Termination by Borrowers. Upon at least ten (10) Business Days’ prior written notice and pursuant to payoff documentation in form and substance reasonably satisfactory to Agent, Term Loan Servicer and Lenders, Borrowers may, at their option, terminate this Agreement; provided, however, that no such termination shall be effective until Borrowers have complied with Section 2.12(c) and the Obligations, including the payment of all fees due and owing under any Fee Letter, are paid in full (other than inchoate indemnification obligations for which no claim has yet been made). Any notice of termination given by Borrowers shall be irrevocable, unless (i) such notice states that it is conditioned upon the effectiveness of other transactions, in which case such notice may be revoked by Borrower Representative (by written notice to Agent on or prior to the specified effective date) if such condition is not satisfied or (ii) all Lenders otherwise agree in writing and no Lender shall have any obligation to make any Loans on or after the termination date stated in such notice. Borrowers may elect to terminate this Agreement in its entirety only. No section of this Agreement or type of Loan available hereunder may be terminated singly.
Appears in 3 contracts
Sources: Credit, Security and Guaranty Agreement (Aspen Aerogels Inc), Credit, Security and Guaranty Agreement (Aspen Aerogels Inc), Amendment No. 1 and Joinder to Credit, Security and Guaranty Agreement (Aspen Aerogels Inc)
Termination by Borrowers. Upon at least ten three (103) Business Days’ prior written notice and pursuant to payoff documentation in form and substance reasonably satisfactory to Agent, Term Loan Servicer Agent and Lenders, Borrowers may, at their option, terminate this Agreement; provided, however, that no such termination shall be effective until Borrowers have complied with Section 2.12(c) and the Obligations, including the payment of all fees due and owing under any the Fee Letter and the Agency Fee Letter, are paid in full (other than inchoate indemnification obligations for which no claim has yet been made). Any notice of termination given by Borrowers shall be irrevocable, irrevocable unless (i) such notice states that it is conditioned upon the effectiveness of other transactions, in which case such notice may be revoked by Borrower Representative (by written notice to Agent on or prior to the specified effective date) if such condition is not satisfied or (ii) all Lenders otherwise agree in writing and no Lender shall have any obligation to make any Loans on or after the termination date stated in such notice; provided that a notice of termination may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other Debt or any other specified event, in which case such notice may be revoked by the Borrowers by notice to Agent on or prior to the specified effective date if such condition is not satisfied. Borrowers may elect to terminate this Agreement in its entirety only. No section of this Agreement or type of Loan available hereunder may be terminated singly.
Appears in 2 contracts
Sources: First Amendment (Orthopediatrics Corp), Credit Agreement (Orthopediatrics Corp)
Termination by Borrowers. Upon at least ten (10) Business Days’ days prior written notice (provided that such notice may provide that it is conditioned upon the consummation of a Change in Control, the consummation of another financing or the consummation of a sale of equity interests, in which case, such noticed may be revoked or extended by the Borrowers if any such condition is not satisfied prior to the date of termination of this Agreement given in such notice) and pursuant to payoff documentation in form and substance reasonably satisfactory to Agent, Term Loan Servicer Agent and Lenders, Borrowers may, at their its option, terminate this Agreement; provided, however, that no such termination shall be effective until Borrowers have complied with Section 2.12(c) and the Obligations, including the payment of all fees due and owing under any Fee Letter, are paid in full all of the Affiliated Obligations in immediately available funds and terminated the Affiliated Financing Documents. Except as otherwise provided above in this clause (other than inchoate indemnification obligations for which no claim has yet been madeb). Any , any notice of termination given by Borrowers shall be irrevocable, irrevocable unless (i) such notice states that it is conditioned upon the effectiveness of other transactions, in which case such notice may be revoked by Borrower Representative (by written notice to Agent on or prior to the specified effective date) if such condition is not satisfied or (ii) all Lenders otherwise agree in writing and no Lender shall have any obligation to make any Loans on or after the termination date stated in such notice. Borrowers may elect to terminate this Agreement in its entirety only. No section of this Agreement or type of Loan available hereunder may be terminated singly.
Appears in 2 contracts
Sources: Credit and Security Agreement (Term Loan) (Sight Sciences, Inc.), Credit and Security Agreement (Sight Sciences, Inc.)
Termination by Borrowers. Upon at least ten five (105) Business Days’ prior written notice (provided that such notice may provide that it is conditioned upon the consummation of another financing or the consummation of a sale of equity interests, in which case, such notice may be revoked or extended by the Borrowers if any such condition is not satisfied prior to the date of termination of this Agreement given in such notice) and pursuant to payoff documentation in form and substance reasonably satisfactory to Agent, Term Loan Servicer Agent and Lenders, Borrowers may, at their option, terminate this Agreement; provided, however, that no such termination shall be effective until Borrowers have complied with Section 2.12(c) 2.2 and the Obligations, including the payment terms of all fees due any fee letter and owing under any Fee Letter, are paid in full all of the Affiliated Obligations in immediately available funds and terminated the Affiliated Financing Documents. Except as otherwise provided above in this clause (other than inchoate indemnification obligations for which no claim has yet been madeb). Any , any notice of termination given by Borrowers shall be irrevocable, irrevocable unless (i) such notice states that it is conditioned upon the effectiveness of other transactions, in which case such notice may be revoked by Borrower Representative (by written notice to Agent on or prior to the specified effective date) if such condition is not satisfied or (ii) all Lenders otherwise agree in writing and no Lender shall have any obligation to make any Loans on or after the termination date stated in such notice. Borrowers may elect to terminate this Agreement in its entirety only. No section of this Agreement or type of Loan available hereunder may be terminated singly.
