THE DEVELOPMENT LOAN Sample Clauses

THE DEVELOPMENT LOAN. 2.1 The Development Loan. Newco agrees, on the terms and subject to the -------------------- conditions hereinafter set forth, including, but not limited to, the conditions to loan advances set forth in Article V hereof and the limitation on the amount available from time to time to be borrowed set forth in Section 3.2 hereof, to advance at any time and from time to time during the period commencing on the date hereof and ending on the fifth anniversary of the date hereof (the "Draw Loan Termination Date"), amounts requested by Company in an aggregate principal amount not to exceed an $8,000,000 (the "Development Loan"). Each advance of the Development Loan shall be in a minimum amount of $100,000 and shall be made by wire transfer of Newco to the account of Company.
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THE DEVELOPMENT LOAN. (a) Subject to the terms and conditions set forth in this Agreement, EIF agrees to make a loan to Borrower (the "Chevron Financing") in the principal amount of up to Nine Million Six Hundred Forty-Six Thousand Dollars ($9,646,000) for the following purposes: (i) up to Two Hundred Seventy-Four Thousand Dollars ($274,000) to finance Main Pass 133 rig mobilization; (ii) up to One Million Nine Hundred Five Thousand Dollars ($1,905,000) to sidetrack and complete the Main Pass 133 A-6 well; (iii) up to Two Million Three Hundred Eighty Thousand Dollars ($2,380,000) to workover the Main Pass 133 A-10 well; (iv) up to Two Million Six Hundred Eighty-Four Thousand Dollars ($2,684,000) to workover the Main Pass 133 A-7 well; (v) up to Two Million Two Hundred Thirty-One Thousand Dollars ($2,231,000) to workover the Main Pass 133 A-9 well; and (vi) up to One Hundred Seventy-Two Thousand Dollars ($172,O00) to finance Main Pass 133 rig demobilization. (b) Subject to the terms and conditions set forth in this Agreement, EIF agrees to make a loan to Borrower (the "Bay Marcxxxx Financing") in the aggregate principal amount of up to Ten Million Dollars ($10,000,000) for the following purposes: (i) up to Nine Million Three Hundred Thousand Dollars ($9,300,000) to finance the acquisition of a 20% interest in the Bay Marcxxxx Xxxperties; (ii) up to Five Hundred Thousand Dollars ($500,000) for working capital; and (iii) up to Two Hundred Thousand Dollars ($200,000) to finance payment of costs and expenses to EIF. (c) In the event that the Chevron Financing and Bay Marcxxxx Financing do not fund an amount equal to the entire principal amount of Twenty Million Dollars ($20,000,000) and subject to the terms and conditions set forth in this Agreement, EIF agrees to make additional loans to Borrower ("Additional Financings") to finance costs relating to Borrower's obligations under the Proposed Oil and Gas Agreements that satisfy certain conditions set forth in Section 6.2 ("Approved Transactions"); provided, however, that the aggregate principal amount funded under this Agreement shall not exceed Twenty Million Dollars ($20,000,000). The Chevron Financing, the Bay Marcxxxx Xxxancing and any Additional Financings are collectively referred to as the "Development Loan" herein. (d) Upon (i) satisfaction of each of the conditions set forth in Article 6, and (ii) providing EIF with written notice not less than twenty (20) days prior to any Funding, the Development Loan may be funded throug...
THE DEVELOPMENT LOAN. 2.1 The Development Loan. Newco agrees, on the terms and subject to the -------------------- conditions hereinafter set forth, including, but not limited to, the conditions to loan advances set forth in Article V hereof and the limitation on the amount available from time to time to be borrowed as set forth in Section 3.2 hereof, to advance a maximum principal amount of $5,500,000 (the "Development Loan") as follows: (a) as of November 3, 1997, Newco shall have advanced, and there will be outstanding, a net principal total of $1,500,000 pursuant to requests made by Company; (b) on May 3, 1998, Newco shall advance the additional principal amount of $2,000,000; and (c) on November 3, 1998, Newco shall advance the additional principal amount of $2,000,000. The obligation of Newco to make the Advances described in clauses (b) and (c) above shall be subject to Company's compliance, at the time of each such Advance, with the terms and conditions of this Agreement. It is understood that, in the event, Company does not request the Advances described in clauses (b) and (c) above on the dates set forth therein, Company may still request additional advances of principal (up to the Maximum Principal Balance) until the Draw Loan Termination Date (defined below). It is further understood that, in the event Company requests less than $2,000,000 in additional principal on May 3, 1998, the difference between the additional principal requested and $2,000,000 shall be added to the amount to be advanced to Company pursuant to clause (c) above. Each advance of the Development Loan shall be made by wire transfer of Newco to the account of the Company.

