Termination of Commitment to Lend. Notwithstanding anything in the Loan Documents, Lender's obligation to lend the undisbursed portion of the Commitment to Borrower hereunder shall terminate on the earlier of (i) at the Lender's sole election, the occurrence and continuance of any Default or Event of Default hereunder, and (ii) the Commitment Termination Date. Notwithstanding the foregoing, Lender's obligation to lend the undisbursed portion of the Commitment to Borrower shall terminate if, in Lender's sole judgment, there has been a material adverse change in the general affairs, management, results of operations, condition (financial or otherwise) or prospects of Borrower, whether or not arising from transactions in the ordinary course of business, or there has been any material adverse deviation by Borrower from the business plan of Borrower presented to and not disapproved by Lender, since the date of this Agreement.
Appears in 3 contracts
Samples: Loan and Security Agreement (Alnylam Pharmaceuticals Inc), Loan and Security Agreement (Vnus Medical Technologies Inc), Loan and Security Agreement (Skystream Networks Inc)
Termination of Commitment to Lend. Notwithstanding anything in the Loan Documents, each Lender's ’s obligation to lend the undisbursed portion of the Commitment Amount to Borrower hereunder shall terminate on the earlier of (i) at the each Lender's ’s sole election, the occurrence and continuance of any Default or Event of Default hereunder, and (ii) the Commitment Termination Date. Notwithstanding the foregoing, each Lender's ’s obligation to lend the undisbursed portion of the Commitment Amount to Borrower shall terminate if, in such Lender's sole ’s commercially reasonable judgment, there has been a material adverse change in the general affairs, management, results of operations, or financial condition (financial or otherwise) or prospects of Borrower, whether or not arising from transactions in the ordinary course of business, or there has been any material adverse deviation by Borrower from the business plan of Borrower presented to and not disapproved by Lender, since Lenders on or before the date of this Agreement.
Appears in 3 contracts
Samples: Venture Loan and Security Agreement, Venture Loan and Security Agreement (Ambit Biosciences Corp), Venture Loan and Security Agreement (Ambit Biosciences Corp)
Termination of Commitment to Lend. Notwithstanding anything in the Loan Documents, Lender's ’s obligation to lend the undisbursed portion of the Commitment Amount to Borrower hereunder shall terminate on the earlier of (i) at the Lender's ’s sole election, the occurrence and continuance of any Default or Event of Default hereunder, and (ii) the applicable Commitment Termination Date. Notwithstanding the foregoing, Lender's ’s obligation to lend the undisbursed portion of the Commitment Amount to Borrower shall terminate if, in Lender's ’s sole judgment, there has been a material adverse change in the general affairs, management, results of operations, condition (financial or otherwise) or prospects of Borrower, whether or not arising from transactions in the ordinary course of business, or there has been any material adverse deviation by Borrower from the business plan of Borrower presented to and not disapproved by Lender, since Lender on or before the date of this Agreement.
Appears in 3 contracts
Samples: Venture Loan and Security Agreement (Enphase Energy, Inc.), Venture Loan and Security Agreement (Enphase Energy, Inc.), Venture Loan and Security Agreement (Enphase Energy, Inc.)
Termination of Commitment to Lend. Notwithstanding anything in the Loan Documents, Lender's Lenders’ obligation to lend the undisbursed portion of the Commitment Amount to Borrower hereunder shall terminate on the earlier of (i) at the Lender's Lenders’ sole election, the occurrence and continuance of any Default or Event of Default hereunder, and (ii) with respect to Loan A the Loan A Commitment Termination Date, and with respect to Loan B, the Loan B Commitment Termination Date. Notwithstanding the foregoing, Lender's Lenders’ obligation to lend the undisbursed portion of the Loan A Commitment Amount or Loan B Commitment Amount to Borrower shall terminate if, in Lender's Lenders’ sole judgment, there has been a material adverse change in the general affairs, management, results of operations, operations or condition (financial or otherwise) or prospects of Borrower, whether or not arising from transactions in the ordinary course of business, or there has been any material adverse deviation by Borrower from the business plan of Borrower presented to and not disapproved by Lender, since Lenders on or before the date of this Agreement.
