Sales and Leasebacks. Except as disclosed on Schedule 9.14, such Obligor will not, and will not permit any of its Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property (whether real, personal, or mixed), whether now owned or hereafter acquired, (i) which Borrower or such Subsidiary has sold or transferred or is to sell or transfer to any other Person and (ii) which Borrower or such Subsidiary intends to use for substantially the same purposes as property which has been or is to be sold or transferred.
Appears in 16 contracts
Samples: Term Loan Agreement (Silk Road Medical Inc), Term Loan Agreement (Silk Road Medical Inc), Term Loan Agreement (Silk Road Medical Inc)
Sales and Leasebacks. Except as disclosed on Schedule 9.14, such Obligor Borrower will not, and will not permit any of its Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property (whether real, personal, or mixed), whether now owned or hereafter acquired, (i) which Borrower or such Subsidiary has sold or transferred or is to sell or transfer to any other Person and (ii) which Borrower or such Subsidiary intends to use for substantially the same purposes as property which has been or is to be sold or transferred.
Appears in 14 contracts
Samples: Loan Agreement (Valeritas Holdings Inc.), Loan Agreement (Valeritas Holdings Inc.), Loan Agreement (Valeritas Holdings Inc.)
Sales and Leasebacks. Except as disclosed on Schedule 9.14, such Obligor will not, and will not permit any of its Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property (whether real, personal, or mixed), whether now owned or hereafter acquired, (i) which Borrower or such Subsidiary Person has sold or transferred or is to sell or transfer to any other Person and (ii) which Borrower such Obligor or such Subsidiary intends to use for substantially the same purposes as property which has been or is to be sold or transferred.
Appears in 13 contracts
Samples: Forbearance Agreement (Icagen, Inc.), Forbearance Agreement (Icagen, Inc.), Forbearance Agreement (Icagen, Inc.)
Sales and Leasebacks. Except as disclosed on Schedule 9.14, such Obligor Parent and Borrower will not, and will not permit any of its their Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property (whether real, personal, or mixed), whether now owned or hereafter acquired, (i) which Parent, Borrower or such Subsidiary has sold or transferred or is to sell or transfer to any other Person and (ii) which Parent, Borrower or such Subsidiary intends to use for substantially the same purposes as property which has been or is to be sold or transferred.
Appears in 6 contracts
Samples: Loan Agreement (Valeritas Holdings Inc.), Loan Agreement (Valeritas Holdings Inc.), Loan Agreement (Valeritas Holdings Inc.)
Sales and Leasebacks. Except as disclosed on Schedule 9.149.13, such Obligor will the Obligors shall not, and will shall not permit any of its their Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any asset or property (whether real, personal, or mixed), whether now owned or hereafter acquired, (i) which Borrower or such Subsidiary Person has sold or transferred or is to sell or transfer to any other Person and (ii) which Borrower or such Subsidiary Person intends to use for substantially the same purposes as property which has been or is to be sold or transferred.
Appears in 5 contracts
Samples: Credit Agreement and Guaranty (Nevro Corp), Credit Agreement and Guaranty (Allurion Technologies, Inc.), Credit Agreement and Guaranty (Allurion Technologies Holdings, Inc.)
Sales and Leasebacks. Except as disclosed on Schedule 9.14permitted by Section 9.01(g), such Obligor it will not, and will not permit any of its Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property Property (whether real, personal, or mixed), whether now owned or hereafter acquired, which (ia) which Borrower or such Subsidiary any Obligor has sold or transferred or is to sell or transfer to any other Person and (iib) which Borrower or such Subsidiary any Obligor intends to use for substantially the same purposes as property Property which has been or is to be sold or transferred.
Appears in 5 contracts
Samples: Credit Agreement (SOPHiA GENETICS SA), Credit Agreement (GeneDx Holdings Corp.), Credit Agreement and Guaranty (Biodesix Inc)
Sales and Leasebacks. Except as disclosed on Schedule 9.14permitted by Section 9.01(g), such Obligor it will not, and will not permit any of its Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property Property (whether real, personal, or mixed), whether now owned or hereafter acquired, (i) which the Borrower or such Subsidiary has sold or transferred or is to sell or transfer to any other Person and (ii) which the Borrower or such Subsidiary intends to use for substantially the same purposes as property Property which has been or is to be sold or transferred.
Appears in 4 contracts
Samples: Credit Agreement and Guaranty (C4 Therapeutics, Inc.), Credit Agreement and Guaranty (C4 Therapeutics, Inc.), Security Agreement (Chembio Diagnostics, Inc.)
