Issue of Loan Notes. (a) On the Utilisation Date the Borrower shall issue the Loan Notes to the Original Lender.
(b) The Loan Notes shall have:
(i) a maximum aggregate principal amount equal to the sum of a Lender’s Commitment (plus a Lender’s pro rata share of the aggregate amount of any interest owed to the Lenders that is compounded or capitalised into the Loan from time to time); and
(ii) an aggregate principal amount outstanding equal to a Lxxxxx’s participation in the Principal Outstanding from time to time but so that if the principal amount outstanding on a Lender’s Loan Notes from the Borrower would otherwise be zero but the Lender’s Commitment is greater than zero the Borrower will be indebted to the Lender for one US dollar and accordingly the aggregate principal amount outstanding of the Lenders’ Loan Notes at that time will be one US dollar.
(c) The Borrower will before the date described under clause 5.5(a) sign and seal the Loan Note Deed Poll and forward it to the Agent in escrow. On receipt of the money referred to in clause 5.4 (Lenders' participation), the Agent will date the Loan Note Deed Poll and the Borrower will be taken to have delivered the Loan Note Deed Poll.
(d) On receipt of the funds from the Lender in accordance with clause 5.4 (Lenders' participation) the Agent shall do the following:
(i) pay those funds to the relevant account specified in the Utilisation Notice; and
(ii) enter the Loan Notes to be issued under paragraph (a) in the Register. That entry will constitute issue of the Loan Notes.
Issue of Loan Notes. 8.2.1 In partial consideration of the rights granted by AstraZeneca to Mereo hereunder, Mereo will issue to MBGP:
(a) Loan Note 1 within [***] days of the Effective Date;
(b) Loan Note 2 no later than the date upon which the [***] becomes due and payable pursuant to Section [***] (or, if earlier, no later than the date of any [***]); and
(c) Loan Note 3 no later than the date upon which the [***] becomes due and payable pursuant to Section [***] (or, if earlier, no later than the date of any [***]).
8.2.2 Loan Note 1, Loan Note 2 and Loan Note 3 shall constitute the consideration for the allotment and issue of the Subscription Shares to be subscribed for by, and issued credited as fully paid to, AstraZeneca pursuant to clauses 2.1, 2.2 and 2.3, respectively, of the Subscription Deed. Mereo shall issue the Loan Notes on such terms as enable MBGP to credit the Subscription Shares as fully paid on their allotment and issue to AstraZeneca in accordance with the terms of the Subscription Deed.
Issue of Loan Notes. A Loan Note is issued as the date of this Deed Poll, which date will be inscribed in the Register.
Issue of Loan Notes. The Loan Note Issuer may from time to time (but subject always to the provisions of this Deed), create and issue new Series consisting of one or more Loan Notes upon such terms as to ranking, interest, conversion, redemption and otherwise as the Loan Note Issuer may determine at the time of issue of such Series, provided that a Loan Note shall not be issued to more than one Person. Where there is more than one Loan Note in a Series, such Loan Notes may differ as to interest rates and maturity and each such type of Loan Note will comprise an individual Class. A Series may therefore comprise a number of Classes, which Classes may be subordinated to one or more other Classes of Loan Notes of that Series. Each Series of Loan Notes shall be secured on, and only on, such Secured Property as may be specified in this Deed and the relevant Loan Note Supplement, with recourse limited to such Secured Property.