Appears in 2 contracts
Samples: Venture Loan and Security Agreement (Inotek Pharmaceuticals Corp), Venture Loan and Security Agreement (Inotek Pharmaceuticals Corp)
Termination of Commitment to Lend. Notwithstanding anything in the Loan Documents, Lender's ’s obligation to lend the undisbursed portion of the Commitment Amount to Borrower hereunder shall terminate on the earlier of (i) at the Lender's ’s sole election, the occurrence and continuance of any Default or Event of Default hereunder, and (ii) the Commitment Termination Date. Notwithstanding the foregoing, Lender's ’s obligation to lend the undisbursed portion of the Commitment Amount to Borrower shall terminate if, in Lender's ’s sole judgment, there has been a material adverse change in the general affairs, management, results of operations, condition (financial or otherwise) or prospects of Borrower, whether or not arising from transactions in the ordinary course of business, or there has been any material adverse deviation by Borrower from the business plan of Borrower presented to and not disapproved by Lender, since Lender on or before the date of this Agreement.
Appears in 2 contracts
Samples: Venture Loan and Security Agreement (eXegenics Inc), Venture Loan and Security Agreement (Cryocor Inc)
Termination of Commitment to Lend. Notwithstanding anything in the Loan Documents, Lender's obligation to lend the undisbursed portion of the Commitment Credit Amount to Borrower hereunder shall terminate on the earlier of (i) at the Lender's sole election, the occurrence and continuance of any Default or Event of Default hereunder, and (ii) the Commitment Termination Date. Notwithstanding the foregoing, Lender's obligation to lend the undisbursed portion of the Commitment Credit Amount to Borrower shall terminate if, in Lender's sole judgment, there has been a material adverse change in the general affairs, management, results of operations, condition (financial or otherwise) or prospects of Borrower, whether or not arising from transactions in the ordinary course of business, or there has been any material adverse deviation by Borrower from the business plan of Borrower presented to and not disapproved by Lender, since the date of this Agreement.
Appears in 2 contracts
Samples: Loan and Security Agreement (Array Biopharma Inc), Loan and Security Agreement (Array Biopharma Inc)
Termination of Commitment to Lend. Notwithstanding anything in the Loan Documents, Lender's obligation to lend the undisbursed portion of the its Commitment Amount to Borrower hereunder shall terminate on the earlier of (i) at the such Lender's sole election, the occurrence and continuance of any Default or Event of Default hereunder, and (ii) the Commitment Termination Date. Notwithstanding the foregoing, Lender's obligation to lend the undisbursed portion of the its Commitment Amount to Borrower shall terminate if, in Lender's sole judgment, acting reasonably, there has been a material adverse change in the general affairs, management, results of operations, condition (financial or otherwise) or prospects of Borrower, whether or not arising from transactions in the ordinary course of business, or there has been any material adverse deviation by Borrower from the business plan of Borrower presented to and not disapproved by Lender, since Lender on or before the date of this Agreement.
Appears in 2 contracts
Samples: Venture Loan and Security Agreement (Activbiotics Inc), Venture Loan and Security Agreement (Activbiotics Inc)
Termination of Commitment to Lend. Notwithstanding anything in the Loan Documents, Lender's Lenders’ obligation to lend the undisbursed portion of the any Commitment Amount to Borrower hereunder shall terminate on the earlier of (i) at the Lender's Lenders’ sole election, the occurrence and continuance of any Default or Event of Default hereunderhereunder which has not been waived in writing by Lenders, and (ii) the Commitment Termination DateDate for such Commitment Amount. Notwithstanding the foregoing, Lender's Lenders’ obligation to lend the undisbursed portion of the Commitment Amount to Borrower shall terminate if, in Lender's sole Lenders’ reasonable judgment, there has been a material adverse change in the general affairs, management, results of operations, operations or condition (financial or otherwise) or prospects of Borrower, whether or not arising from transactions in the ordinary course of business, or there has been any material adverse deviation by Borrower from the business plan of Borrower presented to and not disapproved by Lender, since Lenders on or before the date of this Agreement.
Appears in 2 contracts
Samples: Venture Loan and Security Agreement (Entropic Communications Inc), Venture Loan and Security Agreement (Entropic Communications Inc)
Termination of Commitment to Lend. Notwithstanding anything in the Loan Documents, Lender's obligation to lend the undisbursed portion of the Commitment Credit Amount to Borrower hereunder shall terminate on the earlier of (i1) at the Lender's sole election, the occurrence and continuance of any Default or Event of Default hereunder, and (ii), except as provided in Section 2.1 (a) above, the Commitment Termination Date. Notwithstanding the foregoing, Lender's obligation to lend the undisbursed portion of the Commitment Credit Amount to Borrower shall terminate if, in Lender's sole judgment, there has been a material adverse change in the general affairs, management, results of operations, condition (financial or otherwise) or prospects of Borrower, whether or not arising from transactions in the ordinary course of business, or there has been any material adverse deviation by Borrower from the business plan of Borrower presented to and not disapproved by Lender, since Lender on or before the date of this Agreement.