Sales and Leasebacks. Except as disclosed on Schedule 9.149.13 of the Non-Convertible Credit Facility Agreement, such Obligor will not, and will not permit any of its Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property (whether real, personal, or mixed), whether now owned or hereafter acquired, which such Obligor or Subsidiary (i) which Borrower or such Subsidiary has sold or transferred or is to sell or transfer to any other Person and (ii) which Borrower or such Subsidiary intends to use for substantially the same purposes as property which has been or is to be sold or transferred.
Appears in 4 contracts
Samples: Credit Agreement (Kadmon Holdings, LLC), Credit Agreement (Kadmon Holdings, LLC), Non Convertible Credit Facility Agreement (Kadmon Holdings, LLC)
Sales and Leasebacks. Except as disclosed on Schedule 9.149.13, such Obligor will not, and will not permit any of its Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property (whether real, personal, or mixed), whether now owned or hereafter acquired, which such Obligor or Subsidiary (i) which Borrower or such Subsidiary has sold or transferred or is to sell or transfer to any other Person and (ii) which Borrower or such Subsidiary intends to use for substantially the same purposes as property which has been or is to be sold or transferred.
Appears in 4 contracts
Samples: Credit Agreement (Kadmon Holdings, LLC), Credit Agreement (Kadmon Holdings, LLC), Credit Agreement (Kadmon Holdings, LLC)
Sales and Leasebacks. Except as disclosed on Schedule 9.14permitted by Section 9.01(h), such each Obligor will not, and will not permit any of its Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property Property (whether real, personal, or mixed), whether now owned or hereafter acquired, (i) which Borrower any Obligor or such Subsidiary has sold or transferred or is to sell or transfer to any other Person and (ii) which Borrower any Obligor or such Subsidiary intends to use for substantially the same purposes as property Property which has been or is to be sold or transferred.
Appears in 3 contracts
Samples: Credit Agreement (Trinity Biotech PLC), Credit Agreement (Trinity Biotech PLC), Trinity Biotech PLC
Sales and Leasebacks. Except as disclosed on Schedule 9.149.13 (“Permitted Sales and Leasebacks”), such Obligor will the Borrower shall not, and will shall not permit any of its Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property (whether real, personal, personal or mixed), whether now owned or hereafter acquired, (i) which the Borrower or such Subsidiary has sold or transferred or is to sell or transfer to any other Person and (ii) which the Borrower or such Subsidiary intends to use for substantially the same purposes as property which has been or is to be sold or transferred.
Appears in 3 contracts
Samples: Term Loan Agreement (Corium International, Inc.), Term Loan Agreement (Corium International, Inc.), Term Loan Agreement (Corium International, Inc.)
Sales and Leasebacks. Except as disclosed on Schedule 9.14, such Obligor each Borrower will not, and will not permit any of its Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property (whether real, tangible personal, or mixed), whether now owned or hereafter acquired, (i) which such Borrower or such Subsidiary has sold or transferred or is to sell or transfer to any other Person and (ii) which such Borrower or such Subsidiary intends to use for substantially the same purposes as property which has been or is to be sold or transferred.
Appears in 3 contracts
Samples: Term Loan Agreement (TriVascular Technologies, Inc.), Term Loan Agreement (TriVascular Technologies, Inc.), Term Loan Agreement (TriVascular Technologies, Inc.)
Sales and Leasebacks. Except as disclosed on Schedule 9.14permitted by Section 9.01(g), such Obligor it will not, and will not permit any of its Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property Property (whether real, personal, or mixed), whether now owned or hereafter acquired, (i) which Borrower or such Subsidiary has sold or transferred or is to sell or transfer to any other Person and (ii) which Borrower or such Subsidiary intends to use for substantially the same purposes as property Property which has been or is to be sold or transferred.
Appears in 3 contracts
Samples: Credit Agreement (Molecular Templates, Inc.), Credit Agreement (Zymeworks Inc.), Credit Agreement (Zymeworks Inc.)
Sales and Leasebacks. Except as disclosed on Schedule 9.14, such Obligor will not, and will not permit any of its Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property (whether real, personal, or mixed), whether now owned or hereafter acquired, (i) which Borrower such Obligor or such Subsidiary has sold or transferred or is to sell or transfer to any other Person Person, and (ii) which Borrower such Obligor or such Subsidiary intends to use for substantially the same purposes as property which has been or is to be sold or transferred.
Appears in 3 contracts
Samples: Credit Agreement and Guaranty (Sonendo, Inc.), Credit Agreement and Guaranty (Sonendo, Inc.), Credit Agreement (Sonendo, Inc.)
