Common use of Advance Requests Clause in Contracts

Advance Requests. Subject to compliance with all of the conditions of this Agreement and the remaining Loan Documents, Lender shall, at its sole and absolute discretion, make Advances of Loan funds from the Call Center Proceeds to Borrower as requested by Borrower in accordance with the provisions of this Agreement. Borrower may require the disbursement of all or any part of the amount of the Call Center Proceeds at any time before the Maturity Date unless an Enforcement Event has occurred. Each Advance Request must be made pursuant to an Advance Request form substantially in the form of the Advance Request form attached hereto as Exhibit "C", and must be signed by a properly authorized official of the Borrower. Prior evidence of such authority, satisfactory to Lender in its sole discretion, must be made available to Lender. In addition, each Advance Request (i) shall specify the amount of the Advance requested and contain instructions for its disbursement, (ii) shall attach such supporting documentation as is reasonably requested by Lender from time to time, and (iii) shall certify that Borrower shall use the funds to be disbursed to it by Lender exclusively for the purposes set forth in Section 2.2(b) of this Agreement. Furthermore, each Advance Request shall be irrevocable and binding on Borrower and shall be delivered to Lender by telecopier or telex, confirmed immediately in writing by courier. Lender shall not be required to disburse Advances during the existence of any Enforcement Event, and shall not be required to approve any Advance Request for an amount less than US$50,000. All Advance Requests must be supported by a certificate from Borrower stating that the amounts requested have been spent or incurred, accompanied by paid invoices, canceled checks, receipts or other proof of payment satisfactory to Lender with respect to all costs covered by the previous Advance Requests, and any other document that Lender may reasonably request.

Appears in 1 contract

Samples: Loan Agreement (Intercallnet Inc)

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Advance Requests. Subject In order to compliance with request an Advance under a Development Loan, Borrower shall furnish to Lender, all of the conditions of this Agreement in form and the remaining Loan Documents, Lender shallsubstance acceptable to Lender, at its sole and absolute discretion, make Advances of Loan funds from least two (2) Business Days prior to the Call Center Proceeds to Borrower requested Advance (or at such later date as requested by Borrower in accordance with the provisions of this Agreement. Borrower may require the disbursement of all or any part of the amount of the Call Center Proceeds at any time before the Maturity Date unless an Enforcement Event has occurred. Each Advance Request must be made pursuant to an Advance Request form substantially in the form of the Advance Request form attached hereto as Exhibit "C", and must be signed by a properly authorized official of the Borrower. Prior evidence of such authority, satisfactory acceptable to Lender in its sole discretion): (A) Borrower’s request therefor (each an “Advance Request”) in the form reasonably acceptable to Lender and otherwise in accordance with the terms and conditions of this Agreement, must be made available (B) all Development Asset Agreements applicable to Lender. In addition, each the Development Assets to which the Advance Request relates, and (iC) shall specify all such other documents, instruments, and agreements reasonably requested by Lender in connection with any of the foregoing. The amount of the Advance requested in the Advance Request shall not exceed: (I) with respect to any Advance, the Development Loan Advance Rate multiplied by the Eligible Costs of the specific Development Assets, as set forth in the Budget to which the Advance Request relates, or (II) together with all prior Advances previously made by Lender to Borrower under the applicable Development Loan, the then applicable Development Loan Amount. Each such Advance Request shall be deemed to be Borrower’s request that Lender, and contain instructions for its disbursementirrevocable authorization to Lender to, (ii) shall attach such supporting documentation as is reasonably disburse the funds requested by such Advance Request from the proceeds of the applicable Development Loan in accordance with this Agreement and such Advance Request. Under no circumstances shall Lender be responsible or liable to any Person, for or on account of any disbursement of, or failure to disburse, any Advance or any part thereof, and no such Person shall have any right or claim against Lender under this Agreement or in connection with the administration of the Development Line of Credit or any Development Loan (provided that the foregoing shall not relieve Lender of its express obligations to Borrower pursuant to, and subject to the terms and conditions of, the Loan Documents). To the extent that Lender may acquiesce (whether intentionally or unintentionally) in Borrower’s failure to comply with and satisfy any condition precedent to any Advance, such acquiescence shall not constitute a waiver by Lender of any condition precedent set forth in this Agreement or any other Loan Document with respect to any other Advance requested by Borrower, and Lender at any time thereafter may require Borrower to comply with and satisfy all conditions and requirements of this Agreement and the other Loan Documents, as applicable, with respect to any such Advance requested by Borrower. Borrower may write checks on the applicable Special Account to pay for items on the Schedule of Ineligible Costs as and when such items are incurred as set forth on the Budget for the respective Development Project. Upon Lender’s request from time to time, and (iii) shall certify that Borrower shall use provide Lender a written accounting of Ineligible Costs incurred and paid for from the applicable Special Account, along with such invoices and receipts as Lender reasonably requests. To the extent any funds remain in the applicable Special Account after the applicable Development Project is completed, Lender may apply such remaining funds to be disbursed to it by Lender exclusively for the purposes set forth in Section 2.2(b) of this Agreementapplicable Development Loan. FurthermoreBusiness Capital Form – January, each Advance Request shall be irrevocable and binding on Borrower and shall be delivered to Lender by telecopier or telex, confirmed immediately in writing by courier. Lender shall not be required to disburse Advances during the existence of any Enforcement Event, and shall not be required to approve any Advance Request for an amount less than US$50,000. All Advance Requests must be supported by a certificate from Borrower stating that the amounts requested have been spent or incurred, accompanied by paid invoices, canceled checks, receipts or other proof of payment satisfactory to Lender with respect to all costs covered by the previous Advance Requests, and any other document that Lender may reasonably request.2017 Loan Agreement – Single Borrower

