Common use of Transfers Clause in Contracts

Transfers. Except for Permitted Transfers, Borrower shall not, and shall not allow any Subsidiary to, voluntarily or involuntarily transfer, sell, lease, license, lend or in any other manner convey any equitable, beneficial or legal interest in any material portion of its assets.

Appears in 61 contracts

Samples: Loan and Security Agreement (Mattersight Corp), Loan and Security Agreement (Motif Bio PLC), Loan and Security Agreement (Cytrx Corp)

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Transfers. Except for Permitted Transfers, Borrower shall not, and shall not allow any Subsidiary to, voluntarily or involuntarily transfer, sell, lease, license, lend or in any other manner convey any equitable, beneficial or legal interest in any material portion of its assets.

Appears in 45 contracts

Samples: Loan and Security Agreement (Celator Pharmaceuticals Inc), Loan and Security Agreement (Aveo Pharmaceuticals Inc), Loan and Security Agreement (Aegerion Pharmaceuticals, Inc.)

Transfers. Except for Permitted Transfers, Borrower shall not, and shall not allow any Subsidiary to, voluntarily or involuntarily transfer, sell, lease, license, lend or in any other manner convey any equitable, beneficial or legal interest in any material portion of its their assets.

Appears in 34 contracts

Samples: Joinder Agreement (Transcept Pharmaceuticals Inc), Loan and Security Agreement (Panacos Pharmaceuticals, Inc.), Loan and Security Agreement (uniQure B.V.)

Transfers. Except for Permitted Transfers, Permitted Investments and Permitted Liens, Borrower shall not, and shall not allow any Subsidiary to, voluntarily or involuntarily transfer, sell, lease, license, lend or in any other manner convey any equitable, beneficial or legal interest in any material portion of its assetsassets (including cash).

Appears in 7 contracts

Samples: Loan and Security Agreement (ProQR Therapeutics N.V.), Loan and Security Agreement (Allena Pharmaceuticals, Inc.), Loan and Security Agreement (Spring Bank Pharmaceuticals, Inc.)

Transfers. Except for Permitted Transfers, Borrower shall not, and shall not allow permit any Subsidiary to, voluntarily or involuntarily transfer, sell, lease, license, lend or in any other manner convey any equitable, beneficial or legal interest in any material portion of its assetsassets (including Cash).

Appears in 5 contracts

Samples: Loan and Security Agreement (Unity Biotechnology, Inc.), Loan and Security Agreement (Phathom Pharmaceuticals, Inc.), Loan and Security Agreement (HilleVax, Inc.)

Transfers. Except for Permitted Transfers, Borrower shall not, and shall not allow any Subsidiary to, voluntarily or involuntarily transfer, sell, lease, license, lend or in any other manner convey any equitable, beneficial or legal interest in any material portion of its assets.. 7.9

Appears in 4 contracts

Samples: Loan and Security Agreement (Concert Pharmaceuticals, Inc.), Loan and Security Agreement (X4 Pharmaceuticals, Inc), Loan and Security Agreement (Tricida, Inc.)

Transfers. Except for Permitted Transfers, Borrower shall not, and shall not allow permit any Subsidiary to, voluntarily or involuntarily transfer, sell, lease, license, lend or in any other manner convey (“Transfer”) any equitable, beneficial or legal interest in any material portion of its assetsassets (including, without limitation, pursuant to a Division).

Appears in 3 contracts

Samples: Loan and Security Agreement (COMPASS Pathways PLC), Loan and Security Agreement (Sight Sciences, Inc.), Loan and Security Agreement (Senseonics Holdings, Inc.)

Transfers. Except for Permitted TransfersTransfers and pursuant to customary equity incentive plans in the ordinary course of business, Borrower shall not, and shall not allow any Subsidiary to, voluntarily or involuntarily transfer, sell, lease, license, lend or in any other manner convey any equitable, beneficial or legal interest in any material portion of its assetsassets (including, without limitation, any equity interests in other entities held by any Borrower or any Subsidiary of Borrower that would result in a Change in Control).

Appears in 3 contracts

Samples: Loan and Security Agreement (Sorrento Therapeutics, Inc.), Loan and Security Agreement (Sorrento Therapeutics, Inc.), Loan and Security Agreement (Sorrento Therapeutics, Inc.)