Sales and Leasebacks. Except as disclosed on Schedule 9.14, such Obligor will not, and will not permit any of its Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property (whether real, personal, or mixed), whether now owned or hereafter acquired, (i) which Borrower Parent or such Subsidiary has sold or transferred or is to sell or transfer to any other Person and (ii) which Borrower Parent or such Subsidiary intends to use for substantially the same purposes as property which has been or is to be sold or transferred.
Appears in 2 contracts
Samples: Term Loan Agreement (Strongbridge Biopharma PLC), Term Loan Agreement (Strongbridge Biopharma PLC)
Sales and Leasebacks. Except as disclosed on Schedule 9.14, such Obligor will the Obligors shall not, and will shall not permit any of its their Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property (whether real, personal, or mixed), whether now owned or hereafter acquired, (i) which Borrower or such Subsidiary Person has sold or transferred or is to sell or transfer to any other Person and (ii) which Borrower any Obligor or such Subsidiary any of its Subsidiaries intends to use for substantially the same purposes as property which has been or is to be sold or transferred.
Appears in 2 contracts
Samples: Credit Agreement and Guaranty (Menlo Therapeutics Inc.), Credit Agreement and Guaranty (Foamix Pharmaceuticals Ltd.)
Sales and Leasebacks. Except as disclosed on Schedule 9.14, such Obligor will the Borrower shall not, and will shall not permit any of its Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property (whether real, personal, or mixed), whether now owned or hereafter acquired, (i) which Borrower or such Subsidiary Person has sold or transferred or is to sell or transfer to any other Person and (ii) which the Borrower or such Subsidiary any of its Subsidiaries intends to use for substantially the same purposes as property which has been or is to be sold or transferred.
Appears in 2 contracts
Samples: Credit Agreement and Guaranty (ArcherDX, Inc.), Credit Agreement and Guaranty (ArcherDX, Inc.)
Sales and Leasebacks. Except as disclosed on Schedule 9.149.13, such Obligor will the Obligors shall not, and will shall not permit any of its Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property (whether real, personal, or mixed), whether now owned or hereafter acquired, (i) which Borrower or such Subsidiary Person has sold or transferred or is to sell or transfer to any other Person and (ii) which Borrower or such Subsidiary Person intends to use for substantially the same purposes as property which has been or is to be sold or transferred.
Appears in 2 contracts
Samples: Credit Agreement (Pear Therapeutics, Inc.), Credit Agreement (Pear Therapeutics, Inc.)
Sales and Leasebacks. Except as disclosed on Schedule 9.149.14 of the Disclosure Letter, such Obligor will not, and will not permit any of its Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property (whether real, personal, or mixed), whether now owned or hereafter acquired, (i) which Borrower or such Subsidiary has sold or transferred or is to sell or transfer to any other Person and (ii) which Borrower or such Subsidiary intends to use for substantially the same purposes as property which has been or is to be sold or transferred.
Appears in 2 contracts
Samples: Term Loan Agreement (Biodelivery Sciences International Inc), Loan Agreement (Synergy Pharmaceuticals, Inc.)
Sales and Leasebacks. Except as disclosed on Schedule 9.149.13, such Obligor will the Borrower shall not, and will shall not permit any of its Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property (whether real, personal, or mixed), whether now owned or hereafter acquired, (i) which Borrower or such Subsidiary Person has sold or transferred or is to sell or transfer to any other Person and (ii) which the Borrower or such Subsidiary any of its Subsidiaries intends to use for substantially the same purposes as property which has been or is to be sold or transferred.
Appears in 2 contracts
Samples: Credit Agreement and Guaranty (Zymergen Inc.), Credit Agreement and Guaranty (Zymergen Inc.)
Sales and Leasebacks. Except as disclosed on Schedule 9.149.14 to the Disclosure Letter, such Obligor will not, and will not permit any of its Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property (whether real, personal, or mixed), whether now owned or hereafter acquired, (i) which Borrower or such Subsidiary has sold or transferred or is to sell or transfer to any other Person and (ii) which Borrower or such Subsidiary intends to use for substantially the same purposes as property which has been or is to be sold or transferred.
Appears in 2 contracts
Samples: Loan Agreement (NanoString Technologies Inc), Loan Agreement (Avinger Inc)
Sales and Leasebacks. Except as disclosed on Schedule 9.149.14 of the Disclosure Letter, such Obligor will not, and will not permit any of its Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property (whether real, personal, or mixed), whether now owned or hereafter acquired, (i) which Borrower or such Subsidiary has sold or transferred or is to sell or transfer to any other Person and (ii) which Borrower or such Subsidiary intends to use for substantially the same purposes as property which has been or is to be sold or transferred.. 164703839 v7
Appears in 1 contract
Sales and Leasebacks. Except as disclosed on Schedule 9.149.14 , such Obligor will not, and will not permit any of its Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property (whether real, personal, or mixed), whether now owned or hereafter acquired, (i) which Borrower or such Subsidiary has sold or transferred or is to sell or transfer to any other Person and (ii) which Borrower or such Subsidiary intends to use for substantially the same purposes as property which has been or is to be sold or transferred.
