Financing Proceeds. The Company covenants that the proceeds from the issuance of the Note are to be used for the purposes set forth on Exhibit E. Any diversion or use of the proceeds other than as set forth on Exhibit E without the prior written consent of the Holder shall constitute a covenant violation ("Covenant Violation"). Upon any such Covenant Violation, the Company shall immediately repay to the Holder the entire amount of the principal amount of the Note, including any costs and expenses incurred by the Holder in enforcing its rights in connection with such Covenant Violation. Nothing contained in this Section shall be construed to restrict or limit in any way the Holder's right to seek any remedy it deems advisable against the Company for any damages, costs, expenses or losses it may sustain or to bring an action against the Company in connection with such Covenant Violation. The Company will notify the Holder orally and in writing immediately upon the occurrence of such Covenant Violation.
Financing Proceeds. Financing Proceeds shall be applied and distributed in the following order of priority:
(i) First, to the Class B Limited Partners, in proportion to their respective Class B Percentage Interests, until each Class B Limited Partner has been distributed under this Section 5.1(b)(i) and Sections 5.1(a)(i) and 5.1(c)(i), an amount equal to its aggregate Preferred Return;
(ii) Second, to the Class B Limited Partners, in proportion to their respective Class B Percentage Interests, until each Class B Limited Partner’s Preferred Capital Balance is reduced to zero;
(iii) Third, to the Class A Partners, in proportion to their respective Common Capital balances, until each Class A Partner’s Common Capital Balance is reduced to zero; and
(iv) The balance, to the Class A Partners, in proportion to their respective Class A Percentage Interests.
Financing Proceeds. Company shall not repay the Principal and Interest due under the Note through proceeds obtained by any subsequent financing provided by the Holder to the Company.
Financing Proceeds. If the Second Tranche Term Loan is made hereunder, the covenants in this subsection (b) shall apply. Borrower Representative shall deliver evidence satisfactory to Administrative Agent that Loan Parties have received Qualified Financing Proceeds of at least
(i) [*] during the period commencing on the Closing Date to and including [*];
(ii) [*] (inclusive of any amounts counted for purposes of compliance with clause (i) above) during the period commencing on the Closing Date to and including [*], of which at least [*] shall constitute net cash proceeds from the issuance of Equity Interests by Parent to investors in an equity financing, provided that the foregoing minimum equity proceeds requirement may be waived by Administrative Agent in writing in its sole and absolute discretion, provided further, that for purposes of determining compliance with this clause (ii), the amount of Qualified Financing Proceeds received shall be deemed reduced by an amount equal to (i) the aggregate amount of all Royalty and Milestone Payments (including without limitation those due to the Cystic Fibrosis Foundation) which are paid, coming due or scheduled or otherwise reasonably expected to come due by Loan Parties, less projected positive cash flow received Borrowers or their Subsidiaries, on a consolidated basis, received by a Borrower or such Subsidiary pursuant to any research and development, licensing, collaboration and/or development agreements giving rise to such Royalty and Milestone Payments, in each case, prior to achievement of the Lenabasum Approval Milestone, which amount shall be determined based on projections which shall subject to Administrative Agent’s reasonable review and approval with respect to this clause of Section 6.10(b), provided further that the foregoing shall not require deducting Royalty and Milestone Payments set forth on Schedule 5 unless the terms of related agreements giving rise to such payments are modified so as to accelerate the due date of such payments.
Financing Proceeds. The Buyer shall have received the proceeds of the debt financing for the transactions contemplated hereby (a) as contemplated by the Senior Commitment and as contemplated by Exhibit A to the Note Commitment or (b) on other terms acceptable to the Buyer in its sole discretion. The Buyer shall have entered into the Senior Secured Credit Facility contemplated by the Senior Commitments on terms acceptable to Buyer in its sole discretion.
Financing Proceeds. Each of the Company and, by acceptance of this Note, the holder and each of its successors and assigns hereby acknowledges, covenants and agrees that in the event the Company closes a debt or equity financing (a “Financing”), the Company shall not be permitted to repay any of the Outstanding Note Obligations out of the proceeds from a Financing as long as any Xxxxxx Note remains outstanding. The holder of this Note and each of its successor and assigns hereby also acknowledges, covenants and agrees that such holder, successor or assign shall in no event seek repayment or satisfaction of the Outstanding Note Obligations from the proceeds of a Financing for as long as any Xxxxxx Note is outstanding.”
Financing Proceeds. The use of proceeds for the Combined Company with regards to any financing which occurs prior to the closing of the Sale shall be mutually agreed by BTCS and ST.
Financing Proceeds. Parent shall have received the proceeds of the Financing (i) with respect to the economic terms thereof, on terms no less favorable to Parent thereunder than those set forth in the Commitment Letters or the Financing Agreements, as the case may be (e.g., Parent shall not be required to increase the amount of either the Equity Financing or the Debt Financing (or the interest rates applicable thereto)) or (ii) with respect to the non-economic terms thereof, on terms that are substantially similar to those set forth in the Commitment Letters or the Financing Agreements, as the case may be.
Financing Proceeds. The proceeds of the Initial Project Financing; and [NOTE TO DRAFT: ADDITIONAL FINANCING PROCEEDS MAY BE ADDED AFTER THE FINANCING PLAN IS AGREED UPON.]
