Common use of Change in Business or Ownership Clause in Contracts

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 Effective 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 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 Bank’s “know your customer” checks.

Appears in 2 contracts

Samples: Loan and Security Agreement (Ceribell, Inc.), Loan and Security Agreement (Ceribell, Inc.)

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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 Effective Datedate 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 Bank 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 Bankeach Lender’s “know your customer” checks.

Appears in 2 contracts

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 currently engaged in by Borrower or such Subsidiary as of the Effective DateSubsidiary, 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 Bank 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 BankLender’s “know your customer” checks.

Appears in 1 contract

Samples: Venture Loan and Security Agreement (Celsion CORP)

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 Effective DateSubsidiary, 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 Bank 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 Bankeach Lender’s “know your customer” checks.

Appears in 1 contract

Samples: Venture Loan and Security Agreement (D-Wave Quantum Inc.)

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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 Effective DateSubsidiary, 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 Bank 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 BankLender’s “know your customer” checks.

Appears in 1 contract

Samples: Venture Loan and Security Agreement (IMV Inc.)

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