Issue of Loan Notes. The Loan Note Issuer shall from time to time, in respect of any indebtedness to be raised by it in order to fund the making of a Contribution to the Receivables Trust (but subject always to the provisions of this Deed):
2.1.1 create and issue new Series of one or more Loan Notes upon such terms as to ranking, interest, redemption and otherwise as the Loan Note Issuer may determine at the time of issue of such Series;
2.1.2 increase the Principal Amount Outstanding of an existing VFN Loan Note in accordance with its existing terms, with the terms relating to such VFN Loan Note following such increase, including as to ranking, interest, redemption or otherwise, being determined in accordance with the applicable Loan Note Supplement; and/or
2.1.3 increase the Principal Amount Outstanding of an existing Loan Note otherwise than in accordance with its existing terms, with the terms relating to such Loan Note following such increase, including as to ranking, interest, redemption and otherwise, as the Loan Note Issuer may determine at the time of increase of the Principal Amount Outstanding of such Loan Note. Where there is more than one Loan Note in a Series, such Loan Notes may differ as to interest rates, required credit enhancement, maturity and other terms and each such type of Loan Note will comprise an individual Class. A Series may therefore comprise a number of Classes, which Classes may be subordinated to one or more other Classes of Loan Notes of that Series. Each Series of Loan Notes shall be secured on, and only on, such Secured Property as may be specified in this Deed and the relevant Loan Note Supplement, with recourse limited to such Secured Property.
Issue of Loan Notes. (a) On the first Utilisation Date the Borrower shall issue the Loan Notes to each Lender with:
(i) a maximum aggregate principal amount equal to the sum of the Lender’s Commitments; and
(ii) an aggregate principal amount outstanding equal to the greater of the Lender’s participation in Loans outstanding from time to time and (if the Lender’s Commitments are greater than zero), one United States dollar.
(b) The Borrower will before that date sign and seal the Loan Note Deed Poll and forward it to the Agent in escrow. On receipt of the money referred to in Clause 5.4 (Lenders’ participation), the Agent will date the Loan Note Deed Poll and the Borrower will be taken to have delivered the Loan Note Deed Poll.
(c) On receipt of the funds from each Lender in accordance with Clause 5.4 (Lenders’ participation) the Agent shall do the following:
(i) Pay those funds to the relevant account specified in the Utilisation Request.
(ii) In the case of the first Utilisation Date, enter the Loan Notes to be issued under paragraph (a) in the Register. That entry will constitute issue of the Loan Notes.
(iii) In the case of each other Utilisation Date amend the Register to reflect the revised principal amount outstanding.
Issue of Loan Notes. 2.1 The Company will issue to each CVR Holder one Loan Note for each CVR held by such CVR Holder. The date of such issuance shall be the “Loan Note Issue Date” for the purposes of this Instrument.
2.2 Any Loan Notes to be issued pursuant to this Instrument will be issued to the CVR Holders appearing on the CVR Register as at the Loan Note Issue Date.
Issue of Loan Notes. (a) On the Utilisation Date for a Loan, the Borrower shall issue Loan Notes to each Lender with:
Issue of Loan Notes. (a) On the Utilisation Date for a Loan, the Borrower shall issue Loan Notes to each Lender with:
(i) a maximum aggregate principal amount equal to the sum of the Lender’s Commitment; and
(ii) an aggregate principal amount outstanding equal to the Lender’s Loans outstanding from time to time.
(b) The Borrower will before Financial Close execute the Loan Note Deed Poll and forward it to the Lenders (or such other person as the Lenders may direct) in escrow. On the Utilisation Date, the Lender (or person nominated by the Lenders (as applicable)) will date the Loan Note Deed Poll and the Borrower will be taken to have delivered the Loan Note Deed Poll.
Issue of Loan Notes. (a) On the Utilisation Date for a Loan, the Borrower shall issue Loan Notes to each Lender with:
(i) a maximum aggregate principal amount equal to the sum of the Lender’s Commitment; and
(ii) an aggregate principal amount outstanding equal to the Lender’s Loans outstanding from time to time.
(b) The Borrower will before CP Close execute the Loan Note Deed Poll in respect of Facility A and forward it to the Lenders (or such other person as the Lenders may direct) in escrow. On the Utilisation Date, the Lenders (or person nominated by the Lenders (as applicable)) will date the Loan Note Deed Poll in respect of Facility A and the Borrower will be taken to have delivered the Loan Note Deed Poll in respect of Facility A.
(c) On the Utilisation Date in respect of Facility A, each Lender will instruct the Security Trustee to enter the Loan Notes to be issued under paragraph (a) in the Register. That entry will constitute issue of the Loan Notes in respect of Facility A.