Appears in 1 contract
Termination of Commitment to Lend. Notwithstanding anything in the Loan Documents, each Lender's ’s obligation to lend the undisbursed portion of the such Lender’s Commitment to Borrower hereunder shall terminate on the earlier of (i) at the each Lender's ’s sole election, the occurrence and continuance of any Default or Event of Default hereunder, and (ii) the Commitment Termination Date. Notwithstanding the foregoing, each Lender's ’s obligation to lend the undisbursed portion of the such Lender’s Commitment to Borrower shall terminate if, in such Lender's ’s sole judgmentjudgment made in good faith, there has been a material adverse change in the general affairs, management, results of operations, condition (financial or otherwise) or prospects of Borrower, whether or not arising from transactions in the ordinary course of business, or there has been any material adverse deviation by Borrower from the business plan of Borrower presented to and not disapproved by Lender, since Lenders on the date of this Agreement.
Appears in 1 contract
Samples: Equipment Loan and Security Agreement (Renovis Inc)
Termination of Commitment to Lend. Notwithstanding anything in the Loan Documents, Lender's obligation to lend the undisbursed portion of the Commitment Credit Amount to Borrower hereunder shall terminate on the earlier of (i) at the Lender's sole election, the occurrence and continuance of any Default or Event of Default hereunder, and (ii) the Commitment Termination DateDate Facility A (in the case of Facility A) and the Commitment Termination Date Facility B (in the case of Facility B). Notwithstanding the foregoing, Lender's obligation to lend the undisbursed portion of the Commitment Credit Amount to Borrower shall terminate if, in Lender's sole judgment, there has been a material adverse change in the general affairs, management, results of operations, condition (financial or otherwise) or prospects of Borrower, whether or not arising from transactions in the ordinary course of business, or there has been any material adverse deviation by Borrower from the business plan of Borrower presented to and not disapproved by Lender, since Lender on or before the date of this Agreement.
Appears in 1 contract
Samples: Equipment Loan and Security Agreement (Anadys Pharmaceuticals Inc)
Termination of Commitment to Lend. Notwithstanding anything in the Loan Documents, each Lender's ’s obligation to lend the undisbursed portion of the its Commitment Amount to Borrower hereunder shall terminate on the earlier of (i) at the each Lender's ’s sole election, the occurrence and continuance of any Default or Event of Default hereunder, and (ii) the applicable Commitment Termination Date. Notwithstanding the foregoing, each Lender's ’s obligation to lend the undisbursed portion of the Commitment Amount to Borrower shall terminate if, in Lender's such Lenders’ sole judgment, there has been a material adverse change in the general affairs, management, results of operations, condition (financial or otherwise) or prospects of Borrower, whether or not arising from transactions in the ordinary course of business, or there has been any material adverse deviation by Borrower from the business plan of Borrower presented to and not disapproved by Lender, since Lenders on or before the date of this Agreement.
Appears in 1 contract
Samples: Venture Loan and Security Agreement (Northstar Neuroscience, Inc.)
Termination of Commitment to Lend. Notwithstanding anything in the Loan Documents, Lender's ’s obligation to lend the undisbursed portion of the Commitment to Borrower hereunder shall terminate on the earlier of (i) at the Lender's ’s sole election, the occurrence and continuance of any Default or Event of Default hereunder, and or (ii) the Commitment Termination Date. Notwithstanding the foregoing, Lender's ’s obligation to lend the undisbursed portion of the Commitment to Borrower shall terminate if, in Lender's ’s sole judgment, there has been a material adverse change in the general affairs, management, results of operations, management or financial condition (financial or otherwise) or prospects of Borrower, whether or not arising from transactions in the ordinary course of business, or there has been any material adverse deviation by Borrower from the business plan of Borrower presented to and not disapproved by LenderLender (a “Material Adverse Change”), since the date of this Agreement.
Appears in 1 contract
Samples: Patent Mortgage and Security Agreement (Hemosense Inc)
Termination of Commitment to Lend. Notwithstanding anything in the Loan Documents, Lender's obligation to lend the undisbursed portion of the Commitment to Borrower hereunder shall terminate on the earlier of (i) at the Lender's sole election, the occurrence and continuance of any Default or Event of Default hereunder, and (ii) the Commitment Termination Date. Notwithstanding the foregoing, Lender's obligation to lend the undisbursed portion of the Commitment to Borrower shall terminate if, in Lender's sole reasonable judgment, there has been a material adverse change in the general affairs, management, results of operations, operations or condition (financial or otherwise) or prospects of Borrower, whether or not arising from transactions in the ordinary course of business, or there has been any material adverse deviation by Borrower from the business plan of Borrower presented to and not disapproved by Lender, since the date of this Agreement.