Appears in 1 contract
Sources: Credit and Security Agreement (Revolving Loan) (Novadaq Technologies Inc)
Termination by Borrowers. Upon at least ten (10) Business DaysDay’ prior written notice and pursuant to payoff documentation in form and substance reasonably satisfactory to Agent, Term Loan Servicer Agent and Lenders, Borrowers may, at their its option, terminate this Agreement; provided, however, that no such termination shall be effective until Borrowers have complied with Section 2.12(c) and the Obligations, including the payment of all fees due and owing under any Fee Letter, Obligations are paid in full (other than inchoate indemnification obligations for which no claim has yet been made)) and the Affiliated Obligations are paid in full and the Affiliated Financing Documents are terminated. Any notice of termination given by Borrowers shall be irrevocable, irrevocable unless (i) such notice states that it is conditioned upon the effectiveness of other transactions, in which case such notice may be revoked by Borrower Representative (by written notice to Agent on or prior to the specified effective date) if such condition is not satisfied or (ii) all Lenders otherwise agree in writing and no Lender shall have any obligation to make any Loans on or after the termination date stated in such notice; provided, however, that any such notice may be revocable if contingent upon the closing of a concurrent financing the purpose of which is to refinance the Revolving Loan Commitment (and such refinancing fails to be consummated or has been delayed). Borrowers may elect to terminate this Agreement in its entirety only. No section of this Agreement or type of Loan available hereunder may be terminated singly.
Appears in 1 contract
Sources: Credit and Security Agreement (Revolving Loan) (Paragon 28, Inc.)
Termination by Borrowers. Upon at least ten five (105) Business Days’ prior written notice (provided that such notice may provide that it is conditioned upon the consummation of another financing or the consummation of a sale of equity interests, in which case, such notice may be revoked or extended by the Borrowers if any such condition is not satisfied prior to the date of termination of this Agreement given in such notice) and pursuant to payoff documentation in form and substance reasonably satisfactory to Agent, Term Loan Servicer Agent and Lenders, Borrowers may, at their option, terminate this Agreement; provided, however, that no such termination shall be effective until Borrowers have complied with Section 2.12(c) 2.2 and the Obligationsterms of any fee letter. Except as otherwise provided above in this clause (b), including the payment of all fees due and owing under any Fee Letter, are paid in full (other than inchoate indemnification obligations for which no claim has yet been made). Any notice of termination given by Borrowers shall be irrevocable, irrevocable unless (i) such notice states that it is conditioned upon the effectiveness of other transactions, in which case such notice may be revoked by Borrower Representative (by written notice to Agent on or prior to the specified effective date) if such condition is not satisfied or (ii) all Lenders otherwise agree in writing and no Lender shall have any obligation to make any Loans on or after the termination date stated in such notice. Borrowers may elect to terminate this Agreement in its entirety only. No section of this Agreement or type of Loan available hereunder may be terminated singly.
Appears in 1 contract
Sources: Credit and Security Agreement (Term Loan) (Novadaq Technologies Inc)
Termination by Borrowers. Upon at least ten five (105) Business DaysDay’ prior written notice and pursuant to payoff documentation in form and substance reasonably satisfactory to Agent, Term Loan Servicer and Lenders, Borrowers may, at their option, terminate this Agreement; provided, however, that no such termination shall be effective until Borrowers have complied with Section 2.12(c) and the Obligations, including the payment of all fees due and owing under any Fee Letter, are paid in full (other than inchoate indemnification obligations for which no claim has yet been made). Any notice of termination given by Borrowers shall be irrevocable, irrevocable unless (i) such notice states that it is conditioned upon the effectiveness of other transactions, in which case such notice may be revoked by Borrower Representative (by written notice to Agent on or prior to the specified effective date) if such condition is not satisfied or (ii) all Lenders otherwise agree in writing and no Lender shall have any obligation to make any Loans on or after the termination date stated in such noticenotice provided, that any such notice may be revocable if contingent upon the closing of a concurrent transaction the purpose of which is to either consummate a Change in Control or refinance the Obligations in full (and such transaction fails to be consummated or has been delayed). Borrowers may elect to terminate this Agreement in its entirety only. No section of this Agreement or type of Loan available hereunder may be terminated singly.
Appears in 1 contract
Sources: Credit, Security and Guaranty Agreement (NeuroPace Inc)