Common use of Closing Date Loans Clause in Contracts

Closing Date Loans. Upon fulfillment of the applicable conditions set forth in Article III, Durus shall make the Closing Date Loan available to the Company as follows: (i) $5,080,548 shall be applied to roll over (and amend and restate) the Bridge Loan and all accrued and unpaid interest thereon as of the Closing Date, without novation, into a Closing Date Loan made by Durus (the "Five Million Closing Date Loan"), (ii) $9,325,000 of the outstanding principal amount of the notes held by Durus pursuant to the Subordinated Note Purchase Agreement shall be surrendered to the Company and cancelled in exchange for $9,325,000 principal amount of Closing Date Loan (the "$9.3 Million Closing Date Loan"), and (iii) $1,453,000 in immediately available funds, or other funds as shall separately be agreed upon by Durus (the "Cash Closing Date Loan"), which Cash Closing Date Loan shall be made available to the Company by Durus, on behalf of the Company, (x) making payment by wire transfer of immediately available funds directly to such third parties on account of fees and expenses payable by the Company pursuant to Section 3.02(d) of this Agreement and Sections 6.1.12.3 and 6.2.8.3 of the Securities Purchase Agreement, and (y) making a disbursement to Durus in reimbursement of such fees and expenses previously paid by Durus, and (z) in each case, as specified in, and in the amounts and in accordance with the instructions set forth in, a funds flow memorandum dated the date hereof.