Common use of Priority of Security Interest Clause in Contracts

Priority of Security Interest. Each Loan Party represents, warrants, and covenants that the security interest granted herein is and shall at all times continue to be a first priority perfected security interest in the Collateral (subject only to Permitted Liens that are permitted pursuant to the terms of this Agreement to have superior priority to Collateral Trustee’s and ISR Collateral Agent’s respective Lien under this Agreement). If a Loan Party shall acquire a commercial tort claim with a potential recovery in excess of $250,000, such Loan Party shall promptly notify Administrative Agent in writing and deliver such other information and documents as Administrative Agent may require to take any further action necessary or advisable to perfect Collateral Trustee’s and ISR Collateral Agent’s respective Lien in such commercial tort claim. If a Loan Party shall acquire any instrument, such Loan Party shall promptly notify Administrative Agent and deliver the same in original to the Collateral Trustee together with an allonge or other appropriate instrument of transfer and any necessary endorsement, all in form satisfactory to Administrative Agent.

Appears in 2 contracts

Sources: Loan and Security Agreement (89bio, Inc.), Loan and Security Agreement (89bio, Inc.)

Priority of Security Interest. Each Loan Party Borrower represents, warrants, and covenants that the security interest granted herein is and shall at all times continue to be a first priority perfected security interest in the Collateral (subject only to Permitted Liens that are permitted pursuant to the terms of this Agreement to have superior priority to Collateral Trustee’s and ISR Collateral Agent’s respective Lien under this Agreement). If a Loan Party Borrower shall acquire a commercial tort claim with a potential recovery in excess of Two Hundred Fifty Thousand Dollars ($250,000), such Loan Party Borrowers shall promptly notify Administrative Agent in writing and deliver such other information and documents as Administrative Agent may require to take any further action necessary or advisable to perfect Collateral Trustee’s and ISR Collateral Agent’s respective Lien in such commercial tort claim. If a Loan Party Borrower shall acquire a certificate with respect to Shares or any instrument, such Loan Party Borrower shall promptly notify Administrative Agent and deliver the same in original to the Collateral Trustee together with an allonge a stock power or other appropriate instrument of transfer and any necessary endorsement, all in form satisfactory to Administrative AgentCollateral Trustee.

Appears in 2 contracts

Sources: Loan and Security Agreement (Surface Oncology, Inc.), Loan and Security Agreement (Surface Oncology, Inc.)

Priority of Security Interest. Each Loan Party Borrower represents, warrants, and covenants that the security interest granted herein is and shall at all times continue to be a first priority perfected security interest in the Collateral (subject only to Permitted Liens that are permitted pursuant to the terms of this Agreement to have superior priority to Collateral Trustee’s and ISR Collateral Agent’s respective Lien under this Agreement). If a Loan Party Borrower shall acquire a commercial tort claim with a potential recovery in excess of Five Hundred Thousand Dollars ($250,000500,000.00), such Loan Party Borrower shall promptly notify Administrative Agent in writing and deliver such other information and documents as Administrative Agent may require to take any further action necessary or advisable to perfect Collateral Trustee’s and ISR Collateral Agent’s respective Lien in such commercial tort claim. If a Loan Party Borrower shall acquire any instrument, such Loan Party Borrower shall promptly notify Administrative Agent and deliver the same in original to the Collateral Trustee together with an allonge a stock power or other appropriate instrument of transfer and any necessary endorsement, all in form satisfactory to Administrative Agent.

Appears in 1 contract

Sources: Loan and Security Agreement (Aptinyx Inc.)

Priority of Security Interest. Each Loan Party represents, warrants, and covenants that the security interest granted herein is and shall at all times continue to be a first priority perfected security interest in the Collateral (subject only to Permitted Liens that are permitted pursuant to the terms of this Agreement to have superior priority to Collateral Trustee’s and ISR Collateral Agent’s respective Lien under this Agreement). If a Loan Party shall acquire a commercial tort claim with a potential recovery in excess of Two Hundred Fifty Thousand Dollars ($250,000, 250,000.00) such Loan Party shall promptly notify Administrative Agent in writing and deliver such other information and documents as Administrative Agent may require to take any further action necessary or advisable to perfect Collateral Trustee’s and ISR Collateral Agent’s respective Lien in such commercial tort claim. If a Loan Party shall acquire any instrument, such Loan Party shall promptly notify Administrative Agent and deliver the same in original to the Collateral Trustee together with an allonge or other appropriate instrument of transfer and any necessary endorsement, all in form satisfactory to Administrative Agent.

Appears in 1 contract

Sources: Loan, Guaranty, and Security Agreement (ASLAN Pharmaceuticals LTD)

Priority of Security Interest. Each Loan Party represents, warrants, and covenants that the security interest granted herein is and shall at all times continue to be a first priority perfected security interest in the Collateral (subject only to Permitted Liens that are permitted pursuant to the terms of this Agreement to have superior priority to Collateral Trustee’s and ISR Collateral Agent’s respective Lien under this Agreement). If a Loan Party shall acquire a commercial tort claim in the U.S. with a potential recovery in excess of Five Hundred ThousandOne Million Dollars ($250,000, 500,000.001,000,000.00) such Loan Party shall promptly notify Administrative Agent in writing and deliver such other information and documents as Administrative Agent may require to take any further action necessary or advisable to perfect Collateral Trustee’s and ISR Collateral Agent’s respective Lien in such commercial tort claim. If a Loan Party shall acquire any instrument, such Loan Party shall promptly notify Administrative Agent and deliver the same in original to the Collateral Trustee together with an allonge or other appropriate instrument of transfer and any necessary endorsement, all in form satisfactory to Administrative Agent.