Appears in 1 contract

Samples: Loan Agreement (Noble Romans Inc)

Advance Requests. Subject A request for an advance (also known as a revolving loan) shall be made, or shall be deemed to compliance with all of be made, in the conditions of this Agreement and the remaining Loan Documents, Lender shall, at its sole and absolute discretion, make Advances of Loan funds from the Call Center Proceeds to Borrower as requested by Borrower in accordance with the provisions of this Agreement. following manner: Borrower may require the disbursement give Capital notice of all or any part of the amount of the Call Center Proceeds at any time before the Maturity Date unless an Enforcement Event has occurred. Each Advance Request must be made pursuant its intention to an Advance Request form substantially borrow, in the form of the Advance Request form attached hereto as Exhibit "C", and must be signed by a properly authorized official of the Borrower. Prior evidence of such authority, satisfactory to Lender in its sole discretion, must be made available to Lender. In addition, each Advance Request (i) which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date, no later than 11:00 a.m. on the proposed borrowing date. Capital may lend to Borrower, in Capital's sole and absolute discretion, (a) up to the Advance requested Percentage (as defined on Schedule 1) of the net amount of Borrower's Eligible Accounts (the "net amount" of Eligible Accounts means the gross amount of said Eligible Accounts less returns and contain instructions discounts based upon the shortest or longest payment terms as Capital may elect, credits or allowances of any nature at any time issued, owing, claimed by account debtors, granted or outstanding based upon the Borrowing Base Certificate which must be submitted to Capital in connection with such request), not to exceed at any time (b) the Maximum Credit Line. Provided, further, that no such request for its disbursement, an advance may be made (i) at a time when there exists an Event of Default; and (ii) unless payment is otherwise timely made by Borrower, the becoming due of any amount required to be paid under this Agreement or any of the other Loan Documents, as principal, accrued interest, fees or Capital Expenses, shall attach such supporting documentation as is reasonably requested be deemed irrevocably to be a request by Lender Borrower from time to timeCapital for an advance or revolving loan on the due date of, and (iii) shall certify that Borrower shall use in an aggregate amount required to pay, such principal, accrued interest, fees, Capital Expenses or other charges and the funds to proceeds of each such advance or revolving loan may be disbursed by Capital by way of direct payment of the relevant Obligation and shall bear interest at the rate of interest applicable to it the Daily Balance (whether or not any Event of Default or Over-Advance exists at the time of or would result from such advance). As an accommodation to Borrower, Capital may permit electronic transmittal of instructions or requests for advances, authorizations, agreements or reports to Capital by Lender exclusively Borrower, received from any one or more of the authorized officers of the Borrower identified on Exhibit B hereto. In no event shall Capital be obligated to make advances to Borrower under this Section 2 whenever the aggregate amount of the then outstanding advances made pursuant to Section 2 exceeds or would exceed as a result of the requested advance, the Maximum Credit Line. Unless Borrower specifically directs Capital in writing not to accept or act upon telecopied or electronic communications from Borrower, Capital shall have no liability to Borrower for any loss or damage suffered by Borrower as a result of Capital's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to Capital electronically and purporting to have been sent to Capital by Borrower and Capital shall have no duty to verify the purposes origin of any such communication or the authority of the person sending it. All of the advances made pursuant to this Section 2.1 and any supplement, if any, to this Agreement shall be added to and deemed part of the Obligations when made. If, at any time and for any reason, the amount of advances made pursuant to Sections 2.1 and such supplement, if any, exceed the percentage or dollar limitations set forth in Section 2.2(b) 2.1 and in such supplement, as applicable, or if all of this Agreement. FurthermoreBorrower's Obligations, each Advance Request at any time and for any reason, exceed the Maximum Credit Line (an "Over Advance"), then Borrower, upon Capital's election and demand, shall be irrevocable and binding on Borrower and shall be delivered immediately pay to Lender by telecopier or telexCapital, confirmed immediately in writing by courier. Lender shall not be required to disburse Advances during cash, the existence amount of any Enforcement Event, and shall not be required to approve any Advance Request for an amount less than US$50,000. All Advance Requests must be supported by a certificate from Borrower stating that the amounts requested have been spent or incurred, accompanied by paid invoices, canceled checks, receipts or other proof of payment satisfactory to Lender with respect to all costs covered by the previous Advance Requests, and any other document that Lender may reasonably requestsuch excess.

