Common use of Conditions Precedent to all Term Loans Clause in Contracts

Conditions Precedent to all Term Loans. The obligation of each Lender to extend each Term Loan is subject to the following conditions precedent: (a) receipt by Collateral Agent of an executed Loan Payment Request Form in the form of Exhibit C attached hereto; (b) the representations and warranties in Section 5 hereof shall be true, accurate and complete in all material respects on the Funding Date of each Term Loan; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, and no Event of Default shall have occurred and be continuing or result from the funding of such Term Loan; (c) in such Lender’s reasonable discretion, there has not been any Material Adverse Change; (d) No Event of Default or an event that with the passage of time could result in an Event of Default, shall exist; and (e) payment of the fees and Lenders’ Expenses then due as specified in Section 2.4 hereof.

Appears in 4 contracts

Samples: Loan and Security Agreement (Alimera Sciences Inc), Loan and Security Agreement (Alimera Sciences Inc), Loan and Security Agreement (Alimera Sciences Inc)

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Conditions Precedent to all Term Loans. The obligation of each Lender to extend each Term Loan Loan, including the initial Term Loan, is subject to the following conditions precedent: (a) receipt by Collateral Agent of an executed Loan Payment Request Form in the form of Exhibit C attached hereto; (b) the representations and warranties in Section 5 hereof shall be true, accurate true and complete correct in all material respects on the Funding Date of each Term Loan; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate true and complete correct in all material respects as of such date, and no Event of Default shall have occurred and be continuing or result from the funding of such Term Loan; (c) in such Lender’s reasonable discretion, there has not been any Material Adverse Change; (d) No [reserved]; (e) no Event of Default or an event that with the passage of time could result in an Event of Default, shall exist; and (ef) payment of the fees and Lenders’ Expenses then due as specified in Section 2.4 hereofhereof (including payment of the fees then due and payable under the terms of the Fee Letter).

Appears in 3 contracts

Samples: Loan and Security Agreement (Vapotherm Inc), Loan and Security Agreement (Vapotherm Inc), Loan and Security Agreement (Vapotherm Inc)

Conditions Precedent to all Term Loans. The obligation of each Lender to extend each Term Loan Loan, including the initial Term Loan, is subject to the following conditions precedent: (a) receipt by Collateral Agent of an executed Loan Payment Request Form in the form of Exhibit C D attached hereto; (b) the representations and warranties in Section 5 hereof shall be true, accurate and complete in all material respects on the Funding Date of each Term Loan; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, and no Event of Default shall have occurred and be continuing or result from the funding of such Term Loan; (c) in such Lender’s reasonable discretion, there has not been any Material Adverse Change; (d) No no Event of Default or an event that with the passage of time could result in an Event of Default, shall exist; and (e) payment of the fees and Lenders’ Expenses then due as specified in Section 2.4 hereof.

Appears in 3 contracts

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

Conditions Precedent to all Term Loans. The obligation of each Lender to extend each Term Loan Loan, including the initial Term Loan, is subject to the following conditions precedent: (a) receipt by Collateral Agent of an executed Loan Payment Request Form in the form of Exhibit C attached hereto; (b) the representations and warranties in Section 5 hereof shall be true, accurate and complete in all material respects on the Funding Date of each Term Loan; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, and no Event of Default shall have occurred and be continuing or result from the funding of such Term Loan; (c) in such Lender’s reasonable discretion, there has not been any Material Adverse Change; (d) No Event for any Term B Loan, a completed Perfection Certificate for Borrower and each of Default or an event that with the passage of time could result in an Event of Default, shall existits Subsidiaries; and (e) payment of the fees and Lenders’ Expenses then due as specified in Section 2.4 hereof.

