Common use of Notification by Xxxxxx Clause in Contracts

Notification by Xxxxxx. Each Lender promptly will notify the Borrower of any event of which it has knowledge, occurring after the date hereof (or, with respect to any Lender, such later date on which such Lender becomes a party to this Agreement), which will entitle such Lender to compensation pursuant to this Section 5.01. Before giving any such notice pursuant to this Section 5.01(c) such Lender shall designate a different lending office if such designation (x) will, in the reasonable judgment of such Lender, avoid the need for, or reduce the amount of, such compensation and (y) will not, in the reasonable judgment of such Lender, be materially disadvantageous to such Lender. A certificate of such Lender claiming compensation under this Section 5.01, setting forth the additional amount or amounts to be paid to it hereunder, shall be conclusive and binding on the Borrower in the absence of manifest error.

Appears in 2 contracts

Samples: Credit Agreement and Guaranty (Seres Therapeutics, Inc.), Credit Agreement and Guaranty (scPharmaceuticals Inc.)

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Notification by Xxxxxx. Each Lender promptly will notify the Borrower of any event of which it has knowledge, occurring after the date hereof Closing Date (or, with respect to any Lender, such later date on which such Lender becomes a party to this Agreement), which will entitle such Lender to compensation pursuant to this Section 5.012.11. Before giving any such notice pursuant to this Section 5.01(c2.11(c) such Lender shall designate a different lending office if such designation (x) will, in the reasonable judgment of such Lender, avoid the need for, or reduce the amount of, such compensation and (y) will not, in the reasonable judgment of such Lender, be materially disadvantageous to such Lender. A certificate of such Lender Xxxxxx claiming compensation under this Section 5.012.11, setting forth the additional amount or amounts to be paid to it hereunder, shall be conclusive and binding on the Borrower in the absence of manifest error.

Appears in 2 contracts

Samples: Multi (Sientra, Inc.), Multi (Sientra, Inc.)

Notification by Xxxxxx. Each Lender promptly will notify the Borrower of any event of which it has knowledge, occurring after the date hereof (or, with respect to any Lender, such later date on which such Lender becomes a party to this Agreement), which will entitle such Lender to compensation pursuant to this Section 5.01. Before giving any such notice pursuant to this Section 5.01(c) such Lender shall designate a different lending office if such designation (x) will, in the reasonable judgment of such Lender, avoid the need for, or reduce the amount of, such compensation and (y) will not, in the reasonable judgment of such Lender, be materially disadvantageous to such Lender. A certificate of such Lender claiming compensation under this Section 5.01, setting forth the additional amount or amounts to be paid to it hereunder, shall be conclusive and binding on the Borrower in the absence of manifest error.. The Borrower shall not be required to compensate a Lender pursuant to the foregoing provisions of this Section 5.01 for any increased costs incurred or reductions suffered more than six -46- 4882-5123-79004861-6868-3896 v.123

Appears in 1 contract

Samples: Credit Agreement (Impel Pharmaceuticals Inc)

Notification by Xxxxxx. Each Lender promptly will shall notify the Borrower of any event of which it has knowledge, occurring after the date hereof (or, with respect to any Lender, such later date on which such Lender becomes a party to this Agreement), which will shall entitle such Lender to compensation pursuant to this Section 5.01. Before giving any such notice pursuant to this Section 5.01(c) such Lender shall designate a different lending office if such designation (x) will, in the reasonable judgment of such Lender, avoid the need for, or reduce the amount of, such compensation and (y) will not, in the reasonable judgment of such Lender, be materially disadvantageous to such Lender. A certificate of such Lender claiming compensation under this Section 5.01, setting forth the additional amount or amounts to be paid to it hereunder, shall be conclusive and binding on the Borrower in the absence of manifest error.

Appears in 1 contract

Samples: Credit Agreement (Fractyl Health, Inc.)

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Notification by Xxxxxx. Each Lender The Lenders will promptly will notify the Administrative Borrower of any event of which it has knowledge, occurring after the date hereof (or, with respect to any LenderLender that becomes a party hereto, such later date on which such Lender becomes a comes party to this Agreement), which will entitle such a Lender to compensation pursuant to this Section 5.01. Before giving any such notice pursuant to this Section 5.01(c) such Lender shall designate a different lending office if such designation (xi) will, in the reasonable judgment of such Lender, avoid the need for, or reduce the amount of, such compensation and (yii) will not, in the reasonable judgment of such Lender, be materially disadvantageous to such Lender. A certificate of such the Lender claiming compensation under this Section 5.01, setting forth in reasonable detail, the computation of the additional amount or amounts to be paid to it hereunder, shall be conclusive and binding on the Borrower Obligors in the absence of manifest error.

Appears in 1 contract

Samples: Credit Agreement (GeneDx Holdings Corp.)

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