Appears in 1 contract

Samples: Loan and Security Agreement (Enetpc Inc)

Advance Requests. Subject Except as otherwise provided herein, the Borrower may from time to compliance time prior to the Revolving Line Expiration Date request the Bank to make Revolving Line Advances, or renew or convert the Interest Rate Option applicable to existing Revolving Line Borrowing Tranches pursuant to Section 4.2, by delivering to the Bank, not later than 10:00 a.m., State College, Pennsylvania time, (i) three ( 3) Business Days prior to (A) the proposed Borrowing Date with all respect to the making of Revolving Line Advances to which the Euro-Rate Option applies or (B) the end of the conditions of this Agreement and current Interest Period in the remaining Loan Documents, Lender shall, at its sole and absolute discretion, make Advances of Loan funds from the Call Center Proceeds to Borrower as requested by Borrower in accordance with the provisions of this Agreement. Borrower may require the disbursement of all or any part case of the amount conversion to or the renewal of the Call Center Proceeds at Euro-Rate Option for any time before Borrowing Tranches, (ii) on the Maturity same or one (1) Business Day prior to either the proposed Borrowing Date unless an Enforcement Event has occurred. Each with respect to the making of a Revolving Line Advance Request must be made pursuant to an Advance Request form which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Borrowing Tranche, or (iii) three (3) (1) Business Days prior to (A) the proposed Borrowing Date with respect to the making of Revolving Line Advances for which Borrower seeks the Offered Rate Option or (B) the end of the current Interest Period in the case of conversion to or the renewal of the Offered Rate Option for any Borrowing Tranches, of a duly completed request therefor substantially in the form of Exhibit C or a request by telephone immediately confirmed in writing by letter, facsimile or telex in such for (each, a "Loan Request"), it being understood that the Advance Request form attached hereto as Exhibit "C", and must be signed by Bank may rely on the authority of any individual making such a properly authorized official telephonic request without the necessity of the Borrower. Prior evidence receipt of such authority, satisfactory to Lender in its sole discretion, must be made available to Lenderwritten confirmation. In addition, each Advance Request (i) shall specify the amount of the Advance requested and contain instructions for its disbursement, (ii) shall attach such supporting documentation as is reasonably requested by Lender from time to time, and (iii) shall certify that Borrower shall use the funds to be disbursed to it by Lender exclusively for the purposes set forth in Section 2.2(b) of this Agreement. Furthermore, each Advance Each Loan Request shall be irrevocable and binding on shall specify (i) the proposed Borrowing Date; (ii) the aggregate amount of the proposed Revolving Line Advance comprising each Borrowing Tranche; (iii) whether the EuroRate Option or Base Rate Option shall apply to the proposed Revolving Line Advance comprising the applicable Borrowing Tranche, or whether Borrower and shall be delivered to Lender by telecopier or telex, confirmed immediately in writing by courier. Lender shall not be required to disburse Advances during the existence of any Enforcement Event, and shall not be required to approve any Advance Request for an amount less than US$50,000. All Advance Requests must be supported by is requesting a certificate rate quote from Borrower stating that the amounts requested have been spent or incurred, accompanied by paid invoices, canceled checks, receipts or other proof of payment satisfactory to Lender Bank with respect to all costs covered by an Offered Rate Option; and (iv) in the previous case of a Borrowing Tranche to which the Euro-Rate Option or the Offered Rate Option applies, an appropriate Interest Period for the Revolving Line Advance Requests, and any other document that Lender may reasonably requestcomprising such Borrowing Tranche.

