Common use of Commitment Termination Clause in Contracts

Commitment Termination. Each Applicable Commitment shall terminate automatically without further action upon the earlier of (i) the making by the Lenders of the Loans to which such Applicable Commitment relates on the Applicable Funding Date, (ii) with respect to the Incremental Tranche A Commitment, the last day of the Incremental Tranche A Availability Period and (iii) with respect to the Tranche B Commitment, the last day of the Tranche B Availability Period. The Borrower shall have the right at any time or from time to time to terminate in full (but not in part) all of the then outstanding Applicable Commitments with respect to the Incremental Tranche A Term Loans or the Tranche B Term Loans; provided that the Borrower shall give the Lender and the Administrative Agent at least three (3) Business Days’ prior written notice of each such termination. Any notice of termination delivered pursuant to this Section 3.04 may state that such notice is conditional upon the effectiveness of other credit facilities or the receipt of the proceeds from the issuance of other Indebtedness or the occurrence of some other identifiable event or condition, in which case such notice of termination may be revoked by the Borrower (by written notice to the Administrative Agent on or prior to the specified date of termination) if such condition is not satisfied. The termination of the Incremental Tranche A Commitment or the Tranche B Commitment pursuant to this Section 3.04 shall be permanent.

Appears in 2 contracts

Sources: Credit Agreement and Guaranty (Harrow, Inc.), Credit Agreement (Harrow Health, Inc.)

Commitment Termination. Each Applicable Commitment shall terminate automatically without further action upon the earlier of (ia) the making by the Lenders of the Loans to which such Applicable Commitment relates on the Applicable Funding Date, Date and (iib) with respect to the Incremental Tranche A Commitment, the last day of the Incremental Tranche A Availability Period and (iii) with respect to the Tranche B Commitment, the last day of the Tranche B Applicable Availability Period. The Borrower shall have the right at any time or from time to time to terminate in full (but not in part) all of the then outstanding Applicable Commitments with respect to the Incremental all Tranches (other than Tranche A Term Loans or the Tranche B Term Loans); provided that the Borrower shall give the Lender and the Administrative Agent at least three (3) Business Days’ prior written notice of each such termination. Any notice of termination delivered pursuant to this Section 3.04 may state that such notice is conditional upon the effectiveness of other credit facilities or the receipt of the proceeds from the issuance of other Indebtedness or the occurrence of some other identifiable event or condition, in which case such notice of termination may be revoked by the Borrower (by written notice to the Administrative Agent on or prior to the specified date of termination) if such condition is not satisfied. The termination of the Incremental Tranche A any Applicable Commitment or the Tranche B Commitment pursuant to this Section 3.04 shall be permanent.

Appears in 1 contract

Sources: Credit Agreement (Fractyl Health, Inc.)

Commitment Termination. Each Applicable Commitment shall terminate automatically without further action upon the earlier of (ia) the making by the Lenders of the Loans to which such Applicable Commitment relates on the Applicable Funding Date, Date and (iib) with respect to the Incremental Tranche A Commitment, the last day of the Incremental Tranche A Availability Period and (iii) with respect to the Tranche B Commitment, the last day of the Tranche B Applicable Availability Period. The Borrower shall have the right at any time or from time to time to terminate in full (but not in part) all of the then outstanding Applicable Commitments with respect to the Incremental Tranche A B Term Loans, the Tranche C Term Loans or and the Tranche B D Term Loans; provided that the Borrower shall give the Lender and the Administrative Agent at least three (3) Business Days’ prior written notice of each such termination. Any notice of termination delivered pursuant to this Section 3.04 may state that such notice is conditional upon the effectiveness of other credit facilities or the receipt of the proceeds from the issuance of other Indebtedness or the occurrence of some other identifiable event or condition, in which case such notice of termination may be revoked by the Borrower (by written notice to the Administrative Agent on or prior to the specified date of termination) if such condition is not satisfied. The termination of the Incremental Tranche A any Applicable Commitment or the Tranche B Commitment pursuant to this Section 3.04 shall be permanent.

Appears in 1 contract

Sources: Credit Agreement (Establishment Labs Holdings Inc.)

Commitment Termination. Each Applicable Commitment shall terminate automatically without further action upon the earlier earliest of (i) the making by the Lenders of the Loans to which such Applicable Commitment relates on the Applicable Funding Date, (ii) with respect to the Incremental Tranche A Commitment, the last day of the Incremental Tranche A Applicable Availability Period and (iii) with respect to the Tranche B Commitment, the last day acceleration of the Tranche B Availability PeriodLoans hereunder. The Borrower shall have the right at any time or from time to time to terminate in full (but not in part) all of the then outstanding Applicable Commitments with respect to the Incremental Tranche A Term Loans or the Tranche B Term LoansA-2 Commitments; provided that the Borrower shall give the Lender and the Administrative Agent at least three (3) Business Days’ prior written [***] notice of each such termination. For the avoidance of doubt, the Borrower shall not have the right to voluntarily terminate the Tranche A-1 Commitments. Any notice of termination of the Tranche A-2 Commitments delivered pursuant to this Section 3.04 may state that such notice is conditional upon the effectiveness of other credit facilities or the receipt of the proceeds from the issuance of other Indebtedness or the occurrence of some other identifiable event or condition, in which case such notice of termination may be revoked by the Borrower (by written notice to the Administrative Agent on or prior to the specified date of termination) if such condition is not satisfied. The termination of the Incremental Tranche A Commitment or the Tranche B Commitment pursuant to this Section 3.04 A-2 Commitments shall be permanent. For the avoidance of doubt, if the Taletrectinib Sale is achieved within the Tranche A-2 Availability Period and the Borrower fails to submit a Borrowing Notice prior to the last day of the Tranche A-2 Availability Period, the Tranche A-2 Commitments shall automatically terminate without further action of any party hereto.

