MFN Provision. If the Company, in connection with the Other Private Placements, enters into an agreement that contains terms more favorable to any investor than the terms provided to the Investor under this Agreement, then the Company will modify or revise the terms of this Agreement in order for the transaction contemplated hereby to reflect any more favorable terms provided to any other investor in connection with the Other Private Placements.
MFN Provision. Notwithstanding anything to the contrary contained herein or in any Transaction Document, (i) in the event that Guarantor, CLNS Credit RE, Seller or any Subsidiary of Guarantor or CLNS Credit RE has entered into or shall enter into or amend any other commercial real estate loan repurchase agreement, warehouse facility or credit facility with any other lender or repurchase buyer (each as in effect after giving effect to all amendments thereof, a “Third Party Agreement”) and such Third Party Agreement contains any financial covenant as to Guarantor for which there is no corresponding covenant in Section 5(a) at the time such financial covenant becomes effective (each an “Additional Financial Covenant”), or contains a financial covenant that corresponds to a covenant in Section 5(a) and such financial covenant is more restrictive as to Guarantor than the corresponding covenant in Section 5(a) as in effect at the time such financial covenant becomes effective (each, a “More Restrictive Financial Covenant” and together with each Additional Financial Covenant, each an “MFN Covenant”), then (A) Guarantor shall promptly notify Buyer of the effectiveness of such MFN Covenant and (B) in the sole discretion of Buyer Section 5(a) will automatically be deemed to be modified to reflect such MFN Covenant (whether through amendment of an existing covenant contained in Section 5(a) (including, if applicable, related definitions) or the inclusion of an additional financial covenant (including, if applicable, related definitions), as applicable), and (ii) in the event that all Third Party Agreements that contain an MFN Covenant are or have been amended, modified or terminated and the effect thereof is to make less restrictive as to Guarantor any MFN Covenant or eliminate any Additional Financial Covenant, then, upon Guarantor providing written notice to Buyer of the same (each an “MFN Step Down Notice”), which Guarantor may deliver to Buyer from time to time, the financial covenants in Section 5(a) will automatically be deemed to be modified to reflect only such MFN Covenants which are then in effect as of the date of any such MFN Step Down Notice; provided, however, that in no event shall the foregoing cause the financial covenants of Guarantor to be any less restrictive than the financial covenants expressly set forth in Section 5(a). Promptly upon request by Buyer, Guarantor shall execute and take any and all acts, amendments, supplements, modifications and assurances and...
MFN Provision. If the Company, in connection with the Other Equity Transactions, enters into an agreement that contains terms more favorable to any investor than the terms provided to Purchaser under this Agreement, then at the election of Purchaser, the Company will modify or revise the terms of this Agreement in order for the transactions contemplated hereby to reflect any more favorable terms provided to any other investor in connection with the Other Equity Transactions.
MFN Provision. If the Company or any Subsidiary of the Company offers to issue or issues to any Person any security of the Company or any Subsidiary of the Company (“New Securities”), then the Company shall offer to each Purchaser the right to exchange all or a portion of the securities then held by such Purchaser (the “Existing Securities”), plus accumulated and unpaid interest and dividends, of such Existing Securities for New Securities of equal value. Such offer shall made at the same time and in the same manner as if such offer is being made to any other potential purchaser of any New Security. Each Purchaser shall have 20 Trading Days to review the offer and determine whether it wants to exchange all or any portion of the its Existing Securities.
MFN Provision. 14.1 [*]. If during the Term, TiVo enters into an agreement [*], with any other multi-channel video distributor (a “Distributor”) providing for a license to [*] (each such agreement, amendment, renewal or extension, an “Alternate License Agreement”), TiVo shall [*].
MFN Provision. If any time prior to the date on which the Company has consummated one or more equity financings with gross proceeds to the Company of more than $24,000,000 following the Closing Date, the Company or any Subsidiary of the Company offers to issue or issues to any Person any security of the Company or any Subsidiary of the Company, then the Company shall offer to each Purchaser the right to exchange all or a portion of the Series C Preferred Stock then held by such Purchaser valued at the then Stated Value (as defined in the Certificate of Designations), plus accumulated and unpaid dividends, of such Series C Preferred Stock for such security. Such offer shall made at the same time and in the same manner as if such offer is being made to any other potential purchaser of such security. Each Purchaser shall have 20 Trading Days to review the offer and determine whether it wants to exchange all or any portion of the Series C Preferred Stock.