Appears in 1 contract

Samples: Credit Agreement (Aquapenn Spring Water Company Inc)

Advance Requests. Subject Whenever Borrower desires to compliance with all obtain an Advance, Borrower shall give Lender notice of such borrowing request telephonically (and confirmed in writing if requested by Lender) or by facsimile or electronic mail transmission no later than 11:00 a.m. Eastern Standard Time (“EST”), or, if in effect, Daylight Savings Time (“DST”) on the Business Day of the conditions of this Agreement requested borrowing, and the remaining Loan Documents, Lender shall, at its sole and absolute discretion, make Advances of Loan funds from the Call Center Proceeds to Borrower as requested by Borrower in accordance with the provisions of this Agreement. Borrower may require the disbursement of all or any part of the amount of the Call Center Proceeds at any time before the Maturity Date unless an Enforcement Event has occurred. Each Advance Request must be made pursuant to an Advance Request form substantially notices (in the form of the Advance Request form attached hereto as Exhibit "C", and must be signed by a properly authorized official of the Borrower. Prior evidence of such authority, satisfactory to Lender in its sole discretion, must be made available to Lender. In addition, each Advance Request (istipulated herein) shall specify the amount of the Advance requested and contain instructions for its disbursement, (ii) shall attach such supporting documentation as is reasonably requested received by Lender from time to timeafter 11:00 a.m. EST or DST, and (iii) shall certify that Borrower shall use the funds to be disbursed to it by Lender exclusively for the purposes set forth whichever is in Section 2.2(b) of this Agreement. Furthermoreeffect, each Advance Request shall be irrevocable deemed received on the next Business Day and binding on Borrower and notices received other than in the form stipulated herein shall be delivered to Lender ineffective and deemed not received by telecopier or telex, confirmed immediately in writing by courierLender. Lender shall not be fund approved Advances no later than on the day after receipt or deemed receipt, as the case may be. Unless payment is otherwise timely made by Borrower, the becoming due of any amount required to disburse Advances during the existence of any Enforcement Event, and shall not be required to approve any Advance Request for an amount less than US$50,000. All Advance Requests must be supported by a certificate from Borrower stating that the amounts requested have been spent or incurred, accompanied by paid invoices, canceled checks, receipts or other proof of payment satisfactory to Lender with respect to all costs covered any of the Obligations (including any interest thereon) shall be deemed irrevocably to be a request (without any requirement for the submission of a notice of borrowing) for an Advance on the due date of and in an aggregate amount required to pay such Obligations and the proceeds of such Advance may be disbursed by way of direct payment of the previous relevant Obligations, provided that Lender shall have no obligation to honor any deemed request for an Advance Requestson or after the date on which this Agreement is terminated pursuant to Section 9.2, or when an Overadvance exists or would result from such funding or when any applicable condition precedent is not satisfied, but Lender may do so in its discretion and without regard to the existence of, and without being deemed to have waived, any other document that Lender may reasonably requestDefault or Event of Default and regardless of whether such Advance is made after the date on which this Agreement is terminated pursuant to Section 9.2.

Appears in 1 contract

Samples: Loan and Security Agreement (Janel World Trade LTD)