Transfers. Except for Permitted Transfers, Borrower shall not, and shall not allow any Subsidiary to, voluntarily or involuntarily transfer, sell, lease, license, lend or in any other manner convey any equitable, beneficial or legal interest in any material portion of its assetsassets or in any material portion of the assets of any Project.

Appears in 3 contracts

Samples: Loan and Security Agreement (Plug Power Inc), Loan and Security Agreement (Plug Power Inc), Loan and Security Agreement (Plug Power Inc)

Transfers. Except for Permitted TransfersTransfers and Permitted Investments, Borrower shall not, and shall not allow any Subsidiary to, voluntarily or involuntarily transfer, sell, lease, license, lend or in any other manner convey any equitable, beneficial or legal interest in any material portion of its assets.

Appears in 2 contracts

Samples: Loan and Security Agreement (Amyris, Inc.), Loan and Security Agreement (Amyris, Inc.)

Transfers. Except for Permitted Transfers, Borrower shall not, and shall not allow permit any Subsidiary to, voluntarily or involuntarily transfer, sell, lease, license, lend or in any other manner convey any equitable, beneficial or legal interest in any material portion of its assets.

Appears in 2 contracts

Samples: Loan and Security Agreement (Gritstone Bio, Inc.), Loan and Security Agreement (Gritstone Bio, Inc.)

Transfers. Except for Permitted Transfers, Borrower shall not, and shall not allow any Subsidiary to, voluntarily or involuntarily transfer, sell, lease, license, lend or in any other manner convey (“Transfer”) any equitable, beneficial or legal interest in any material portion of its assets.

Appears in 2 contracts

Samples: Loan and Security Agreement (enGene Holdings Inc.), Loan and Security Agreement (Finch Therapeutics Group, Inc.)

Transfers. Except for Permitted Transfers, Borrower shall not, and shall not allow any Subsidiary to, voluntarily or involuntarily transfer, sell, lease, license, lend or in any other manner convey any equitable, beneficial or legal interest in any material portion of its assets.

Appears in 1 contract

Samples: Loan and Security Agreement (Fuelcell Energy Inc)

Transfers. Except for Permitted Transfers, Borrower shall not, and shall not allow any Subsidiary to, voluntarily or involuntarily transfer, sell, lease, license, lend or in any other manner convey any equitable, beneficial or legal interest in any material portion of its assetsassets (each such transaction, a “Transfer”).

Appears in 1 contract

Samples: Loan and Security Agreement (Auris Medical Holding AG)

Transfers. Except for Permitted Transfers, Borrower shall not, and shall not allow any Subsidiary to, voluntarily or involuntarily transfer, sell, lease, license, lend or in any other manner convey any equitable, beneficial or legal interest in any material portion of its assets.; provided that licenses of Company IP (to the extent not constituting Permitted Transfers) may be made with the consent of the Required Lenders, it being understood that the Required Lenders’ response in respect of such consent shall not be unreasonably withheld or delayed. 7.9

Appears in 1 contract

Samples: Loan and Security Agreement (Replimune Group, Inc.)

Transfers. Except for Permitted Transfers, no Borrower shall, or shall not, and shall not allow any Subsidiary to, voluntarily or involuntarily transfer, sell, lease, license, lend or in any other manner convey any equitable, beneficial or legal interest in any material portion of its assetsassets (it being understood and agreed that the issuance of Equity Interests in the Parent shall not violate this Section 7.8).

Appears in 1 contract

Samples: Loan and Security Agreement (RumbleON, Inc.)

Transfers. Except for Permitted Transfers, Borrower shall not, and shall not allow any Subsidiary to, voluntarily or involuntarily transfer, sell, lease, license, lend or in any other manner convey any equitable, beneficial or legal interest in any material portion of its assets. For the avoidance of doubt, nothing in this Agreement prohibits Parent from issuing and selling shares of its Common Stock or other equity securities in registered or unregistered offering.

Appears in 1 contract

Samples: Loan and Security Agreement (PARTS iD, Inc.)

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Transfers. Except for Permitted Transfers, Borrower shall not, and shall not allow permit any Subsidiary to, voluntarily or involuntarily transfer, sell, lease, license, lend or in any other manner convey (“Transfer”) any equitable, beneficial or legal interest in any material portion of its | assets (including, without limitation, pursuant to a Division); provided, that, in no event shall Borrower or any of its Subsidiaries Transfer any royalty interest in any of its or their respective assets.

