Restrictive Agreements, etc. None of the Borrower or any of the Subsidiaries will enter into any agreement prohibiting (i) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquired, (ii) the ability of the Borrower or any of the Subsidiaries to amend or otherwise modify any Loan Document, or (iii) the ability of the Borrower or any Subsidiary to make any payments, directly or indirectly, to the Borrower, including by way of dividends, advances, repayments of loans, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments. The foregoing prohibitions shall not apply to restrictions contained (x) in any Loan Document, or (y) in the case of clause (i), (a) in any agreement governing any Indebtedness permitted by clause (e) of Section 8.2 as to the assets financed with the proceeds of such Indebtedness and (b) customary provisions in contracts (including without limitation leases and inbound licenses or Intellectual Property) restricting the assignment thereof.
Appears in 2 contracts
Samples: Credit Agreement (Avedro Inc), Credit Agreement (Avedro Inc)
Restrictive Agreements, etc. None of the Borrower or any of the Subsidiaries will enter into any agreement prohibiting (ia) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquired, (iib) the ability of the Borrower or any of the Subsidiaries Subsidiary to amend or otherwise modify any Loan Document, or (iiic) the ability of the Borrower or any Subsidiary to make any payments, directly or indirectly, to the Borrower, including by way of dividends, advances, repayments of loans, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments. The foregoing prohibitions shall not apply to restrictions contained (xi) in any Loan Document, or (yii) in the case of clause (ia), (a) in any agreement governing any Indebtedness permitted by clause (eSection 8.2(e) of Section 8.2 as to the assets financed with the proceeds of such Indebtedness and (b) customary provisions in contracts (including without limitation leases and inbound licenses or Intellectual Property) restricting the assignment thereofIndebtedness.
Appears in 2 contracts
Samples: Credit Agreement (TELA Bio, Inc.), Credit Agreement (TELA Bio, Inc.)
Restrictive Agreements, etc. None of the Borrower or any of the Subsidiaries will enter into any agreement prohibiting (i) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquired, (ii) the ability of the Borrower or any of the Subsidiaries Guarantors to amend or otherwise modify any Loan Investment Document, or (iii) the ability of the Borrower or any Subsidiary to make any payments, directly or indirectly, to the Borrower, including by way of dividends, advances, repayments of loans, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments. The foregoing prohibitions shall not apply to restrictions contained (x) in any Loan Investment Document, or (y) in the case of clause (i), (a) in any agreement governing any Indebtedness permitted by clause (e) of Section 8.2 as to the assets financed with the proceeds of such Indebtedness and (b) customary provisions in contracts (including without limitation leases and inbound licenses or Intellectual Property) restricting the assignment thereofIndebtedness.
Appears in 1 contract
Samples: Credit Agreement (DarioHealth Corp.)
Restrictive Agreements, etc. None of the Borrower or Loan Parties nor any of the their respective Subsidiaries will enter into any agreement prohibiting (i) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquired, (ii) the ability of the Borrower or any of the Subsidiaries Loan Party to amend or otherwise modify any Loan Document, or (iii) the ability of the Borrower or any Subsidiary other Loan Party or its respective Subsidiaries to make any payments, directly or indirectly, to the BorrowerBorrower or any Guarantor, including by way of dividends, advances, repayments of loans, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments. The foregoing prohibitions shall not apply to restrictions contained (x) in any Loan Document, or (y) in the case of clause (i), (a) in any agreement governing any Indebtedness permitted by clause (eSection 8.2(e) of Section 8.2 as to the assets financed with the proceeds of such Indebtedness and (b) customary provisions in contracts (including without limitation leases and inbound licenses or Intellectual Property) restricting the assignment thereofIndebtedness.
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Restrictive Agreements, etc. None of the Borrower Holdings or any of the its Subsidiaries will enter into any agreement prohibiting (i) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquired, (ii) the ability of the Borrower Holdings or any of the its Subsidiaries to amend or otherwise modify any Loan Document, Document or (iii) the ability of the Borrower or any Subsidiary to make any payments, directly or indirectly, to the BorrowerBorrower or Holdings, including by way of dividends, advances, repayments of loans, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments. The foregoing prohibitions shall not apply to restrictions contained (x) in any Loan Document, Document or (y) in the case of clause (i), (a) in any agreement governing any Indebtedness permitted by clause (ed) of Section 8.2 as to the assets financed with the proceeds of such Indebtedness and (b) customary provisions in contracts (including without limitation leases and inbound licenses or Intellectual Property) restricting the assignment thereofIndebtedness.