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Advance Requests. Subject A request for an advance (also known as a revolving loan) shall be made, or shall be deemed to compliance with all of be made, in the conditions of this Agreement and the remaining Loan Documents, Lender shall, at its sole and absolute discretion, make Advances of Loan funds from the Call Center Proceeds to Borrower as requested by Borrower in accordance with the provisions of this Agreement. following manner: Borrower may require the disbursement give Capital notice of all or any part of the amount of the Call Center Proceeds at any time before the Maturity Date unless an Enforcement Event has occurred. Each Advance Request must be made pursuant its intention to an Advance Request form substantially borrow, in the form of the Advance Request form attached hereto as Exhibit "C", and must be signed by a properly authorized official of the Borrower. Prior evidence of such authority, satisfactory to Lender in its sole discretion, must be made available to Lender. In addition, each Advance Request (i) which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date, no later than 11:00 a.m. on the proposed borrowing date. Capital may lend to Borrower, in Capital's sole discretion, exercised in a commercially reasonable manner (a) up to the Advance requested Percentage (as defined on Schedule 1) of the net amount of Borrower's Eligible Accounts (the "net amount" of Eligible Accounts means the gross amount of said Eligible Accounts less returns and contain instructions discounts based upon the shortest or longest payment terms as Capital may elect, credits or allowances of any nature at any time issued, owing, claimed by account debtors, granted or outstanding based upon the Borrowing Base Certificate which must be submitted to Capital in connection with such request), not to exceed at any time (b) the Maximum Credit Line; provided, however, that the maximum advance against Eligible Accounts due from Xxxxx Worldwide Airlines, Inc. ("Xxxxx") shall not at any time exceed $5,000,000.00. PROVIDED, FURTHER, that no such request for its disbursement, an advance may be made (i) at a time when there exists an Event of Default; and (ii) unless payment is otherwise timely made by Borrower, the becoming due of any amount required to be paid under this Agreement or any of the other Loan Documents, as principal, accrued interest, fees or Capital Expenses, shall attach such supporting documentation as is reasonably requested be deemed irrevocably to be a request by Lender Borrower from time to timeCapital for an advance or revolving loan on the due date of, and (iii) shall certify that Borrower shall use in an aggregate amount required to pay, such principal, accrued interest, fees, Capital Expenses or other charges and the funds to proceeds of each such advance or revolving loan may be disbursed by Capital by way of direct payment of the relevant Obligation and shall bear interest at the rate of interest applicable to it the Daily Balance (whether or not any Event of Default or Over-Advance exists at the time of or would result from such advance). As an accommodation to Borrower, Capital may permit electronic transmittal of instructions or requests for advances, authorizations, agreements or reports to Capital by Lender exclusively Borrower, received from any one or more of the authorized officers of the Borrower identified on EXHIBIT B hereto. In no event shall Capital be obligated to make advances to Borrower under this Section 2 whenever the aggregate amount of the then outstanding advances made pursuant to Section 2 exceeds or would exceed as a result of the requested advance, the Maximum Credit Line. Unless Borrower specifically directs Capital in writing not to accept or act upon telecopied or electronic communications from Borrower, Capital shall have no liability to Borrower for any loss or damage suffered by Borrower as a result of Capital's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to Capital electronically and purporting to have been sent to Capital by Borrower and Capital shall have no duty to verify the purposes origin of any such communication or the authority of the person sending it. All of the advances made pursuant to this Section 2.1 and any supplement, if any, to this Agreement shall be added to and deemed part of the Obligations when made. If, at any time and for any reason, the amount of advances made pursuant to Sections 2.1 and such supplement, if any, exceed the percentage or dollar limitations set forth in Section 2.2(b) 2.1 and in such supplement, as applicable, or if all of this Agreement. FurthermoreBorrower's Obligations, each Advance Request at any time and for any reason, exceed the Maximum Credit Line (an "Over Advance"), then Borrower, upon Capital's election and demand, shall be irrevocable and binding on Borrower and shall be delivered immediately pay to Lender by telecopier or telexCapital, confirmed immediately in writing by courier. Lender shall not be required to disburse Advances during cash, the existence amount of any Enforcement Event, and shall not be required to approve any Advance Request for an amount less than US$50,000. All Advance Requests must be supported by a certificate from Borrower stating that the amounts requested have been spent or incurred, accompanied by paid invoices, canceled checks, receipts or other proof of payment satisfactory to Lender with respect to all costs covered by the previous Advance Requests, and any other document that Lender may reasonably requestsuch excess.

