Examples of Deerfield Holders in a sentence
The Company shall also reimburse the Braidwell Holders and the Deerfield Holders for the reasonable fees and disbursements of their respective Legal Counsel in the aggregate amount of up to $25,000 per Registration per Legal Counsel in connection with Registrations pursuant to Section 2 or 3 of this Agreement.
For the avoidance of doubt, Notes held or beneficially owned by Deerfield Holders shall not be disregarded for any purposes pursuant to this Section 8.04 or any other matter.
Notwithstanding the foregoing, only the provisions of Section 8(f) of the Exchange Agreement between the Company, Initial Braidwell Investor, and the Initial Deerfield Investor, rather than this Section 1.05, shall be applicable with respect to each of the Braidwell Holders and the Deerfield Holders.
From and after the filing of the Certificate of Designation with the Secretary of State of the State of Delaware, without the prior written consent of the Deerfield Holders, except for the issuance of the PIPE Shares to the Deerfield Holders and any other issuances of Series A Common Equivalent Preferred Stock to the Holders and their respective Affiliates, the Company shall not issue or agree to issue any shares of Series A Common Equivalent Preferred Stock other than pursuant to this Agreement.
Notwithstanding the foregoing, only the provisions of Section 8(e) of the Exchange Agreement between the Company and the Initial Deerfield Investor, rather than this Section 1.05, shall be applicable with respect to each of the Deerfield Holders.
The Deerfield Holders (in their capacity as Administrative Determination Holder(s) or otherwise) shall not be under any obligation to any Holder to ascertain or to inquire as to the observance or performance of any of the agreements contained in, or conditions of, this Indenture or any other Notes Document, or to inspect the properties, books or records of any Note Party or any Note Party’s Affiliates.
For the avoidance of doubt, Notes held or beneficially owned by Braidwell Holders or Deerfield Holders shall not be disregarded for any purposes pursuant to this Section 8.04 or any other matter.
Within forty-five (45) days after the end of each fiscal year of the Company, the Note Parties and their Subsidiaries shall deliver to the Trustee, with a copy to the Braidwell Investors (for so long as the Braidwell Investors are included in the Required Holders) and the Deerfield Holders (for so long as such Deerfield Holders are including in the Required Holders), an updated Perfection Certificate.
No provision of this Agreement may be waived or amended except in a written instrument signed by the Company and each affected Investor [and no provision of any Other Agreement may be directly or indirectly waived, amended or otherwise modified without the written consent of the Deerfield Holders].
The foregoing costs and expenses shall include all search, filing, recording, title insurance and appraisal charges and fees related thereto, and other out-of-pocket expenses incurred by the Deerfield Holders.