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Restrictive Agreements, etc. None of Holdings, the Borrower or any of the Subsidiaries will enter into any agreement prohibiting (i) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquired, (ii) the ability of Holdings, the Borrower or any of the Subsidiaries to amend or otherwise modify any Loan Document, or (iii) the ability of the Borrower or any Subsidiary to make any payments, directly or indirectly, to the BorrowerBorrower or Holdings, including by way of dividends, advances, repayments of loans, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments. The foregoing prohibitions shall not apply to restrictions contained (x) in any Loan Document, or (y) in the case of clause (i), (a) in any agreement governing any Indebtedness permitted by clause (e) of Section 8.2 as to the assets financed with the proceeds of such Indebtedness and (b) customary provisions in contracts (including without limitation leases and inbound licenses or Intellectual Property) restricting the assignment thereofIndebtedness.
Appears in 1 contract
Samples: Credit Agreement (Bacterin International Holdings, Inc.)
Restrictive Agreements, etc. None of the Borrower Parent or any of the Subsidiaries will enter into any agreement prohibiting (i) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquired, (ii) the ability of the Borrower Parent or any of the Subsidiaries Guarantors to amend or otherwise modify any Loan Investment Document, or (iii) the ability of the Borrower Parent or any Subsidiary to make any payments, directly or indirectly, to the BorrowerParent, including by way of dividends, advances, repayments of loans, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments. The foregoing prohibitions shall not apply to restrictions contained (x) in any Loan DocumentInvestment Document (including any applicable intercreditor or subordination agreement), or (y) in the case of clause (i), (a) in any agreement governing any Indebtedness permitted by clause (eSection 8.2(d) of Section 8.2 as to the assets financed with the proceeds of such Indebtedness and (b) customary provisions in contracts (including without limitation leases and inbound licenses or Intellectual Property) restricting the assignment thereofIndebtedness.
Appears in 1 contract
Samples: Credit Agreement (MDxHealth SA)
Restrictive Agreements, etc. None of the Borrower Holdings or any of the its Subsidiaries will enter into any agreement prohibiting (i) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquired, (ii) the ability of the Borrower Holdings or any of the its Subsidiaries to amend or otherwise modify any Loan Document, Document or (iii) the ability of the Borrower or any Subsidiary to make any payments, directly or indirectly, to the BorrowerBorrower or Holdings, including by way of dividends, advances, repayments of loans, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments. The foregoing prohibitions shall not apply to restrictions contained (x) in any Loan Document, Document or (y) in the case of clause (i), (a) in any agreement governing any Indebtedness permitted by clause (e) of Section 8.2 as to the assets financed with the proceeds of such Indebtedness and (b) customary provisions in contracts (including without limitation leases and inbound licenses or Intellectual Property) restricting the assignment thereofIndebtedness.
Appears in 1 contract
Samples: Credit Agreement (Bacterin International Holdings, Inc.)
Restrictive Agreements, etc. None of the Borrower or any of the Subsidiaries will enter into any agreement prohibiting (i) the creation or assumption of any Lien upon its properties, revenues or assets, whether now owned or hereafter acquired, (ii) the ability of the Borrower or any of the Subsidiaries Guarantors to amend or otherwise modify any Loan Investment Document, or (iii) the ability of the Borrower or any Subsidiary to make any payments, directly or indirectly, to the Borrower, including by way of dividends, advances, repayments of loans, reimbursements of management and other intercompany charges, expenses and accruals or other returns on investments. The foregoing prohibitions shall not apply to restrictions contained (x) in any Loan DocumentInvestment Document (including any applicable intercreditor or subordination agreement), or (y) in the case of clause (i), (a) in any agreement governing any Indebtedness permitted by clause (eSection 8.2(d) of Section 8.2 as to the assets financed with the proceeds of such Indebtedness and (b) customary provisions in contracts (including without limitation leases and inbound licenses or Intellectual Property) restricting the assignment thereofIndebtedness.
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