Appears in 3 contracts

Samples: Loan and Security Agreement (Syndax Pharmaceuticals Inc), Loan and Security Agreement (Syndax Pharmaceuticals Inc), Loan and Security Agreement (Syndax Pharmaceuticals Inc)

Conditions Precedent to all Term Loans. The obligation of each Lender to extend each Term Loan Loan, including the initial Term Loan, is subject to the following conditions precedent: (a) receipt by Collateral Agent of an executed Loan Payment Request Form in the form of Exhibit C attached hereto; (b) the representations and warranties in Section 5 hereof shall be true, accurate and complete in all material respects on the Funding Date of each Term Loan; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, and no Event of Default shall have occurred and be continuing or result from the funding of such Term Loan; (c) in such Lender’s reasonable discretion, there has not been any Material Adverse Change; (d) No Event of Default or an event that with the passage of time could result in an Event of Default, shall exist; and (e) payment of the fees and Lenders’ Expenses then due as specified in Section 2.4 hereof.

Appears in 3 contracts

Samples: Loan and Security Agreement (scPharmaceuticals Inc.), Loan and Security Agreement (Apollo Endosurgery, Inc.), Loan and Security Agreement (scPharmaceuticals Inc.)

Conditions Precedent to all Term Loans. The obligation of each Lender to extend each Term Loan Loan, including the initial Term Loan, is subject to the following conditions precedent: (a) receipt by Collateral Agent of an executed Loan Payment Request Form in the form of Exhibit C attached hereto; (b) the representations and warranties in Section 5 hereof shall be true, accurate and complete in all material respects on the Funding Date of each Term Loan; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, and no Event of Default shall have occurred and be continuing or result from the funding of such Term Loan; (c) in such Lender’s reasonable discretion, there has not been any Material Adverse Change; (d) No no Event of Default or an event that with the passage of time could would result in an Event of Default, shall exist; and (e) payment of the fees and Lenders’ Expenses then due as specified in Section 2.4 2.5 hereof.

Appears in 2 contracts

Samples: Loan and Security Agreement (Imprimis Pharmaceuticals, Inc.), Loan and Security Agreement (Imprimis Pharmaceuticals, Inc.)

Conditions Precedent to all Term Loans. The obligation of each Lender to extend each Term Loan Loan, including the initial Term Loan, is subject to the following conditions precedent: (a) a. receipt by Collateral Agent of an executed Loan Payment Request Form in the form of Exhibit C attached hereto; (b) b. the representations and warranties in Section 5 hereof shall be true, accurate and complete in all material respects on the Funding Date of each Term Loan; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, and no Event of Default shall have occurred and be continuing or result from the funding of such Term Loan; (c) c. in such Lender’s reasonable discretion, there has not been any Material Adverse Change; (d) d. No Event of Default or an event that with the passage of time could result in an Event of Default, shall exist; and (e) e. payment of the fees and Lenders’ Expenses then due as specified in Section 2.4 hereof.

Appears in 1 contract

Samples: Loan and Security Agreement (Achaogen Inc)

Conditions Precedent to all Term Loans. The obligation of each Lender to extend each Term Loan Loan, including the initial Term Loan, is subject to the following conditions precedent: (a) receipt by Collateral Agent of an executed Loan Payment Request Form in the form of Exhibit C attached hereto; (b) the representations and warranties in Section 5 hereof shall be true, true and accurate and complete in all material respects on the Funding Date of each Term Loan; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, true and accurate and complete in all material respects as of such date, and no Event of Default shall have occurred and be continuing or result from the funding of such Term Loan; (c) in such Lender’s reasonable discretion, there has not been any Material Adverse Change; (d) No Event of Default or an event that with the passage of time could result in an Event of Default, shall exist; and (e) payment of the fees and Lenders’ Expenses then due as specified in Section 2.4 2.5 hereof.

Appears in 1 contract

Samples: Loan and Security Agreement (Axcella Health Inc.)