MFN Provision. If any time prior to the date on which the Company has consummated one or more equity financings with gross proceeds to the Company of more than $15,000,000 following the Closing Date, the Company or any Subsidiary of the Company offers to issue or issues to any Person any security of the Company or any Subsidiary of the Company, then the Company shall offer to each Purchaser the right to exchange all or a portion of the Series D Preferred Stock then held by such Purchaser valued at the then Stated Value (as defined in the Certificate of Designations), plus accumulated and unpaid dividends, of such Series D Preferred Stock for such security. For example, if a Holder of 100,000 shares of Series D Preferred Stock with a stated value of $50.00 per share exchanges all 100,000 shares of Series D Preferred Stock in exercise of its rights under this provision, such Holder would have $5,000,000 of credit to apply towards the purchase of the new security, at the price being offered to the other offerees. Such offer shall made at the same time and in the same manner as if such offer is being made to any other potential purchaser of such security. Each Purchaser shall have 20 Trading Days to review the offer and determine whether it wants to exchange all or any portion of the Series D Preferred Stock.
MFN Provision. If the Company enters into an agreement, or modifies either Certificate of Designations, so as to provide terms more favorable to any Purchaser than the terms provided to any other Purchaser under this Agreement, then the Company will enter into an agreement with such other Purchaser or modify the terms of this Agreement, the applicable Certificate of Designation, as applicable, to reflect such more favorable terms.
MFN Provision. (a) Scope. DIRECTV may [*] according to Section 3.16(b) below if TiVo grants, whether by way of business negotiations or in settlement of litigation, any other multichannel video programming distributor a license or right after the Restatement Effective Date to distribute a Comparable Solution within the United States (an “Alternate Distribution Agreement”), with [*] (measured [*] that are [*]; provided, however, that the foregoing will not apply to any [*] to any third party (other than [*]) in connection with the settlement of any [*] claim, action, dispute or litigation brought or threatened in writing by a third party against TiVo that, if proved, would [*]. For clarification, an Alternate Distribution Agreement shall mean (i) any such grant regardless of whether it would trigger DIRECTV’s option to elect an MFN Amendment as provided for herein; and (ii) any post-Restatement Effective Date renewal of a grant to any other multichannel video programming distributor of a license or right made prior to the Restatement Effective Date to distribute a Comparable Solution within the United States, where TiVo is not required by the terms of such agreement to renew such grant (for clarification, TiVo is not required to renew such grant where an agreement provides for the automatic renewal of the term but gives TiVo the right to elect not to renew such term). In addition, if TiVo grants [*] that is not a Comparable Solution within the United States (an “Alternate License Agreement”), with [*] that are [*] (without regard to [*] then the [*] and [*] according to Section 3.16(b) below; provided, however, notwithstanding the foregoing and subject to DIRECTV’s compliance with the terms and conditions of Section 2.10 of this Agreement for the 60 days following the Restatement Effective Date, if TiVo enters into any such Alternate License Agreement with [*] within [*] of the Restatement Effective Date with [*] that are [*], then TiVo shall elect, in its sole discretion, either (i) [*] or (ii) [*]. If DIRECTV provides TiVo a [*], then [*]. For clarification, an Alternate License Agreement shall mean any such grant regardless of whether it would [*] as provided for herein.
MFN Provision. In the event GEPT, Borrower or any of GEPT’s other subsidiaries (each a “GEPT Entity”) offers to sell any debt or equity securities to any person, then the GEPT Entity conducting such offer shall offer to Lender the right to acquire the offered security in exchange for all or a portion of the indebtedness outstanding under the Loan. Such offer of securities to Lender shall made at the same time and in the same manner as the offers of such security being made by such GEPT Entity to all other potential purchasers of such security. Borrower shall have five days after receipt of the offer to accept the offer from the GEPT Entity. If the Lender accepts the offer, the Note, or the appropriate amount of indebtedness thereunder, shall be cancelled upon issuance and delivery of the offered security in the event Borrower is the GEPT Entity conducting the offer. In all other cases, the Note shall be transferred, in whole or in part as appropriate, to the GEPT Entity conducting the offer upon issuance and delivery of the offered security.
