Change in Business or Ownership. Engage, or permit any Subsidiary to engage, in any business other than the businesses engaged in by Borrower or such Subsidiary as of the date of this Agreement, as applicable, or reasonably related thereto or have a material change in Borrower’s ownership equal to or greater than fifty percent (50%) other than (a) by the sale by Borrower of Borrower’s Equity Securities in a public offering or (b) to venture capital or strategic investors so long as Borrower identifies to Lenders and Collateral Agent the venture capital or strategic investors prior to the execution of a definitive agreement relating to such change of ownership and any such venture capital investors that purchase or otherwise acquire twenty-five percent (25%) or more of the ownership of Borrower in one or a series of transactions have cleared each Lender’s “know your customer” checks.
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Samples: Venture Loan and Security Agreement (Ceribell, Inc.), Venture Loan and Security Agreement (Ceribell, Inc.)
Change in Business or Ownership. Engage, or permit any Subsidiary to engage, in any business other than the businesses engaged in by Borrower or such Subsidiary as of the date of this AgreementEffective Date, as applicable, or reasonably related thereto or have a material change in Borrower’s ownership equal to or greater than fifty percent (50%) other than (a) by the sale by Borrower of Borrower’s Equity Securities in a public offering or (b) to venture capital or strategic investors so long as Borrower identifies to Lenders and Collateral Agent Bank the venture capital or strategic investors prior to the execution of a definitive agreement relating to such change of ownership and any such venture capital investors that purchase or otherwise acquire twenty-five percent (25%) or more of the ownership of Borrower in one or a series of transactions have cleared each LenderBank’s “know your customer” checks.
Appears in 2 contracts
Samples: Loan and Security Agreement (Ceribell, Inc.), Loan and Security Agreement (Ceribell, Inc.)
Change in Business or Ownership. Engage, or permit any Subsidiary to engage, in any business other than the businesses currently engaged in by Borrower or such Subsidiary as of the date of this AgreementSubsidiary, as applicable, or reasonably related thereto or have a material change in Borrower’s ownership equal to or greater greater, in a such transaction, than fifty twenty-five percent (5025%) other than (a) by the sale by Borrower of Borrower’s Equity Securities in a public offering or (b) to venture capital or strategic investors so long as Borrower identifies to Lenders Lender and Collateral Agent the venture capital or strategic investors prior to the execution of a definitive agreement relating to such change of ownership and any such venture capital investors that purchase or otherwise acquire twenty-five percent (25%) or more of the ownership of Borrower in one or a series of transactions have cleared each Lender’s “know your customer” checks.
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Change in Business or Ownership. Engage, or permit any Subsidiary to engage, in any business other than the businesses currently engaged in by Borrower or such Subsidiary as of the date of this AgreementSubsidiary, as applicable, or reasonably related thereto or have a material change in Borrower’s ownership equal to or greater than fifty twenty-five percent (5025%) other than (a) by the sale by Borrower of Borrower’s Equity Securities in a public offering or (b) to venture capital or strategic investors so long as Borrower identifies to Lenders Lender and Collateral Agent the venture capital or strategic investors prior to the execution of a definitive agreement relating to such change of ownership and any such venture capital investors that purchase or otherwise acquire twenty-five percent (25%) or more of the ownership of Borrower in one or a series of transactions have cleared each Lender’s “know your customer” checks.
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Change in Business or Ownership. Engage, or permit any Subsidiary to engage, in any business other than the businesses currently engaged in by Borrower or such Subsidiary as of the date of this AgreementSubsidiary, as applicable, or reasonably related thereto or have a material change in Borrower’s ownership equal to or greater than fifty twenty-five percent (5025%) other than (a) by the sale by Borrower of Borrower’s Equity Securities in a public offering or (b) to venture capital or strategic investors so long as Borrower identifies to Lenders each Lender and Collateral Agent the venture capital or strategic investors prior to the execution of a definitive agreement relating to such change of ownership and any such venture capital investors that purchase or otherwise acquire twenty-five percent (25%) or more of the ownership of Borrower in one or a series of transactions have cleared each Lender’s “know your customer” checks.
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Samples: Venture Loan and Security Agreement (D-Wave Quantum Inc.)