Conditions Precedent to all Term Loans. The obligation of each Lender to extend each Term Loan Loan, including the initial Term Loan, is subject to the following conditions precedent: (a) receipt by Collateral Agent of an executed Loan Payment Request Form in the form of Exhibit C attached hereto;hereto; (b) the representations and warranties in Section 5 hereof shall be true, accurate and complete in all material respects on the Funding Date of each Term Loan; Loan; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, and no Event of Default shall have occurred and be continuing or result from the funding of such Term Loan;Loan; (c) in such Lender’s reasonable discretion, there has not been any Material Adverse Change;Change; (d) No Event of Default or an event that with the passage of time could result in an Event of Default, shall exist; exist; and (e) payment of the fees and Lenders’ Expenses then due as specified in Section 2.4 hereof.

Appears in 1 contract

Samples: Loan and Security Agreement (scPharmaceuticals Inc.)

Conditions Precedent to all Term Loans. The obligation of each Lender to extend each Term Loan Loan, including the initial Term Loan, is subject to the following conditions precedent: (a) receipt by Collateral Agent of an executed Loan Payment Request Form in the form of Exhibit C D attached hereto; (b) the representations and warranties in Section 5 hereof shall be true, accurate and complete in all material respects on the Funding Date of each Term Loan; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, and no Event of Default shall have occurred and be continuing or result from the funding of such Term Loan; (c) in such Lender’s reasonable discretion, there has not been any Material Adverse Change; (d) No no Event of Default or an event that with the passage of time could result in an Event of Default, shall exist; and (e) payment of the fees and Lenders’ Expenses then due as specified in Section 2.4 hereofhereof (including payment of the fees payable under the terms of the Fee Letter).

Appears in 1 contract

Samples: Loan and Security Agreement (SOC Telemed, Inc.)

Conditions Precedent to all Term Loans. The obligation of each Lender to extend each Term Loan Loan, including the initial Term Loan, is subject to the following conditions precedent: (a) receipt by Collateral Agent of an executed Loan Payment Request Form in the form of Exhibit C attached hereto; (b) the representations and warranties in Section 5 hereof shall be true, accurate true and complete correct in all material respects on the Funding Date of each Term Loan; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate true and complete correct in all material respects as of such date, and no Event of Default shall have occurred and be continuing or result from the funding of such Term Loan;; 20 118773011_2 (c) in such Lender’s reasonable discretion, there has not been any Material Adverse Change; (d) No [reserved]; (e) no Event of Default or an event that with the passage of time could result in an Event of Default, shall exist; and (ef) payment of the fees and Lenders’ Expenses then due as specified in Section 2.4 hereofhereof (including payment of the fees then due and payable under the terms of the Fee Letter).

Appears in 1 contract

Samples: Loan and Security Agreement (Vapotherm Inc)

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Conditions Precedent to all Term Loans. The obligation of each Lender to extend each Term Loan Loan, including the initial Term Loan, is subject to the following additional conditions precedent: (a) receipt by Collateral Agent of an executed Loan Payment Request Form in the form of Exhibit C D attached hereto; (b) the representations and warranties in Section 5 hereof shall be true, accurate and complete in all material respects on the Funding Date of each Term Loan; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, and no Event of Default shall have occurred and be continuing or result from the funding of such Term Loan; (c) in such Lender’s reasonable discretion, there has not been any Material Adverse Change; (d) No Event of Default or an event that with the passage of time could result in an Event of Default, shall exist; and (e) payment of the fees and Lenders’ Expenses then due as specified in Section 2.4 hereof.

Appears in 1 contract

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

Conditions Precedent to all Term Loans. The obligation of each Lender to extend each Term Loan Loan, including the initial Term Loan, is subject to the following conditions precedent: (a) receipt by Collateral Agent of an executed Loan Payment Request Form in the form of Exhibit C attached hereto; (b) the representations and warranties in Section 5 hereof shall be true, accurate and complete in all material respects on the Funding Date of each Term Loan; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, and no Event of Default shall have occurred and be continuing or result from the funding of such Term Loan; (c) in such Lender’s reasonable discretion, there has not been any Material Adverse Change; (d) No no Event of Default or an event that with the passage of time could result in an Event of Default, shall exist; and (e) payment of the fees and Lenders’ Expenses then due as specified in Section 2.4 2.5 hereof.

Appears in 1 contract

Samples: Loan and Security Agreement (Nanosphere Inc)

Conditions Precedent to all Term Loans. The obligation of each Lender to extend each Term Loan Loan, including the initial Term Loan, is subject to the following conditions precedent: (a) receipt by Collateral Agent of an executed Loan Payment Request Form in the form of Exhibit C attached hereto; (b) the representations and warranties in Section 5 hereof shall be true, accurate and complete in all material respects on the Funding Date of each Term Loan; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, and no Event of Default shall have occurred and be continuing or result from the funding of such Term Loan; (c) in such Lender’s reasonable discretion, there has not been any Material Adverse ChangeChange since December 31, 2017; (d) No Event of Default or an event that with the passage of time could result in an Event of Default, shall exist; and (e) payment of the fees and Lenders’ Expenses then due as specified in Section 2.4 hereof.

Appears in 1 contract

Samples: Loan and Security Agreement (GenMark Diagnostics, Inc.)

Conditions Precedent to all Term Loans. The obligation of each Lender to extend each Term Loan Loan, including the initial Term Loan, is subject to the following conditions precedent: (a) receipt by Collateral Agent of an executed Loan Payment Request Form in the form of Exhibit C D attached hereto; (b) the representations and warranties in Section 5 hereof shall be true, accurate and complete in all material respects on the Funding Date of each Term Loan; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and providedprovided further, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, and no Event of Default shall have occurred and be continuing or result from the funding of such Term Loan; (c) in such Lender’s reasonable discretion, there has not been any Material Adverse Change; (d) No Event of Default or an event that with the passage of time could result in an Event of Default, shall exist; and (e) payment of the fees and Lenders’ Expenses then due as specified in Section 2.4 hereof.

Appears in 1 contract

Samples: Loan and Security Agreement (SI-BONE, Inc.)

Conditions Precedent to all Term Loans. The obligation of each Lender to extend each Term Loan Loan, including the initial Term Loan, is subject to the following conditions precedent: (a) receipt by Collateral Agent of an executed Loan Payment Request Form in the form of Exhibit C attached hereto; (b) the representations and warranties in Section 5 hereof shall be true, accurate and complete in all material respects on the Funding Date of each Term Loan; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, and no Event of Default shall have occurred and be continuing or result from the funding of such Term Loan; (c) in such Lender’s reasonable discretion, there has not been any Material Adverse Change; (d) No Event of Default or an event that with the passage of time could result in an Event of Default, shall exist; and (e) payment of the fees and Lenders’ Expenses then due as specified in Section 2.4 hereofhereof (including payment of the fees payable under the terms of the Fee Letter).

Appears in 1 contract

Samples: Loan and Security Agreement (Axcella Health Inc.)

Conditions Precedent to all Term Loans. The obligation of each Lender to extend each Term Loan Loan, including the initial Term Loan, is subject to the following conditions precedent: (a) receipt by Collateral Agent of an executed Loan Payment Request Form in the form of Exhibit C D attached hereto; (b) the representations and warranties in Section 5 hereof shall be true, accurate and complete in all material respects on the Funding Date of each Term Loan; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, and no Event of Default shall have occurred and be continuing or result from the funding of such Term Loan; (c) in such Lender’s reasonable discretion, there has not been any Material Adverse Change; (d) No Event of Default or an event that with the passage of time could result in an Event of Default, shall exist; and (e) payment of the fees and Lenders’ Expenses then due as specified in Section 2.4 hereofhereof (including payment of the fees payable under the terms of the Fee Letter).

Appears in 1 contract

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

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