of a capital nature for the Project, (ii) accrued no earlier than the effective date of the legislation that appropriated the funds that are used to fund the Program Grant, or (iii) have otherwise been consented to, in writing, by the State Entity and the Commissioner of MMB. It is the intent of the parties hereto that the rate of Disbursements shall not exceed the rate of completion of the Project or the rate of disbursement of the matching funds required, if any, under Section 7.23. Therefore, the cumulative amount of all Disbursements by the State Entity at any point in time shall not exceed the portion of the Project that has been completed and the percentage of the matching funds required, if any, under Section 7.23 that have been disbursed as of such point in time. This requirement is expressed by way of the following two formulas: Formula #1 Cumulative Disbursements < (Program Grant) × (percentage of matching funds, if any, required under Section 7.23 that have been disbursed) Formula #2 Cumulative Disbursements < (Program Grant) × (percentage of Project completed)