Related to THE DEVELOPMENT LOAN

  • Research Funding (a) During each Collaboration Term and in connection with any wind-down activities contemplated by Section 13.4. Gilead shall reimburse Hookipa for all Out-of-Pocket Costs actually incurred (with no markup) by Hookipa in connection with the applicable Program, to the extent specifically contemplated in the applicable Research Plan and in accordance with the applicable Research Budget. Gilead shall reimburse the undisputed amount of such Out-of-Pocket Costs incurred in a [***] within [***] days after receipt from Hookipa of an invoice therefor issued within [***] days after the end of such [***]. (b) During each Collaboration Term for a Program, Gilead shall reimburse Hookipa at the FTE Rate for the costs of any FTEs (not to exceed the number of FTEs specified in the applicable Research Plan for such Program for any period without first obtaining, in each case, Gilead’s prior written consent) actually performing activities allocated to Hookipa under such Research Plan. Hookipa shall provide to Gilead, within [***] days after the end of each [***] during each Collaboration Term, a report indicating the number of FTEs actually provided by Hookipa with respect to each Program during such [***], Hookipa shall use standard industry systems and processes to record the number of hours and FTEs actually applied to each Program, which systems and processes shall be consistently and equitably applied to all Hookipa research programs with Third Parties. Gilead shall reimburse Hookipa the undisputed amount for such FTE costs incurred in a [***] within [***] days after receipt from Hookipa of an invoice therefor issued within [***] days after the end of each [***]. (c) For clarity, Gilead shall not be obligated to reimburse Hookipa for any costs or expenses incurred by Hookipa in the course of its activities under the Programs, other than: (i) those costs and expenses expressly identified in this Section 9.6 or elsewhere in this Agreement; (ii) reimbursement for the supply of Licensed Products to Gilead in accordance with the terms of any supply agreement entered into by the Parties pursuant to Section 7.2; or (iii) any other costs and expenses approved by Gilead in writing in advance.

  • Employee Development The Employer may provide employees the opportunity to participate in appropriate seminars, workshops or short courses. When possible and appropriate the Employer will provide to all staff information on seminars, workshops or short courses by posting a notice on the Employer’s internal web site.

  • Manufacturing Technology Transfer Upon AbbVie’s written request with respect to a given Collaboration CAR-T Product and Licensed Product, Caribou shall effect a full transfer to AbbVie or its designee (which designee may be an Affiliate or a Third Party Provider) of all Materials and Know-How Controlled by Caribou relating to the then-current process for the Manufacture of such Collaboration CAR-T Product and any corresponding Licensed Products (each, a “Manufacturing Process”). Caribou shall provide, shall cause its Affiliates to provide, and shall use Commercially Reasonable Efforts to assist AbbVie in causing all Third Party Providers to provide, all reasonable assistance requested by AbbVie to enable AbbVie (or its Affiliate or designated Third Party Provider, as applicable) to implement each Manufacturing Process at the facilities designated by AbbVie. If requested by AbbVie, such assistance shall include facilitating the entering into of agreements with applicable Third Party suppliers relating to such Collaboration CAR-T Product and any corresponding Licensed Products. Without limitation of the foregoing, in connection with the Manufacturing Process and related transfer: (a) Caribou shall, and shall cause its Affiliates to, make available to AbbVie (or its Affiliate or designated Third Party Provider, as applicable), and shall use Commercially Reasonable Efforts to assist AbbVie in causing all Third Party Providers to make available to AbbVie, from time to time as AbbVie may request, all Materials and Manufacturing-related Know-How Controlled by Caribou relating to each Manufacturing Process, including methods, reagents and processes and testing/characterization Know-How, and all documentation constituting material support, performance advice, shop practice, standard operating procedures, specifications as to Materials to be used, and control methods, that are necessary or reasonably useful to enable AbbVie (or its Affiliate or designated Third Party manufacturer, as applicable) to use and practice such Manufacturing Process; (b) Caribou shall cause all appropriate employees and representatives of Caribou and its Affiliates, and shall use Commercially Reasonable Efforts to assist AbbVie in causing all appropriate employees and representatives of Third Party Providers, to meet with employees or representatives of AbbVie (or its Affiliate or designated Third Party Provider, as applicable) at the applicable manufacturing facility at mutually convenient times to assist with the working up and use of each Manufacturing Process and with the training of the personnel of AbbVie (or its Affiliate or designated Third Party Provider, as applicable) to the extent necessary or reasonably useful to enable AbbVie (or its Affiliate or designated Third Party Provider, as applicable) to use and practice such Manufacturing Process; (c) Without limiting the generality of this Section 4.4.2, Caribou shall cause all appropriate analytical and quality control laboratory employees and representatives of Caribou and its Affiliates, and shall use Commercially Reasonable Efforts to assist AbbVie in causing all appropriate analytical and quality control laboratory employees and representatives of Third Party Providers, to meet with employees or representatives of AbbVie (or its Affiliate or designated Third Party Provider, as applicable) at the applicable manufacturing facility and make available all necessary equipment, at mutually convenient times, to support and execute the provision of all applicable analytical methods and the validation thereof (including all applicable Know-How, Information and Materials Controlled by Caribou, and sufficient supplies of all primary and other reference standards); (d) Caribou shall, and shall cause its Affiliates to, take such steps, and shall use Commercially Reasonable Efforts to assist AbbVie in causing Third Party Providers take such steps, as are necessary or reasonably useful to assist AbbVie (or its Affiliate or designated Third Party Provider, as applicable) in obtaining any necessary licenses, permits or approvals from Regulatory Authorities with respect to the Manufacture of the applicable Collaboration CAR-T Products and corresponding Licensed Products at the applicable facilities; and (e) Caribou shall, and shall cause its Affiliates to, provide, and shall use Commercially Reasonable Efforts to assist AbbVie in causing Third Party Providers to provide, such other assistance as AbbVie (or its Affiliate or designated Third Party Provider, as applicable) may reasonably request to enable AbbVie (or its Affiliate or designated Third Party Provider, as applicable) to use and practice each Manufacturing Process and otherwise to Manufacture the applicable Collaboration CAR-T Products and corresponding Licensed Products.