Appears in 1 contract

Samples: Loan and Security Agreement (Stratus Services Group Inc)

Advance Requests. Subject A request for an advance (also known as a revolving loan) shall be made, or shall be deemed to compliance with all of be made, in the conditions of this Agreement and the remaining Loan Documents, Lender shall, at its sole and absolute discretion, make Advances of Loan funds from the Call Center Proceeds to Borrower as requested by Borrower in accordance with the provisions of this Agreement. following manner: Borrower may require the disbursement give Capital notice of all or any part of the amount of the Call Center Proceeds at any time before the Maturity Date unless an Enforcement Event has occurred. Each Advance Request must be made pursuant its intention to an Advance Request form substantially borrow, in the form of the Advance Request form attached hereto as Exhibit "C", and must be signed by a properly authorized official of the Borrower. Prior evidence of such authority, satisfactory to Lender in its sole discretion, must be made available to Lender. In addition, each Advance Request (i) which notice Borrower shall specify the amount of the Advance requested proposed borrowing and contain instructions for its disbursementthe proposed borrowing date, no later than 11:00 a.m. on the proposed borrowing date. Capital may lend to Borrower, in Capital’s sole and absolute discretion, (iia) shall attach up to the Advance Percentage (as defined on Schedule 1) of the net amount of Borrower’s Eligible Accounts and Eligible Letter of Protection Accounts (the “net amount” of Borrower’s Eligible Accounts and Eligible Letter of Protection Accounts means the true rate of collection on such supporting documentation Eligible Accounts and Eligible Letter of Protection Accounts as is reasonably requested determined by Lender Capital from time to time, in its sole discretion, and generally approximately 27% of the face amount of each Eligible Account and Eligible Letter of Protection Account, which number is subject to change in the sole discretion of Capital, based upon Capital’s based upon the Borrowing Base Certificate (iiiif applicable) which must be submitted to Capital in connection with such request)not to exceed at any time (B) the Maximum Credit Line. As an accommodation to Borrower, Capital may permit electronic transmittal of instructions or requests for advances, authorizations, agreements or reports to Capital by Borrower, received from any one or more of the authorized officers or other personnel of the Borrower identified on Exhibit B hereto. Pursuant to the terms hereof, Borrower will deliver to Capital, from time to time, assignment schedules of Borrower’s Accounts on Capital’s form of Schedule of Assigned Accounts and/or Borrowing Base Certificates and an Authorized Signature Card from Borrower to Capital to indicate which of Borrower’s employees and officers are authorized to provide and request information, including advances from Capital on behalf of the Borrower, all of which is subject to the procedures set forth herein. The Borrower specifically requests that Capital agree to accept any facsimile signature on any Schedule of Assigned Accounts, Borrowing Base Certificate, Authorized Signature Card or any notice which Capital in its sole discretion believes to have been sent or forwarded to Capital by one of the Borrower’s authorized officers or employees. The Borrower hereby agrees to follow up any of said facsimile transmissions with the original of same no later than the next business day following any such facsimile transmission. In addition to the other indemnifications set forth herein, the Borrower hereby indemnifies and holds all Indemnitees (as defined below) harmless from and against any and all claims, demands, losses, liabilities, actions, lawsuits and other proceedings, judgments and awards, and from costs and expenses (including without limitation reasonable attorney's fees) arising directly or indirectly, in whole or in part, out of the negligence, willful misconduct, misuse or unlawful or unauthorized use of any facsimile message or, facsimile signature or signatures of any person or persons, including the Borrower or its partners, officers, directors, agents or employees, whether within or beyond the scope of such individual's duties or authority thereunder. Further, the Borrower agrees to assume full responsibility for any and all advances and actions taken by Capital in reliance upon any facsimile transmission or, facsimile signature or signatures of any person or persons, including the Borrower or its partners, officers, directors, agents or employees, signing on behalf of the Borrower. Borrower agrees that Capital shall certify that not be responsible for any communication or miscommunication by any individual claiming to or which Capital in its discretion believes to have proper authority to give any facsimile transmission. In no event shall Capital be obligated to make advances to Borrower under this Section 2 whenever the aggregate amount of the then outstanding advances made pursuant to Section 2 exceeds or would exceed as a result of the requested advance, the Maximum Credit Line. Unless Borrower specifically directs Capital in writing not to accept or act upon telecopied or electronic communications from Borrower, Capital shall use have no liability to Borrower for any loss or damage suffered by Borrower as a result of Capital’s honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to Capital electronically and purporting to have been sent to Capital by Borrower and Capital shall have no duty to verify the funds origin of any such communication or the authority of the person sending it. All of the advances made pursuant to this Section 2.1 and any supplement, if any, to this Agreement shall be disbursed added to it by Lender exclusively and deemed part of the Obligations when made. If, at any time and for any reason, the purposes amount of advances made pursuant to Sections 2.1 and such supplement, if any, exceed the percentage or dollar limitations set forth in Section 2.2(b2.1 and in such supplement, as applicable, or if all of Borrower's Obligations, at any time and for any reason, exceed the Maximum Credit Line (an "Over Advance"), then Borrower shall within fifteen (15) business days pay to Capital, in cash, the amount of this Agreement. Furthermore, each Advance Request shall be irrevocable and binding on Borrower and shall be delivered to Lender by telecopier or telex, confirmed immediately in writing by courier. Lender shall not be required to disburse Advances during the existence of any Enforcement Event, and shall not be required to approve any Advance Request for an amount less than US$50,000. All Advance Requests must be supported by a certificate from Borrower stating that the amounts requested have been spent or incurred, accompanied by paid invoices, canceled checks, receipts or other proof of payment satisfactory to Lender with respect to all costs covered by the previous Advance Requests, and any other document that Lender may reasonably requestsuch excess.