Appears in 1 contract
Sales and Leasebacks. Except as disclosed on Schedule 9.14, such 9.14,such Obligor will not, and will not permit any of its Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property (whether real, personal, or mixed), whether now owned or hereafter acquired, (i) which Borrower or such Subsidiary has sold or transferred or is to sell or transfer to any other Person and (ii) which Borrower or such Subsidiary intends to use for substantially the same purposes as property which has been or is to be sold or transferred.
Appears in 1 contract
Samples: Credit Agreement and Guaranty (Aquestive Therapeutics, Inc.)
Sales and Leasebacks. Except as disclosed on Schedule 9.14, such Obligor will not, and will not permit any of its Subsidiaries to and will use commercially reasonable efforts to not permit any Managed Company to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property (whether real, personal, or mixed), whether now owned or hereafter acquired, (i) which Borrower Parent or such Subsidiary has sold or transferred or is to sell or transfer to any other Person and (ii) which Borrower Parent or such Subsidiary intends to use for substantially the same purposes as property which has been or is to be sold or transferred.
Appears in 1 contract
Sales and Leasebacks. Except as disclosed on Schedule 9.14, such Obligor will not, and will not permit any of its Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property (whether real, personal, or mixed), whether now owned or hereafter acquired, (i) which Borrower or such Subsidiary has sold or transferred or is to sell or transfer to any other Person and (ii) which Borrower or such Subsidiary intends to use for substantially the same purposes as property which has been or is to be sold or transferred.. Section 9.15
Appears in 1 contract
Samples: Term Loan Agreement (Axogen, Inc.)
Sales and Leasebacks. Except as disclosed on Schedule 9.14, such Obligor will not, and will not permit any of its Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property (whether real, personal, or mixed), whether now owned or hereafter acquired, (i) which Borrower Parent Guarantor or such Subsidiary has sold or transferred or is to sell or transfer to any other Person and (ii) which Borrower Parent Guarantor or such Subsidiary intends to use for substantially the same purposes as property which has been or is to be sold or transferred.
Appears in 1 contract
Samples: Term Loan Agreement
Sales and Leasebacks. Except as disclosed on Schedule 9.149.14 to the Disclosure Letter, such Obligor will not, and will not permit any of its Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property (whether real, personal, or mixed), whether now owned or hereafter acquired, (i) which Borrower or such Subsidiary has sold or transferred or is to sell or transfer to any other Person and (ii) which Borrower or such Subsidiary intends to use for substantially the same purposes as property which has been or is to be sold or transferred, except, in each case, to the extent such transaction is permitted under Sections 9.01 and 9.09.
Appears in 1 contract
Sales and Leasebacks. Except as disclosed on Schedule 9.149.14 or otherwise consented to in writing by the Administrative Agent, such Obligor will shall not, and will shall not permit any of its Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property (whether real, personal, or mixed), whether now owned or hereafter acquired, (i) which Borrower or such Subsidiary Person has sold or transferred or is to sell or transfer to any other Person and (ii) which Borrower such Obligor or such Subsidiary intends to use for substantially the same purposes as property which has been or is to be sold or transferred.
Appears in 1 contract
Sales and Leasebacks. Except as disclosed on Schedule 9.14, such Obligor will the Borrower shall not, and will shall not permit any of its Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property (whether real, personal, or mixed), whether now owned or hereafter acquired, (i) which Borrower such Obligor or such Subsidiary has sold or transferred or is to sell or transfer to any other Person Person, and (ii) which Borrower such Obligor or such Subsidiary intends to use for substantially the same purposes as property which has been or is to be sold or transferred.
Appears in 1 contract
Sales and Leasebacks. Except as disclosed on Schedule 9.14, such Obligor will the Borrower shall not, and will shall not permit any of its Subsidiaries to, become liable, directly or indirectly, with respect to any lease, whether an operating lease or a Capital Lease Obligation, of any property (whether real, personal, or mixed), whether now owned or hereafter acquired, (i) which the Borrower or such Subsidiary has sold or transferred or is to sell or transfer to any other Person Person, and (ii) which the Borrower or such Subsidiary intends to use for substantially the same purposes as property which has been or is to be sold or transferred.
Appears in 1 contract