Common use of Registered Obligation Clause in Contracts

Registered Obligation. (a) Borrower shall establish and maintain, at its address referred to in Section 13.03, (A) a Register in which Borrower agrees to register by book entry the interests (including any rights to receive payment hereunder) of the Lender in the Loans, each of its obligations under this Agreement to participate in the Loans, and any assignment of any such interest, obligation or right, and (B) accounts in the Register in accordance with its usual practice in which it shall record (1) the names and addresses of the Lender(s) (and each change thereto pursuant to Sections 13.01 and 13.02), (2) the amount of the Loans described in clause (A) above, (3) the amount of any principal or interest due and payable or paid, and (4) any other payment received and its application to the Loan. (b) Notwithstanding anything to the contrary contained in this Agreement or elsewhere, the Loans (including any Note evidencing such Loan) are registered obligations, the right, title and interest of the Lender and its assignees in and to such Loans shall be transferable only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 5.07 and Sections 13.01 and 13.02 shall be construed so that, and the Lender shall cooperate with Borrower in all respects (notwithstanding anything else whether in the Loan Documents or otherwise) (including, but not limited to, providing appropriate information) so that, the Loans are at all times maintained in “registered form” within the meaning of Section 5f.103-1(c) of the U.S. Treasury Regulations, Sections 163(f), 871(h)(2) and 881(c)(2) of the Code and any related regulations (and any successor provisions).

Appears in 3 contracts

Samples: Loan Agreement (Invuity, Inc.), Loan Agreement (Invuity, Inc.), Loan Agreement (Invuity, Inc.)

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Registered Obligation. (a) Borrower shall establish and maintain, at its address referred to in Section 13.03, (A) a Register record of ownership (the "Register") in which Borrower agrees to register by book entry the interests (including any rights to receive payment hereunder) of the Lender in the Loans, each of its obligations under this Agreement to participate in the Loans, and any assignment of any such interest, obligation or right, and (B) accounts in the Register in accordance with its usual practice in which it shall record (1) the names and addresses of the Lender(s) (and each change thereto pursuant to Sections 13.01 and 13.02), (2) the Tranche B Commitment of the Lender, (3) the amount of the Loans described in clause (A) above, (34) the amount of any principal or interest due and payable or paid, and (45) any other payment received and its application to the Loan. (b) Notwithstanding anything to the contrary contained in this Agreement or elsewhere, the Loans (including any Note evidencing such Loan) are registered obligations, the right, title and interest of the Lender and its assignees in and to such Loans shall be transferable only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 5.07 5.06 and Sections 13.01 and 13.02 shall be construed so that, and the Lender shall cooperate with the Borrower Parties in all respects (notwithstanding anything else whether in the Loan Documents or otherwise) (including, but not limited to, providing appropriate information) so that, the Loans are at all times maintained in "registered form" within the meaning of Section 5f.103-1(c) of the U.S. Treasury Regulations, Sections 163(f), 871(h)(2) and 881(c)(2) of the Code and any related regulations (and any successor provisions).

Appears in 3 contracts

Samples: Loan Agreement (Raptor Pharmaceutical Corp), Loan Agreement (Raptor Pharmaceutical Corp), Loan Agreement (Raptor Pharmaceutical Corp)

Registered Obligation. (a) Borrower shall establish and maintain, maintain at its address referred to in Section 13.03, 13.04 (A) a Register record of ownership (the “Register”) in which Borrower agrees to register by book entry the interests (including any rights to receive payment hereunder) of the each Lender in the LoansLoan, each of its their obligations under this Agreement to participate in the LoansLoan, and any assignment of any such interest, obligation or right, and (B) accounts in the Register in accordance with its usual practice in which it shall record (1) the names and addresses of the Lender(s) (and each change thereto pursuant to Sections 13.01 and Section 13.02), (2) the Commitment of each Lender, (3) the amount of the Loans Loan and each funding of any participation described in clause (A) above, (34) the amount of any principal or interest due and payable or paid, and (45) any other payment received and its application to the Loan. (b) Notwithstanding anything to the contrary contained in this Agreement or elsewhereAgreement, the Loans Loan (including any Note evidencing such Loan) are is a registered obligationsobligation, the right, title and interest of the Lender and its assignees in and to such Loans Loan shall be transferable only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 5.07 and Sections 13.01 and Section 13.02 shall be construed so that, and the Lender shall cooperate with Borrower in all respects (notwithstanding anything else whether in that the Loan Documents or otherwise) (including, but not limited to, providing appropriate information) so that, the Loans are is at all times maintained in “registered form” within the meaning of Section 5f.103-1(c) of the U.S. Treasury Regulations, Sections 163(f), 871(h)(2) and 881(c)(2) of the Code and any related regulations (and any successor provisions).

