AFFIRMATIVE CONVENANTS. So long as Lenders are committed to fund any Borrowings under this Agreement and until the Obligation is paid in full, each Borrower covenants and agrees that, unless Required Lenders otherwise consent in writing (except as provided in Section 14.9 with respect to matters requiring consent or approval of all Lenders):
AFFIRMATIVE CONVENANTS. 5.1. A portion of the proceeds of the Investment hereunder together with certain funds received by the Company from the OCS (the "OCS Funds") for the development of a cell therapy product for Age Related Macular Degeneration (AMD) based on RPE cells derived from human embryonic stem cells will be used by the Company to fund the Company's RPE research and development program, as described in Schedule 5.1 attached hereto (the "RPE Program") as per the budget shown thereon (the "RPE Budget"). The remaining portion of the Investment proceeds shall be used to fund up to $ 320,000 (Three Hundred and Twenty Thousand US Dollars) in cost overruns which may be incurred in the implementation of the RPE Program, research under the Additional Research Agreement as well as other research and the Company's ongoing operations.
5.2. Following the Closing, the Board may act to increase the number of Ordinary Shares available to employees and consultants under the Company's Employee Share Ownership and Option Plan (2007).
AFFIRMATIVE CONVENANTS. On and after the Closing Date, so long as any Note shall remain unpaid or any Lender shall have any Commitment hereunder, the Borrower shall, and shall cause each other Covered Person to, unless the Majority Lenders shall otherwise consent in writing:
(a) Use of Proceeds. Apply all proceeds of each Advance solely as specified in Section 6.01(n) hereof.
AFFIRMATIVE CONVENANTS. Borrower commits to undertake the following obligations to do during the effective term of this Agreement.
AFFIRMATIVE CONVENANTS. ... 55 4.1 Use of Proceeds....
... 55 4.2 Delivery of Financial Statements and Other Information..
... 55 4.3 Preservation of Existence; Qualification.
... 58 4.4 Compliance with Laws and Contracts....
... 58 4.5 Accounting System; Books and Records.
... 59 4.6 Payment of Taxes and Other Liabilities...
AFFIRMATIVE CONVENANTS. The Company agrees that unless Lender otherwise agrees in writing, so long as any principal or interest under any Note remains unpaid or Lender has any Revolving Loan Commitment, the Company (and each of its Subsidiaries unless the context otherwise requires) will do the following:
AFFIRMATIVE CONVENANTS. Borrower covenants and agrees with Lender that, so long as this Agreement remains in effect, Borrower will: Notices of Claims and Litigation. Promptly inform Lender in writing of (1) all material adverse changes in Borrower’s financial condition, and (2) all existing and all threatened litigation, claims, investigations, administrative proceedings or similar actions affecting Borrower or any Guarantor which could materially affect the financial condition of Borrower or the financial condition of any Guarantor.
AFFIRMATIVE CONVENANTS. Borrower covenants and agrees with Lender that, so long as this Agreement remains in effect, Borrower will:
AFFIRMATIVE CONVENANTS. Until the entire principal amount of this Note and all accrued interest and other amounts due hereunder have been paid in full, MBI hereby covenants as follows:
(a) MBI shall permit Holder any person Holder may designate to review all books and records, reports, accounts, and other financial documents of MBI and to copy the same and to make excerpts therefrom, all at such reasonable times and as often as Holder may reasonably request, so long as such review and copying does not unreasonably interfere with the business of MBI.
(b) MBI will not without the prior written consent of Holder, directly or indirectly, pay any dividends or make any distributions on, or repurchase any shares of, its capital stock.
AFFIRMATIVE CONVENANTS. The Company covenants and agrees that, so long as any of the Commitments hereunder shall be in effect or there is any Total Outstanding Amount, unless Required Banks shall otherwise give prior written consent, it shall perform all covenants in this Article 5: