Common use of Disgorgement Clause in Contracts

Disgorgement. (a) If, at any time after payment in full of the [ ] Claims any payments of the [ ] Claims must be disgorged by [ ] for any reason (including, without limitation, any Insolvency Proceeding), this Agreement and the relative rights and priorities set forth herein shall be reinstated as to all such disgorged payments as though such payments had not been made and CR shall immediately pay over to [ ] all money or funds received or retained by CR with respect to the CR Claims to the extent that such receipt or retention would have been prohibited hereunder. (b) If, at any time after payment in full of the CR Claims any payments of the CR Claims must be disgorged by CR for any reason (including, without limitation, any Insolvency Proceeding), this Agreement and the relative rights and priorities set forth herein shall be reinstated as to all such disgorged payments as though such payments had not been made and [ ] shall immediately pay over to CR all money or funds received or retained by [ ] with respect to the [ ] Claims to the extent that such receipt or retention would have been prohibited hereunder.

Appears in 3 contracts

Samples: Term Loan Agreement (Exagen Diagnostics Inc), Term Loan Agreement (Exagen Diagnostics Inc), Term Loan Agreement (Exagen Diagnostics Inc)

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Disgorgement. (a) If, at any time after payment in full of the [ ] SVB Claims any payments of the [ ] SVB Claims must be disgorged by [ ] SVB for any reason (including, without limitation, any Insolvency Proceeding), this Agreement and the relative rights and priorities set forth herein shall be reinstated as to all such disgorged payments as though such payments had not been made and CR shall immediately pay over to [ ] SVB all money or funds received or retained by CR with respect to the CR Claims to the extent that such receipt or retention would have been prohibited hereunder. (b) If, at any time after payment in full of the CR Claims any payments of the CR Claims must be disgorged by CR for any reason (including, without limitation, any Insolvency Proceeding), this Agreement and the relative rights and priorities set forth herein shall be reinstated as to all such disgorged payments as though such payments had not been made and [ ] SVB shall immediately pay over to CR all money or funds received or retained by [ ] SVB with respect to the [ ] SVB Claims to the extent that such receipt or retention would have been prohibited hereunder.

Appears in 2 contracts

Samples: Term Loan Agreement (Tandem Diabetes Care Inc), Term Loan Agreement (Tandem Diabetes Care Inc)

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