Appears in 1 contract

Samples: Loan and Security Agreement (First Choice Healthcare Solutions, Inc.)

Advance Requests. Subject Except as otherwise provided herein, the Borrower may from time to compliance time prior to the Reducing Revolving Line Expiration Date request the Bank to make Reducing Revolving Line Advances, or renew or convert the Interest Rate Option applicable to existing Reducing Revolving Line Borrowing Tranches pursuant to Section 4.2, by delivering to the Bank, not later than 10:00 a.m., State College, Pennsylvania time, (i) three (3) Business Days prior to (A) the proposed Borrowing Date with all respect to the making of Reducing Revolving Line Advances to which the Euro-Rate Option applies or(B) the end of the conditions of this Agreement and current Interest Period in the remaining Loan Documents, Lender shall, at its sole and absolute discretion, make Advances of Loan funds from the Call Center Proceeds to Borrower as requested by Borrower in accordance with the provisions of this Agreement. Borrower may require the disbursement of all or any part case of the amount conversion to or the renewal of the Call Center Proceeds at Euro-Rate Option for any time before Borrowing Tranches or (ii) on the Maturity same or one (1) Business Day prior to either the proposed Borrowing Date unless an Enforcement Event has occurred. Each with respect to the mating of a Reducing Revolving Line Advance Request must be made pursuant to an Advance Request form which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Borrowing Tranche, of a duly completed request therefor substantially in the form of Exhibit D or a request by telephone immediately confirmed in writing by letter, facsimile or telex in such form (each, a "Reducing Line Loan Request"), it being understood that the Advance Request form attached hereto as Exhibit "C", and must be signed by Bank may rely on the authority of any individual making such a properly authorized official telephonic request without the necessity of the Borrower. Prior evidence receipt of such authority, satisfactory to Lender in its sole discretion, must be made available to Lenderwritten confirmation. In addition, each Advance Request (i) shall specify the amount of the Advance requested and contain instructions for its disbursement, (ii) shall attach such supporting documentation as is reasonably requested by Lender from time to time, and (iii) shall certify that Borrower shall use the funds to be disbursed to it by Lender exclusively for the purposes set forth in Section 2.2(b) of this Agreement. Furthermore, each Advance Each Reducing Line Loan Request shall be irrevocable and binding on Borrower shall specify (i) the proposed Borrowing Date; (ii) the aggregate amount of the proposed Reducing Revolving Line Advance comprising each Borrowing Tranche; (iii) whether the EuroRate Option or Base Rate Option shall apply to the proposed Revolving Line Advance comprising the applicable Borrowing Tranche; and shall be delivered (iv) in the case of a Borrowing Tranche to Lender by telecopier or telexwhich the EuroRate Option applies, confirmed immediately in writing by courier. Lender shall not be required to disburse Advances during an appropriate Interest Period for the existence of any Enforcement Event, and shall not be required to approve any Reducing Revolving Line Advance Request for an amount less than US$50,000. All Advance Requests must be supported by a certificate from Borrower stating that the amounts requested have been spent or incurred, accompanied by paid invoices, canceled checks, receipts or other proof of payment satisfactory to Lender with respect to all costs covered by the previous Advance Requests, and any other document that Lender may reasonably requestcomprising such Borrowing Tranche.

Appears in 1 contract

Samples: Credit Agreement (Aquapenn Spring Water Company Inc)

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