Common use of Issuance of Debt Clause in Contracts

Issuance of Debt. On the date of receipt by Company or any of its Subsidiaries of any Cash proceeds from the incurrence of any Indebtedness of Company or any of its Subsidiaries (other than with respect to any Indebtedness permitted to be incurred pursuant to SECTION 6.1), Company shall prepay the Term Loans (subject to SECTION 2.10) as set forth in SECTION 2.12(a) in an aggregate amount equal to 100% of such proceeds, net of underwriting discounts and commissions and other reasonable costs and expenses associated therewith, including reasonable legal fees and expenses.

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Taleo Corp), Credit and Guaranty Agreement (Taleo Corp)

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Issuance of Debt. On the date of receipt by Company Borrower or any of its Subsidiaries of any Cash cash proceeds from the incurrence of any Indebtedness of Company Borrower or any of its Subsidiaries (other than with respect to any Indebtedness permitted to be incurred pursuant to SECTION 6.1Section 6.01), Company Borrower shall prepay the Term Loans (subject to SECTION 2.10) as set forth in SECTION 2.12(aSection 2.30(b) in an aggregate amount equal to 100% of such proceeds, net of underwriting discounts and commissions and other reasonable costs and expenses associated therewith, including reasonable legal fees and expenses.

Appears in 2 contracts

Samples: First Lien Credit and Guaranty Agreement (Paramount Acquisition Corp), Second Lien Credit and Guaranty Agreement (Paramount Acquisition Corp)

Issuance of Debt. On the date of receipt by Company Borrower or any of its Subsidiaries of any Cash proceeds from the incurrence of any Indebtedness of Company Borrower or any of its Subsidiaries (other than with respect to any Indebtedness permitted to be incurred pursuant to SECTION Section 6.1), Company Borrower shall prepay the Term Loans (subject to SECTION 2.10) as set forth in SECTION Section 2.12(a) in an aggregate amount equal to 100% of such proceeds, net of underwriting discounts and commissions and other reasonable costs and expenses associated therewith, including reasonable legal fees and expenses.

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Hamilton Lane INC), Credit and Guaranty Agreement (Hamilton Lane INC)

Issuance of Debt. On the date of receipt by Company Borrower or any of its Subsidiaries of any Cash proceeds from the incurrence of any Indebtedness of Company Borrower or any of its Subsidiaries (other than with respect to any Indebtedness permitted to be incurred pursuant to SECTION Section 6.1), Company shall prepay the Term Loans (subject to SECTION 2.10) as set forth in SECTION 2.12(a) in an aggregate amount equal to 100% [***] of such proceeds, net of underwriting discounts and commissions and other reasonable costs and expenses associated therewith, in each case, paid to non-Affiliates, including reasonable legal fees and expenses.

Appears in 1 contract

Samples: Financing Agreement (Blueprint Medicines Corp)

Issuance of Debt. On the date of receipt by Company Borrower or any of its Subsidiaries of any Cash proceeds from the incurrence of any Indebtedness of Company Borrower or any of its Subsidiaries (other than with respect to any Indebtedness permitted to be incurred pursuant to SECTION Section 6.1), Company Borrower shall prepay the Term Loans (subject to SECTION 2.10) as set forth in SECTION 2.12(aSection 2.14(b) in an aggregate amount equal to 100% of such proceeds, net of underwriting discounts and commissions and other reasonable costs and expenses associated therewith, including reasonable legal fees and expenses.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Movie Gallery Inc)

Issuance of Debt. On the date of receipt by Company Borrower or any of its Subsidiaries of any Cash proceeds from the incurrence of any Indebtedness of Company Borrower or any of its Subsidiaries (other than with respect to any Indebtedness permitted to be incurred pursuant to SECTION Section 6.1), Company shall prepay the Term Loans (subject to SECTION 2.10) as set forth in SECTION 2.12(a) in an aggregate amount equal to 100[**]% of such proceeds, net of underwriting discounts and commissions and other reasonable costs and expenses associated therewith, in each case, paid to non- Affiliates, including reasonable legal fees and expenses.

Appears in 1 contract

Samples: Loan Agreement (Arrowhead Pharmaceuticals, Inc.)

Issuance of Debt. On the date of receipt by Company Borrower or any of its Subsidiaries of any Cash proceeds from the incurrence of any Indebtedness of Company Borrower or any of its Subsidiaries (other than with respect to any Indebtedness permitted to be incurred pursuant to SECTION Section 6.1), Company Borrower shall prepay the Term Loans (subject to SECTION 2.10) as set forth in SECTION 2.12(a) in an aggregate amount equal to 100% of such proceeds, net of underwriting discounts and commissions and other reasonable costs and expenses associated therewith, in each case, paid to non-Affiliates, including reasonable legal fees and expenses.