Appears in 1 contract
Termination of Commitment to Lend. Notwithstanding anything in the Loan Documents, Lender's obligation to lend the undisbursed portion of the Commitment Amount to Borrower hereunder shall terminate on the earlier of (i) at the Lender's sole election, the occurrence and continuance of any Default or Event of Default hereunder, and (ii) the Commitment Termination Date. Notwithstanding the foregoing, Lender's obligation to lend the undisbursed portion of the Commitment Amount to Borrower shall terminate if, in Lender's sole judgment, there has been a material adverse change in the general affairs, management, results of operations, condition (financial or otherwise) or prospects of Borrower, whether or not arising from transactions in the ordinary course of business, or there has been any material adverse deviation by Borrower from the business plan of Borrower presented to and not disapproved by Lender, since Lender on or before the date of this Agreement.
Appears in 1 contract
Samples: Venture Loan and Security Agreement (Isilon Systems, Inc.)
Termination of Commitment to Lend. Notwithstanding anything in the Loan Documents, Lender's ’s obligation to lend the undisbursed portion of the Commitment Amount to Borrower hereunder shall terminate on the earlier of (i) at the Lender's ’s sole election, the occurrence and the continuance of any Default or the occurrence of any Event of Default (which has not been waived by Lender) hereunder, and (ii) the Commitment Termination Date. Notwithstanding the foregoing, Lender's ’s obligation to lend the undisbursed portion of the Commitment Amount to Borrower shall terminate if, in Lender's sole ’s reasonable judgment, there has been a material adverse change in the general affairs, management, results of operations, operations or financial condition (financial or otherwise) or prospects of Borrower, whether or not arising from transactions in the ordinary course of business, or there has been any material adverse deviation by Borrower from the business plan of Borrower presented to and not disapproved by Lender, since Lender on or before the date of this Agreement.
Appears in 1 contract
Samples: Venture Loan and Security Agreement (Infinity Pharmaceuticals, Inc.)
Termination of Commitment to Lend. Notwithstanding anything in the Loan Documents, each Lender's obligation to lend the undisbursed portion of the such Lender's Commitment to Borrower hereunder shall terminate on the earlier of (i) at the such Lender's sole election, the occurrence and continuance of any Default or Event of Default hereunder, and (ii) the Commitment Termination Date. Notwithstanding the foregoing, each Lender's obligation to lend the undisbursed portion of the such Lender's Commitment to Borrower shall terminate if, in such Lender's sole judgment, there has been a material adverse change in the general affairs, management, results of operations, condition (financial or otherwise) or prospects of Borrower, whether or not arising from transactions in the ordinary course of business, or there has been any material adverse deviation by Borrower from the business plan of Borrower presented to and not disapproved by Lender, since Lenders on or before the date of this Agreement.
Appears in 1 contract
Termination of Commitment to Lend. Notwithstanding anything in the Loan Documents, Lender's ’s obligation to lend the undisbursed portion of the Commitment Amount to Borrower Co-Borrowers hereunder shall terminate on the earlier of (i) at the Lender's ’s sole election, the occurrence and continuance of any Default or Event of Default hereunder, and (ii) the applicable Commitment Termination Date. Notwithstanding the foregoing, Lender's ’s obligation to lend the undisbursed portion of the Commitment Amount to Borrower Co-Borrowers shall terminate if, in Lender's ’s sole judgmentdiscretion, there has been a material adverse change in the general affairs, management, or results of operations, condition (financial or otherwise) of any Co-Borrower, or prospects of BorrowerCo-Borrowers collectively, whether or not arising from transactions in the ordinary course of business, or there has been any material adverse deviation by any Co-Borrower from the business plan of such Co-Borrower presented to and not disapproved by Lender, since Lender on or before the date of this Agreement.
Appears in 1 contract
Samples: Venture Loan and Security Agreement (Catasys, Inc.)
