Tranche II. Subject to the terms and conditions of this Agreement, beginning on the occurrence of the Availability Trigger and continuing through December 15, 2023, Borrower may request, and Lenders shall severally (and not jointly) make, one or more additional Term Loan Advances in minimum increments of $25,000,000 (or if less than $25,000,000 the remaining amount of Term Loan Advances available to be drawn pursuant to this Section 2.1(a)(ii)) in an aggregate principal amount up to $50,000,000.”
Tranche II. The parties hereby agree that the Lenders have no commitment to fund any Tranche II Term Loan. In furtherance of the foregoing, the following provisions of the Loan and Security Agreement are hereby removed in their entirety and replaced with “[Reserved]” where applicable:
Tranche II. With respect to [__] of the Warrant Shares issuable hereunder, the initial Exercise Price is $12.50 per share (the “Tranche II Warrant Shares”).
Tranche II. On the earliest practicable date following the Two-Year Anniversary (as defined in the Credit Agreement) (the “Tranche II Closing”), the Corporation shall issue to the Investors then a party to this Agreement Warrants exercisable for a number of Warrant Shares equal to (i) a fraction, the numerator of which shall be be the aggregate outstanding principal balance of the Term Loans as of the Two-Year Anniversary and the denominator of which shall be the aggregate outstanding principal balance of the Term Loans as of the date hereof, multiplied by (ii) the product of 1.5% times the number of outstanding shares of Common Stock of the Corporation as of the Two-Year Anniversary (the “Tranche II Shares”). Each Investor a party to this Agreement on the Two-Year Anniversary shall receive that number of the Tranche II Shares that is equal to such Investor’s Applicable Commitment Percentage multiplied by the aggregate number of Tranche II Shares issuable by the Corporation pursuant to this clause (b).
Tranche II. Subject to the terms and conditions of this Agreement, on the Second Amendment Effective Date, Lenders shall severally (and not jointly) make, and Xxxxxxxx agrees to draw, a Term Loan Advance of $12,500,000 (the “Tranche II Advance”).
Tranche II. For and in consideration of the sale, assignment, transfer and conveyance of the Membership Interests by Sellers, so long as the Post Closing Contingencies set forth in Section 5.3 hereof have been satisfied by the Contingency Deadline (as defined in Section 5.3), and subject to the provisions of Section 7.7 hereof, then within thirty (30) days of the fulfillment of the Tranche II Post Closing Contingencies, (a) Parent will issue to the Sellers One Hundred Thousand (100,000) shares of Parent’s restricted common stock, par value $0.025 per share (the “Initial Purchase Price Shares”) and (b) Buyer will pay to the Sellers in cash the sum of Two Hundred Thousand and no/100ths Dollars ($200,000.00) via wire transfer. The funds and shares to be paid pursuant to this subparagraph, if any, shall be distributed among Sellers as set forth on Schedule 2.2.
Tranche II. Subject to the terms and conditions of this Agreement, at any time on or after the Tranche II Milestone Date until December 15, 2023, Borrower may request, and Lenders shall severally (and not jointly) make, one or more additional Term Loan Advances in minimum increments of Five Million Dollars ($5,000,000) (or if less, the remaining amount of Term Loan Advances available to be drawn pursuant to this Section 2.1(a)(ii)) in an aggregate principal amount up to Fifteen Million Dollars ($15,000,000) in accordance with their respective Tranche II Commitments (such Term Loan Advances, the “Tranche II Advances”). After repayment, no Tranche II Advance (or any portion thereof) may be reborrowed.
Tranche II. Subject to the terms and conditions of this Agreement, beginning on the Fourth Amendment Effective Date and continuing through and including March 15, 2024, Borrower may request, and Lenders shall severally (and not jointly) make, one or more additional Term Loan Advances in minimum increments of $10,000,000 (or if less than $10,000,000, the remaining amount of Term Loan Advances available to be drawn pursuant to this Section 2.1(a)(ii)) in an aggregate principal amount up to $50,000,000. Borrower shall request no less than $40,000,000 in Term Loan Advances under this Section 2.1(a)(ii) on the Fourth Amendment Effective Date.”
Tranche II. Subject to the terms and conditions of this Agreement and satisfaction of the Clinical Milestone, on or prior to (A) February 15, 2023, or (B) in the event that the PDUFA Action Date is extended beyond January 11, 2023, May 15, 2023, Borrower may request, and Lenders shall severally (and not jointly) make, one or more additional Term Loan Advances in minimum increments of $5,000,000 (or if less than $5,000,000 the remaining amount of Term Loan Advances available to be drawn pursuant to this Section 2.1(a)(ii)) in an aggregate principal amount up to $50,000,000.
Tranche II. Subject to the terms and conditions of this Agreement and satisfaction of the Clinical Milestone, on or prior to December 15, 2022, Borrower may request, and Lenders shall severally (and not jointly) make, one or more additional Term Loan Advances in minimum increments of $5,000,000 (or if less than $5,000,000 the remaining amount of Term Loan Advances available to be drawn pursuant to this Section 2.1(a)(ii)) in an aggregate principal amount up to $50,000,000.