Appears in 1 contract

Samples: Working Capital Facility Agreement (Heron Therapeutics, Inc. /De/)

Transfers. Except for Permitted Transfers, Permitted Investments and Permitted Liens, Borrower shall not, and shall not allow any Subsidiary to, voluntarily or involuntarily transfer, sell, lease, license, lend or in any other manner convey any equitable, beneficial or legal interest in any material portion of its assets.

Appears in 1 contract

Samples: Loan and Security Agreement (Aldeyra Therapeutics, Inc.)

Transfers. Except for Permitted Transfers, no Borrower shall, nor shall not, and shall not allow any Subsidiary to, voluntarily or involuntarily transfer, sell, lease, license, lend or in any other manner convey any equitable, beneficial or legal interest in any material portion of its assets.

Appears in 1 contract

Samples: Loan and Security Agreement (Proteostasis Therapeutics, Inc.)

Transfers. Except for Permitted TransfersTransfers and Permitted Investments, Borrower the Borrowers shall not, and shall not allow any Subsidiary to, voluntarily or involuntarily transfer, sell, lease, license, lend lend, dispose of or in any other manner convey any equitable, beneficial or legal interest in (i) assets comprising 20% or more of the Borrowers’ assets in the aggregate, in one or more transactions, (ii) the stock of any material portion of its assetsSubsidiary Guarantor, or (iii) the Collateral.

Appears in 1 contract

Samples: Loan and Security Agreement (Amyris, Inc.)

Transfers. Except for Permitted Transfers, Borrower shall not, and shall not allow any Subsidiary to, voluntarily or involuntarily transfer, sell, lease, license, lend or in any other ny-2659060 manner convey any equitable, beneficial or legal interest in any material portion of its assets; provided that licenses of Company IP (to the extent not constituting Permitted Transfers) may be made with the consent of the Required Lenders, it being understood that the Required Lenders’ response in respect of such consent shall not be unreasonably withheld or delayed.

Appears in 1 contract

Samples: Loan and Security Agreement (Replimune Group, Inc.)

Transfers. Except for Permitted TransfersTransfers and Permitted Investments, Borrower the Borrowers shall not, and shall not allow any Subsidiary to, voluntarily or involuntarily transfer, sell, lease, license, lend lend, dispose of or in any other manner convey any equitable, beneficial or legal interest in (i) assets comprising 20% or more of the Borrowers' assets, in the aggregate, in one or more transactions, (ii) the stock of any material portion of its assetsSubsidiary Guarantor, or (iii) the Collateral.

Appears in 1 contract

Samples: Loan and Security Agreement (Amyris, Inc.)

Transfers. Except for Permitted Transfers, Borrower shall not, and shall not allow permit any Subsidiary to, voluntarily or involuntarily transfer, sell, lease, license, lend or in any other manner convey any equitable, beneficial or legal interest in any material portion of its assetsassets (including Cash) unless previously and specifically approved in writing by the Agent.

Appears in 1 contract

Samples: Loan and Security Agreement (Provention Bio, Inc.)

Transfers. Except for Permitted Transfers, no Borrower shall notshall, and shall not or allow any Subsidiary to, voluntarily or involuntarily transfer, sell, lease, license, lend or in any other manner convey any equitable, beneficial or legal interest in any material portion of its assets.

Appears in 1 contract

Samples: Loan and Security Agreement (INSMED Inc)

Transfers. Except for Permitted Transfers, Borrower shall not, and shall not allow any Subsidiary to, voluntarily or involuntarily transfer, sell, lease, licenselicense (except as otherwise permitted in this Agreement), lend or in any other manner convey any equitable, beneficial or legal interest in any material portion of its assets.

Appears in 1 contract

Samples: Loan and Security Agreement (Tarsus Pharmaceuticals, Inc.)

Transfers. Except for Permitted Transfers, Borrower shall not, and shall not allow any Subsidiary to, (i) voluntarily or involuntarily transfer, sell, lease, license, lend or in any other manner convey any equitable, beneficial or legal interest in any material portion of its assetsassets other than Permitted Liens, or (ii) enter into exclusive licenses, sublicenses or similar agreements resulting in the transfer of Intellectual Property to any Foreign Subsidiary that has not executed and delivered to Agent a Joinder Agreement or a Guaranty.

Appears in 1 contract

Samples: Loan and Security Agreement (Audentes Therapeutics, Inc.)

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