Termination of Commitment to Lend. Notwithstanding anything in the Loan Documents, Lender's ’s obligation to lend the undisbursed portion of the Commitment Amount to Borrower Borrowers hereunder shall terminate on the earlier of (i) at the Lender's ’s sole election, the occurrence and continuance of any Default or Event of Default hereunder, and (ii) the Commitment Termination Date. Notwithstanding the foregoing, Lender's ’s obligation to lend the undisbursed portion of the Commitment Amount to Borrower Borrowers shall terminate if, in Lender's ’s sole judgment, there has been a material adverse change in the general affairs, management, results of operations, condition (financial or otherwise) or prospects of BorrowerBorrowers, whether or not arising from transactions in the ordinary course of business, or there has been any material adverse deviation by Borrower Borrowers from the business plan of Borrower Borrowers presented to and not disapproved by Lender, since Lender on or before the date of this Agreement.
Appears in 1 contract
Samples: Venture Loan and Security Agreement (Everyday Health, Inc.)
Termination of Commitment to Lend. Notwithstanding anything in the Loan Documents, the Lender's ’s obligation to lend the undisbursed portion of the Commitment Amount to Borrower hereunder shall terminate on the earlier of (i) at the Lender's sole election’s election exercised in good faith and in a commercially reasonable manner, the occurrence and continuance of any Default or Event of Default hereunder, and (ii) with respect to Loan A, the Loan A Commitment Termination Date. Notwithstanding the foregoing, Lender's ’s obligation to lend the undisbursed portion of the Commitment Amount to Borrower shall terminate if, in Lender's sole judgment’ discretion exercised in good faith and in a commercially reasonable manner, there has been a material adverse change in the general affairs, management, results of operations, operations or financial condition (financial or otherwise) or prospects of Borrower, whether or not arising from transactions in the ordinary course of business, or there has been any material adverse deviation by Borrower from the business plan of Borrower presented to and not disapproved by Lender, since Lender on or before the date of this Agreement.
Appears in 1 contract
Samples: Venture Loan and Security Agreement (Interleukin Genetics Inc)
Termination of Commitment to Lend. Notwithstanding anything --------------------------------- in the Loan Documents, Lender's Lenders' obligation to lend the undisbursed portion of the Commitment Credit Amount to Borrower hereunder shall terminate on the earlier of (i) at the Lender's Lenders' sole election, the occurrence and continuance of any Default or Event of Default hereunder, and (ii) the Commitment Termination Date. Notwithstanding the foregoing, Lender's Lenders' obligation to lend the undisbursed portion of the Commitment Credit Amount to Borrower shall terminate if, in Lender's Lenders' sole judgment, there has been a material adverse change in the general affairs, management, results of operations, condition (financial or otherwise) or prospects of Borrower, whether or not arising from transactions in the ordinary course of business, or there has been any material adverse deviation by Borrower from the business plan of Borrower presented to and not disapproved by LenderLenders, since the date of this Agreement.
Appears in 1 contract
Samples: Loan and Security Agreement (Copper Mountain Networks Inc)
Termination of Commitment to Lend. Notwithstanding anything in the Loan Documents, each Lender's ’s obligation to lend the undisbursed portion of the such Lender’s Commitment to Borrower hereunder shall terminate on the earlier of (i) at the Lender's Lenders’ sole election, the occurrence and continuance of any Default or Event of Default hereunder, and (ii) the Commitment Termination Date. Notwithstanding the foregoing, each Lender's ’s obligation to lend the undisbursed portion of the such Lender’s Commitment to Borrower shall terminate if, in Lender's Lenders’ sole judgmentjudgment made in good faith, there has been a material adverse change in the general affairs, management, results of operations, condition (financial or otherwise) or prospects of Borrower, whether or not arising from transactions in the ordinary course of business, or there has been any material adverse deviation by Borrower from the business plan of Borrower presented to and not disapproved by Lender, since Lenders on the date of this Agreement.
Appears in 1 contract
Samples: Equipment Loan and Security Agreement (Renovis Inc)
Termination of Commitment to Lend. Notwithstanding anything in the Loan Documents, Lender's ’s obligation to lend the undisbursed portion of the Lender’s Commitment to Borrower hereunder shall terminate on the earlier of (i) at the Lender's ’s sole election, the occurrence and continuance of any Default or Event of Default hereunder, and (ii) the Commitment Termination Date. Notwithstanding the foregoing, Lender's ’s obligation to lend the undisbursed portion of the Lender’s Commitment to Borrower shall terminate if, in Lender's ’s sole judgmentjudgment made in good faith, there has been a material adverse change in the general affairs, management, results of operations, condition (financial or otherwise) or prospects of Borrower, whether or not arising from transactions in the ordinary course of business, or there has been any material adverse deviation by Borrower from the business plan of Borrower presented to and not disapproved by Lender, since Lender on the date of this Agreement.
Appears in 1 contract
Samples: Equipment Loan and Security Agreement (Renovis Inc)