Appears in 1 contract

Samples: Financing Agreement (Tg Therapeutics, Inc.)

Issuance of Debt. On the date of receipt by Company Borrower or any of its Subsidiaries of any Cash proceeds from the incurrence of any Indebtedness of Company Borrower or any of its Subsidiaries (other than with respect to any Indebtedness permitted to be incurred pursuant to SECTION Section 6.1), Company shall prepay the Term Loans (subject to SECTION 2.10) as set forth in SECTION 2.12(a) in an aggregate amount equal to 100[**]% of such proceeds, net of underwriting discounts and commissions and other reasonable costs and expenses associated therewith, in each case, paid to non-Affiliates, including reasonable legal fees and expenses.

Appears in 1 contract

Samples: Financing Agreement (Apellis Pharmaceuticals, Inc.)

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Issuance of Debt. On the date of receipt by Company the Borrower or any of its Subsidiaries of any Cash proceeds from the incurrence of any Indebtedness of Company the Borrower or any of its Subsidiaries (other than with respect to any Indebtedness permitted to be incurred pursuant to SECTION 6.1Section 7.03), Company the Borrower shall prepay the Term Loans (subject to SECTION 2.10) as set forth in SECTION 2.12(a) in an aggregate amount equal to 100% of such proceeds, net of underwriting discounts and commissions and other reasonable costs and expenses associated therewith, including reasonable legal fees and expenses.

Appears in 1 contract

Samples: Second Lien Credit Agreement (Memc Electronic Materials Inc)

Issuance of Debt. On the date of receipt by Company Borrower or any of its Subsidiaries of any Cash proceeds from the incurrence of any Indebtedness of Company Borrower or any of its Subsidiaries (other than with respect to any Indebtedness permitted to be incurred pursuant to SECTION Section 6.1), Company Borrower shall prepay the Term Loans (subject to SECTION 2.10) as set forth in SECTION 2.12(aSection 2.16(b) in an aggregate amount equal to 100% of such proceeds, net of underwriting discounts and commissions and other reasonable costs and expenses associated therewith, including reasonable legal fees and expenses.

Appears in 1 contract

Samples: First Lien Credit and Guaranty Agreement (Movie Gallery Inc)

Issuance of Debt. On the date of receipt by Company Borrower or any of its Subsidiaries of any Cash proceeds from the incurrence of any Indebtedness of Company Borrower or any of its Subsidiaries (other than with respect to any Indebtedness permitted to be incurred pursuant to SECTION Section 6.1), Company Borrower shall prepay the Term Loans (subject to SECTION 2.10) as set forth in SECTION 2.12(aSection 2.16(c) in an aggregate amount equal to 100% of such proceeds, net of underwriting discounts and commissions and other reasonable costs and expenses associated therewith, including reasonable legal fees and expenses.

Appears in 1 contract

Samples: Second Lien Credit and Guaranty Agreement (Alion Science & Technology Corp)

Issuance of Debt. On the date of receipt by Company Borrower or any of its Subsidiaries of any Cash proceeds from the incurrence of any Indebtedness of Company Borrower or any of its Subsidiaries (other than with respect to any Indebtedness permitted to be incurred pursuant to SECTION Section 6.1), Company Borrower shall prepay the Term Loans (subject to SECTION 2.10) as set forth in SECTION 2.12(aSection 2.15(b) in an aggregate amount equal to 100% of such proceeds, net of underwriting discounts and commissions and other reasonable costs and expenses associated therewith, including reasonable legal fees and expenses.

Appears in 1 contract

Samples: First Lien Credit and Guaranty Agreement (Alion Science & Technology Corp)

Issuance of Debt. On the date of receipt by Company Borrower or any of its Subsidiaries of any Cash proceeds from the incurrence of any Indebtedness of Company Borrower or any of its Subsidiaries (other than with respect to any Indebtedness permitted to be incurred pursuant to SECTION Section 6.1), Company Borrower shall prepay the Term Loans (subject to SECTION 2.10) as set forth in SECTION 2.12(a) Section 2.10 in an aggregate amount equal to 100% of such proceeds, net of underwriting discounts and commissions and other reasonable costs and expenses associated therewith, including reasonable legal fees and expenses.

Appears in 1 contract

Samples: Restructuring Agreement (Ener1 Inc)

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