Appears in 1 contract

Sources: Credit Agreement (Nuvation Bio Inc.)

Commitment Termination. Each Applicable Commitment shall terminate automatically without further action upon the earlier of (ia) the making by the Lenders of the Loans to which such Applicable Commitment relates on the Applicable Funding Date, (ii) with respect to the Incremental Tranche A Commitment, the last day of the Incremental Tranche A Availability Period Date and (iiib) with in respect to of the Tranche B Commitment, Term Loans the last day of the Tranche B Availability Period. The Borrower shall have the right at any time or from time to time to terminate in full (but not in part) all of the then outstanding Applicable Commitments with respect to the Incremental Tranche A Term Loans or the Tranche B Term Loans; provided that the Borrower shall give the Lender and the Administrative Agent at least three (3) Business Days’ prior written notice of each such termination. Any notice of termination delivered pursuant to this Section 3.04 may state that such notice is conditional upon the effectiveness of other credit facilities or the receipt of the proceeds from the issuance of other Indebtedness or the occurrence of some other identifiable event or condition, in which case such notice of termination may be revoked by the Borrower (by written notice to the Administrative Agent on or prior to the specified date of termination) if such condition is not satisfied. The termination of the Incremental Tranche A any Applicable Commitment or the Tranche B Commitment pursuant to this Section 3.04 shall be permanent.

Appears in 1 contract

Sources: Credit Agreement (scPharmaceuticals Inc.)

Commitment Termination. Each Applicable Commitment shall terminate automatically without further action upon the earlier of (i) the making by the Lenders of the Loans to which such Applicable Commitment relates on the Applicable Funding Date, Date and (ii) with respect to the Incremental Tranche A Commitment, the last day of the Incremental Tranche A Availability Period and (iii) with respect to the Tranche B Commitment, the last day of the Tranche B Availability Period. The Borrower shall have the right at any time or from time to time to terminate in full (but not in part) all of the then outstanding Applicable Commitments with respect to the Incremental Tranche A Term Loans or the Tranche B Term Loans; provided that the Borrower shall give the Lender and the Administrative Agent at least three (3) Business Days’ prior written notice of each such termination. Any notice of termination delivered pursuant to this Section 3.04 may state that such notice is conditional upon the effectiveness of other credit facilities or the receipt of the proceeds from the issuance of other Indebtedness or the occurrence of some other identifiable event or condition, in which case such notice of termination may be revoked by the Borrower (by written notice to the Administrative Agent on or prior to the specified date of termination) if such condition is not satisfied. The termination of the Incremental Tranche A Commitment or the Tranche B Commitment pursuant to this Section 3.04 shall be permanent.

Appears in 1 contract

Sources: Credit Agreement (Harrow Health, Inc.)

Commitment Termination. Each Applicable Commitment shall terminate automatically without further action upon the earlier of (ia) the making by the Lenders of the Loans to which such Applicable Commitment relates on the Applicable Funding Date, Date and (iib) with respect to the Incremental Tranche A Commitment, the last day of the Incremental Tranche A Availability Period and (iii) with respect to the Tranche B Commitment, the last day of the Tranche B Applicable Availability Period. The Borrower shall have the right at any time or from time to time to terminate in full (but not in part) all of the then outstanding Applicable Commitments with respect to the Incremental Tranche A B Term Loans or and/or the Tranche B C Term Loans; provided that the Borrower shall give the Lender and the Administrative Agent at least three (3) Business Days’ prior written notice of each such termination. Any notice of termination delivered pursuant to this Section 3.04 may state that such notice is conditional upon the effectiveness of other credit facilities or the receipt of the proceeds from the issuance of other Indebtedness or the occurrence of some other identifiable event or condition, in which case such notice of termination may be revoked by the Borrower (by written notice to the Administrative Agent on or prior to the specified date of termination) if such condition is not satisfied. The termination of the Incremental Tranche A any Applicable Commitment or the Tranche B Commitment pursuant to this Section 3.04 shall be permanent.

Appears in 1 contract

Sources: Credit Agreement (scPharmaceuticals Inc.)

Commitment Termination. Each Applicable Commitment shall terminate automatically without further action upon the earlier of (ia) the making by the Lenders of the Loans to which such Applicable Commitment relates on the Applicable Funding Date, Date and (iib) with respect to the Incremental Tranche A Commitment, the last day of the Incremental Tranche A Availability Period and (iii) with respect to the Tranche B Commitment, the last day of the Tranche B Applicable Availability Period. The Borrower shall have the right at any time or from time to time to terminate in full (but not in part) all of the then outstanding Applicable Commitments with respect to the Incremental Tranche A A-2 Term Loans, Tranche B Term Loans, Tranche C Term Loans or and/or the Tranche B D Term Loans; provided that the Borrower shall give the Lender and the Administrative Agent at least three (3) Business Days’ prior written notice of each such termination. Any notice of termination delivered pursuant to this Section 3.04 may state that such notice is conditional upon the effectiveness of other credit facilities or the receipt of the proceeds from the issuance of other Indebtedness or the occurrence of some other identifiable event or condition, in which case such notice of termination may be revoked by the Borrower (by written notice to the Administrative Agent on or prior to the specified date of termination) if such condition is not satisfied. The termination of the Incremental Tranche A any Applicable Commitment or the Tranche B Commitment pursuant to this Section 3.04 shall be permanent.

Appears in 1 contract

Sources: Credit Agreement (Seres Therapeutics, Inc.)