Use of Proceeds Certificate Clause Samples

Use of Proceeds Certificate. The Administrative Agent shall have received a Use of Proceeds Certificate to the extent that (i) the Borrower intends to apply the proceeds of an Advance to fund the purchase price (plus reasonable and customary fees and expenses incurred in connection therewith and owing to non-affiliated third parties) of an Acquisition permitted hereby, and (ii) the Consolidated Cash Balance would otherwise exceed the Consolidated Cash Balance Threshold immediately after giving pro forma effect to the receipt of proceeds from such Advance.
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Use of Proceeds Certificate. With respect to any borrowing of Loans during the Suspension Period, if the aggregate amount of Available Cash would exceed $75,000,000 after giving effect to such borrowing and any other transactions occurring prior to or substantially simultaneously with such borrowing, the applicable Borrower shall have delivered to the Administrative Agent a certificate with respect to such borrowing, certifying the proposed used of the proceeds of such borrowing (which shall be a use permitted by Section 4.16). Each borrowing by and issuance of a Letter of Credit on behalf of any Borrower hereunder (other than the initial extensions of credit on the Closing Date) shall constitute a representation and warranty by such Borrower as of the date of such extension of credit that the conditions contained in this Section 5.2 have been satisfied.
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Use of Proceeds Certificate. The Administrative Agent shall have received a Use of Proceeds Certificate with respect to such Loan, substantially in the form of Exhibit J.
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Use of Proceeds Certificate. In the case of a Revolving Credit Loan or Loans, the Agent shall have received a certification included within the relevant notice of borrowing to the effect that the amount of such Loan allocable to working capital needs, together with the outstanding principal amount of Revolving Credit Loans previously made after the date hereof for such purposes, does not exceed $50,000,000 (giving effect to the requested borrowing). Except as otherwise provided in this Agreement, each notice of borrowing or request for the issuance of a Letter of Credit by the Borrower hereunder shall constitute a representation and warranty by the Borrower that the conditions precedent set forth in SECTIONS 6.2(A) and 6.2(B) have been satisfied (both as of the date of such notice and, unless the Borrower otherwise notifies the Agent prior to such borrowing or Letter of Credit, as of the date of such borrowing or Letter of Credit).
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Use of Proceeds Certificate. With respect to any borrowing of Loans during the Suspension Period, if the aggregate amount of Available Cash would exceed $75,000,000 after giving effect to such borrowing and any other transactions occurring prior to or substantially simultaneously with such borrowing, the applicable Borrower shall have delivered to the Administrative Agent a certificate with respect to such borrowing, certifying the proposed used of the proceeds of such borrowing (which shall be a use permitted by Section 4.16).
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Related to Use of Proceeds Certificate

  • Use of Proceeds The Company will use the net proceeds received by it from the sale of the Securities in the manner specified in the Prospectus under “Use of Proceeds.”

  • Use of Proceeds of the Loan Section 3.01. The Borrower shall cause the proceeds of the Loan to be applied to the financing of expenditures on the Project in accordance with the provisions of this Loan Agreement. Section 3.02. The proceeds of the Loan shall be allocated and withdrawn in accordance with the provisions of Schedule 3 to this Loan Agreement, as such Schedule may be amended from time to time by agreement between the Borrower and ADB. Section 3.03. Except as ADB may otherwise agree, the Borrower shall procure, or cause to be procured, the items of expenditure to be financed out of the proceeds of the Loan in accordance with the provisions of Schedule 4 to this Loan Agreement. Section 3.04. Except as ADB may otherwise agree, the Borrower shall cause all items of expenditure financed out of the proceeds of the Loan to be used exclusively in the carrying out of the Project. Section 3.05. Withdrawals from the Loan Account in respect of Goods, Works, and Consulting Services shall be made only on account of expenditures relating to: (a) Goods which are produced in and supplied from and Works and Consulting Services which are supplied from such member countries of ADB as shall have been specified by ADB from time to time as eligible sources for procurement; and (b) Goods, Works, and Consulting Services which meet such other eligibility requirements as shall have been specified by ADB from time to time. Section 3.06. The Loan Closing Date for the purposes of Section 8.02 of the Loan Regulations shall be 30 June 2019 or such other date as may from time to time be agreed between the Borrower and ADB.

  • Use of Proceeds of the Grant Section 3.01. The Recipient shall cause the proceeds of the Grant to be applied to the financing of expenditures on the Project as set out in Schedule 1 of the Initial Grant Agreement and in accordance with the provisions of this Grant Agreement. Section 3.02. The Works, consulting services and other items of expenditure to be financed out of the proceeds of the Grant and the allocation of amounts of the Grant among different categories of such Works and consulting services shall be in accordance with the provisions of Schedule 1 to this Grant Agreement, as such Schedule may be amended from time to time by agreement between the Recipient and ADB. Section 3.03. Except as ADB may otherwise agree, all Works and consulting services to be financed out of the proceeds of the Grant shall be procured in accordance with the provisions of Schedule 3 to the Initial Grant Agreement. Section 3.04. Withdrawals from the Grant Account in respect of Works and consulting services shall be made only on account of expenditures relating to: (a) Works supplied from such member countries of ADB as shall have been specified by ADB from time to time as eligible sources for procurement, and (b) Works and consulting services which meet such other eligibility requirements as shall have been specified by ADB from time to time. Section 3.05. The Grant Closing Date for the purposes of Section 8.02 of the Grant Regulations shall be 31 December 2014 or such other date as may from time to time be agreed between the Recipient and ADB.

  • Application of Proceeds of Sale The proceeds of any sale of Collateral pursuant to Section 6, as well as any Collateral consisting of cash, shall be applied by the Collateral Agent as follows: FIRST, to the payment of all costs and expenses incurred by the Collateral Agent in connection with such sale or otherwise in connection with this Agreement, any other Loan Document or any of the Obligations, including all court costs and the reasonable fees and expenses of its agents and legal counsel, the repayment of all advances made by the Collateral Agent hereunder or under any other Loan Document on behalf of any Pledgor and any other costs or expenses incurred in connection with the exercise of any right or remedy hereunder or under any other Loan Document; SECOND, to the payment in full of the Obligations (the amounts so applied to be distributed among the Secured Parties pro rata in accordance with the amounts of the Obligations owed to them on the date of any such distribution); and THIRD, to the Pledgors, their successors or assigns, or as a court of competent jurisdiction may otherwise direct. The Collateral Agent shall have absolute discretion as to the time of application of any such proceeds, moneys or balances in accordance with this Agreement. Upon any sale of the Collateral by the Collateral Agent (including pursuant to a power of sale granted by statute or under a judicial proceeding), the receipt of the purchase money by the Collateral Agent or of the officer making the sale shall be a sufficient discharge to the purchaser or purchasers of the Collateral so sold and such purchaser or purchasers shall not be obligated to see to the application of any part of the purchase money paid over to the Collateral Agent or such officer or be answerable in any way for the misapplication thereof.

  • Use of Proceeds of Loans The Company shall use the proceeds of Loans for general lawful corporate purposes, including, without limitation financing working capital and capital expenditures, lending to its Subsidiaries and acquiring other Persons or businesses so long as the acquisition is approved by the board of directors of the Person being acquired.