  • Development Phase contractual phase initiated with the approval of ANP for the Development Plan and which is extended during the Production Phase while investments in xxxxx, equipment, and facilities for the Production of Oil and Gas according to the Best Practices of the Oil Industry are required.

  • New Developments All ideas, inventions, discoveries, concepts, trade secrets, trademarks, service marks or other developments or improvements, whether patentable or not, conceived by Employee, alone or with others, at any time during the term of Employee’s employment, whether or not during working hours or on Employer’s premises, which are within the scope of or related to the business operations of Employer or its Affiliates (“New Developments”), shall be and remain the exclusive property of Employer. Employee agrees that any New Developments which, within one year after the cessation of employment with Employer, are made, disclosed, reduced to a tangible or written form or description or are reduced to practice by Employee and which are based upon, utilize or incorporate Information shall, as between Employee and Employer, be presumed to have been made during Employee’s employment by Employer. Employee further agrees that Employee will not, during the term of Employee’s employment with Employer, improperly use or disclose any proprietary information or trade secrets of any former employer or other person or entity and that Employee will not bring onto Employer premises any unpublished document or proprietary information belonging to any such employer, person or entity unless consented to in writing by such employer, person or entity. At all times during the term of this Agreement and thereafter, Employee shall do all things reasonably necessary to ensure ownership of such New Developments by Employer, including the execution of documents assigning and transferring to Employer all of Employee’s rights, title and interest in and to such New Developments and the execution of all documents required to enable Employer to file and obtain patents, trademarks, service marks and copyrights in the United States and foreign countries on any of such New Developments.

  • Program Development NWESD agrees that priority in the development of new applications services by XXXXX shall be in accordance with the expressed direction of the XXXXX Board of Directors operating under their bylaws.

  • Diagnostic Assessment 6.3.1 Boards shall provide a list of pre-approved assessment tools consistent with their Board improvement plan for student achievement and which is compliant with Ministry of Education PPM (PPM 155: Diagnostic Assessment in Support of Student Learning, date of issue January 7, 2013). 6.3.2 Teachers shall use their professional judgment to determine which assessment and/or evaluation tool(s) from the Board list of preapproved assessment tools is applicable, for which student(s), as well as the frequency and timing of the tool. In order to inform their instruction, teachers must utilize diagnostic assessment during the school year.

  • Technology Research Analyst Job# 1810 General Characteristics

  • Research Project The findings of any research project, which would change the provisions of this Agreement will not be implemented until such changes are negotiated and agreed to by the parties.

  • Design Development Phase INDICATE IN STATEMENT OF WORK “NOT APPLICABLE” IF SECTION IS NOT APPLICABLE 1.1.6.1. The ARCHITECT/ENGINEER shall prepare from the approved Schematic Design Studies, the Design Development Documents consisting of drawings (including at least architectural, landscaping, civil, structural, mechanical and electrical plans, building sections; and finish schedule), outline specifications following the Construction Specification Institute "CSI" Format and other necessary documents to fix and describe the size and character of the entire Project as to its site, structural, mechanical, and electrical systems, materials and other such essentials as may be appropriate, for and until approved by the State. 1.1.6.2. The ARCHITECT/ENGINEER shall conduct meetings with the State, Efficiency Vermont, and relevant members of the design team, to review the Design Development Documents for the purposes of furthering the energy efficiency objectives of the Project. 1.1.6.3. The ARCHITECT/ENGINEER shall prepare for the State a revised accounting of how the Project is responding to LEED criteria. 1.1.6.4. The ARCHITECT/ENGINEER shall submit to the State a revised Statement of Probable Construction Cost based thereon for and until approved by the State.

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