Appears in 2 contracts

Samples: Loan Agreement (Dyax Corp), Loan Agreement (Dyax Corp)

Registered Obligation. (a) Borrower shall establish and maintain, at its address referred to in Section 13.0312.03, (Ai) a Register in which Borrower agrees to register by book entry the interests (including any rights to receive payment hereunder) of the Lender in the Loans, each of its obligations under this Agreement to participate in the Loans, and any assignment of any such interest, obligation or right, and (Bii) accounts in the Register in accordance with its usual practice in which it shall record (1) the names and addresses of the Lender(s) (and each change thereto pursuant to Sections 13.01 12.01 and 13.0212.02), (2) the amount of the Loans described in clause (Ai) above, (3) the amount of any principal or interest due and payable or paid, and (4) any other payment received and its application to the Loan. (b) Notwithstanding anything to the contrary contained in this Agreement or elsewhere, the Loans (including any Note evidencing such Loan) are registered obligations, the right, title and interest of the Lender and its assignees in and to such Loans shall be transferable only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 5.07 5.05 and Sections 13.01 12.01 and 13.02 12.02 shall be construed so that, and the Lender shall cooperate with Borrower in all respects (notwithstanding anything else whether in the Loan Documents or otherwise) (including, but not limited to, providing appropriate information) so that, that the Loans are at all times maintained in “registered form” within the meaning of Section 5f.103-1(c) of the U.S. Treasury Regulations, Sections 163(f), 871(h)(2) and 881(c)(2) of the Code and any related regulations (and any successor provisions). The Lender shall cooperate with Borrower in all respects, notwithstanding anything else whether in the Loan Documents or otherwise and including, but not limited to, providing appropriate information, so that the Loan shall be maintained in such registered form.

Appears in 2 contracts

Samples: Loan Agreement, Loan Agreement (Progenics Pharmaceuticals Inc)

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Registered Obligation. (a) Borrower shall establish and maintain, maintain at its address referred to in Section 13.03, 13.04 (A) a Register record of ownership (the “Register”) in which Borrower agrees to register by book entry the interests (including any rights to receive payment hereunder) of the each Lender in the Loans, each of its their obligations under this Amended Agreement to participate in the Loans, and any assignment of any such interest, obligation or right, and (B) accounts in the Register in accordance with its usual practice in which it shall record (1) the names and addresses of the Lender(s) (and each change thereto pursuant to Sections 13.01 and Section 13.02), (2) the Tranche B Commitment of each Lender, (3) the amount of the Loans and each funding of any participation described in clause (A) above, (34) the amount of any principal or interest due and payable or paid, and (45) any other payment received and its application to the LoanLoans. (b) Notwithstanding anything to the contrary contained in this Agreement or elsewhereAmended Agreement, the Loans (including any Note evidencing such Loan) are registered obligations, the right, title and interest of the Lender and its assignees in and to such Loans shall be transferable only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 5.07 and Sections 13.01 and Section 13.02 shall be construed so that, and the Lender shall cooperate with Borrower in all respects (notwithstanding anything else whether in the Loan Documents or otherwise) (including, but not limited to, providing appropriate information) so that, that the Loans are at all times maintained in “registered form” within the meaning of Section 5f.103-1(c) of the U.S. Treasury Regulations, Sections 163(f), 871(h)(2) and 881(c)(2) of the Code and any related regulations (and any successor provisions).

Appears in 2 contracts

Samples: Loan Agreement (Dyax Corp), Loan Agreement (Dyax Corp)

Registered Obligation. (a) Borrower Borrowers shall establish and maintain, maintain at its their address referred to in Section 13.03, 13.03 (A) a Register record of ownership (the “Register”) in which Borrower agrees Borrowers agree to register by book entry the interests (including any rights to receive payment hereunder) of the Lender in the Loans, each of its obligations under this Agreement to participate in the LoansLoan, and any assignment of any such interest, obligation or right, and (B) accounts in the Register in accordance with its usual practice in which it shall record (1) the names and addresses of the Lender(s) (and each change thereto pursuant to Sections 13.01 and 13.02), (2) the Commitment of each Lender, (3) the amount of the Loans described in clause (A) aboveLoan, (34) the amount of any principal or interest due and payable or paid, and (45) any other payment received and its application to the Loan. (b) Notwithstanding anything to the contrary contained in this Agreement or elsewhereAgreement, the Loans Loan (including any Note evidencing such Loan) are is a registered obligationsobligation, the right, title and interest of the Lender and its assignees in and to such Loans Loan shall be transferable only upon notation of such transfer in the Register and no assignment thereof shall be effective until recorded therein. This Section 5.07 and Sections 13.01 and 13.02 5.06 shall be construed so that, and the Lender shall cooperate with Borrower in all respects (notwithstanding anything else whether in that the Loan Documents or otherwise) (including, but not limited to, providing appropriate information) so that, the Loans are is at all times maintained in “registered form” within the meaning of Section 5f.103-1(c) of the U.S. Treasury Regulations, Sections 163(f), 871(h)(2) and 881(c)(2) of the Code and any related regulations (and any successor provisions).

Appears in 1 contract

Samples: Loan Agreement (Stereotaxis, Inc.)

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