Appears in 1 contract

Sources: Loan and Security Agreement (Mind Medicine (MindMed) Inc.)

Priority of Security Interest. Each Loan Party Borrower represents, warrants, and covenants that the security interest granted herein is and shall at all times continue to be a first priority perfected security interest in the Collateral (subject only to Permitted Liens that are permitted pursuant to the terms of this Agreement to have superior priority to Collateral Trustee’s and ISR Collateral Agent’s respective Lien under this Agreement). If a Loan Party Borrower shall acquire a commercial tort claim with a potential recovery in excess of Five Hundred Thousand Dollars ($250,000500,000.00), such Loan Party Borrower shall promptly notify Administrative Agent in writing and deliver such other information and documents as Administrative Agent may require to take any further action necessary or advisable to perfect Collateral Trustee’s and ISR Collateral Agent’s respective Lien in such commercial tort claim. If a Loan Party Borrower shall acquire any instrument, such Loan Party Borrower shall promptly notify Administrative Agent and deliver the same in original to the Collateral Trustee together with an allonge or other appropriate instrument of transfer and any necessary endorsement, all in form satisfactory to Administrative Agent.

Appears in 1 contract

Sources: Loan and Security Agreement (Oncorus, Inc.)

Priority of Security Interest. Each Loan Party represents, warrants, and covenants that the security interest granted herein is and shall at all times continue to be a first priority perfected security interest in the Collateral (subject only to Permitted Liens that are permitted pursuant to the terms of this Agreement to have superior priority to Collateral Trustee’s and ISR Collateral Agent’s respective Lien under this Agreement). If a Loan Party shall acquire a commercial tort claim with a potential recovery in excess of $250,000500,000, such Loan Party shall promptly notify Administrative Agent in writing and deliver such other information and documents as Administrative Agent may require to take any further action necessary or advisable to perfect Collateral Trustee’s and ISR Collateral Agent’s respective Lien in such commercial tort claim. If a Loan Party shall acquire any instrumentinstrument with a face value in excess of $500,000, such Loan Party shall promptly notify Administrative Agent and and, at Administrative Agent’s request, deliver the same in original to the Collateral Trustee together with an allonge or other appropriate instrument of transfer and any necessary endorsement, all in form reasonably satisfactory to Administrative Agent.

Appears in 1 contract

Sources: Loan and Security Agreement (Werewolf Therapeutics, Inc.)

Priority of Security Interest. Each Loan Party represents, warrants, and covenants that the security interest granted herein is and shall at all times continue to be a first priority perfected security interest in the Collateral (subject only to Permitted Liens that are permitted pursuant to the terms of this Agreement to have superior priority to Collateral Trustee’s and ISR Collateral Agent’s respective Lien under this Agreement). If a Loan Party shall acquire a commercial tort claim in the U.S. with a potential recovery in excess of Five Hundred Thousand Dollars ($250,000, 500,000.00) such Loan Party shall promptly notify Administrative Agent in writing and deliver such other information and documents as Administrative Agent may require to take any further action necessary or advisable to perfect Collateral Trustee’s and ISR Collateral Agent’s respective Lien in such commercial tort claim. If a Loan Party shall acquire any instrument, such Loan Party shall promptly notify Administrative Agent and deliver the same in original to the Collateral Trustee together with an allonge or other appropriate instrument of transfer and any necessary endorsement, all in form satisfactory to Administrative Agent.

Appears in 1 contract

Sources: Loan and Security Agreement (Mind Medicine (MindMed) Inc.)

Priority of Security Interest. Each Loan Party represents, warrants, and covenants that the security interest granted herein is and shall at all times continue to be a first priority perfected security interest in the Collateral (subject only to Permitted Liens that are permitted pursuant to the terms of this Agreement to have superior priority to Collateral Trustee’s and ISR Collateral Agent’s respective Lien under this Agreement). If a Loan Party shall acquire a commercial tort claim with a potential recovery in excess of $250,000[***], such Loan Party shall promptly notify Administrative Agent in writing and deliver such other information and documents as Administrative Agent may require to take any further action necessary or advisable to perfect Collateral Trustee’s and ISR Collateral Agent’s respective Lien in such commercial tort claim. If a Loan Party shall acquire any instrument, such Loan Party shall promptly notify Administrative Agent and deliver the same in original to the Collateral Trustee together with an allonge or other appropriate instrument of transfer and any necessary endorsement, all in form satisfactory to Administrative Agent.

Appears in 1 contract

Sources: Loan and Security Agreement (Neumora Therapeutics, Inc.)

Priority of Security Interest. Each Loan Party represents, warrants, and covenants that the security interest granted herein is and shall at all times continue to be a first priority perfected security interest in the Collateral (subject only to Permitted Liens that are permitted pursuant to the terms of this Agreement to have superior priority to Collateral Trustee’s and ISR Collateral Agent’s respective Lien under this Agreement). If a Loan Party shall acquire a commercial tort claim with a potential recovery in excess of $250,000500,000, such Loan Party shall promptly shall, upon delivery of the next Compliance Certificate, notify Administrative Agent in writing and deliver such other information and documents as Administrative Agent may require to take any further action necessary or advisable to perfect Collateral Trustee’s and ISR Collateral Agent’s respective Lien in such commercial tort claim. If a Loan Party shall acquire any instrumentinstrument with a value in excess of $500,000, such Loan Party shall promptly notify Administrative Agent and and, with the then-next Compliance Certificate due, deliver the same in original to the Collateral Trustee together with an allonge or other appropriate instrument of transfer and any necessary endorsement, all in form satisfactory to Administrative Agent.

Appears in 1 contract

Sources: Loan and Security Agreement (TScan Therapeutics, Inc.)