Subsequent Advances Clause Samples

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 ▇▇▇▇▇▇▇▇ 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. Subject to SECTION 6.2, in addition to the terms and conditions otherwise contained herein, Lender shall make Subsequent Advances upon receipt of a request from Borrower therefor in writing with seven Business Days' advance notice, together with a description of the use of proceeds thereof. Borrower shall not be entitled to receive more than one Advance per month. The obligation of Lender to make each Subsequent Advance under the Loan is conditioned upon the following: (a) the representations and warranties contained in this Agreement and the Security Agreement shall be true and correct in all material respects on and as of the date of such Subsequent Advance, as though made on and as of such date (except to the extent that such representations and warranties relate solely to an earlier date); (b) no Default or Event of Default shall have occurred and be continuing on the date of such Subsequent Advance, nor shall either result from the making thereof, (c) no injunction, writ, restraining order, or other order of any nature prohibiting, directly or indirectly, the Subsequent Advance shall have been issued and remain in force by any Governmental Authority against Borrower, Lender, or any of their Affiliates; (d) no Material Adverse Change shall have occurred; (e) Borrower shall have filed with the Securities and Exchange Commission its Annual Report on Form 10-K for the fiscal year ended March 31, 2001, containing therein from Borrower's independent public accountants an unqualified opinion on Borrower's financial statements; (f) All software (including without limitation the source code thereto) developed pursuant to that certain Agreement for Professional Services dated September 27, 2000 by and among Borrower and NetChemistry, Inc. ("NetChemistry") and all Work Product, as that term is defined in that certain Professional Consulting Services Agreement dated March 21, 2001 by and among Borrower and NetChemistry (including the software and the source code thereto), shall be (a) placed in an independent escrow account, governed by an escrow agreement providing that such software and Work Product be released to Lender upon an Event of Default; (b) registered with the United States Copyright Office in the name of Borrower and Lender shall have recorded an assignment of interest thereto; and (c) subject to the Security Agreement; (g) Lender shall have received a Secretary's Certificate, executed by Borrower's Secretary, confirming that Company shall use the pr...

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. 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. The obligation of FINOVA to make any advance hereunder 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 in all material respects, before and after giving effect to such advance or issuance and to the application of any proceeds thereof provided that any representation or warranty which represents or warrants as to matters as of a specific date shall only be required to be true as of that date; (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 since September 30, 1996 in the Borrower's business, operations, financial condition, or assets (not including any provision for Inventory losses); and (d) FINOVA shall have received such other approvals, opinions or documents required hereunder. (e) in the event that all parties to Validity and Support Agreements have terminated their employment with or are terminated by Borrower, the individual(s) assuming the responsibilities of such individual(s) shall have executed and delivered a Validity and Support Agreement(s) in substantially the same form to FINOVA. (page 3 continued)

Subsequent Advances. Each Subsequent Advance shall be in an amount as stated in a Put Request delivered by the Company, paid by the Purchaser at a Closing with respect to each such Advance, provided, however, that (i) the Company shall be under no obligation to make any Put Request at any time; (ii) no Put Request shall exceed $1,000,000; (iii) no more than one Put Request shall be delivered in any one calendar week without the prior consent of Purchaser; (iv) the Purchaser may decline any Put Request and shall not be under any obligation to make any Subsequent Advance unless the closing bid price for the Company’s trading shares on the New York Stock Exchange shall have been equal or greater than one dollar ($1.00) on each of the five (5) consecutive trading days immediately preceding the Determination Date (as defined below);and (v) the Purchaser need not make any Subsequent Advance unless (1) the Company has executed and delivered a Note under this Agreement evidencing such Advance, (2) the Company has filed with the SEC and delivered to Purchaser a duly prepared prospectus under the Registration Statement registering the Note and Common Stock issuable upon conversion of the Note evidencing such Advance, and (3) the Company shall have reserved for issuance to the Purchaser two times the number of shares of Common Stock issuable upon full conversion of all Notes then outstanding, including any such Note relating to 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 Bank.

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. 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.