Common use of Secured Promissory Notes Clause in Contracts

Secured Promissory Notes. The Term Loans shall be evidenced by a Secured Promissory Note or Notes in the form attached as Exhibit D hereto (other than the two Original Term Loans made by Oxford and that are being refinanced on the Second Amendment Effective Date, which shall be evidenced by Amended and Restated Secured Promissory Notes in the form attached as Exhibit E hereto) (each a “Secured Promissory Note”), and shall be repayable as set forth in this Agreement. Borrower irrevocably authorizes each Lender to make or cause to be made, on or about the Funding Date of any Term Loan or at the time of receipt of any payment of principal on such Lender’s Secured Promissory Note, an appropriate notation on such Lender’s Secured Promissory Note Record reflecting the making of such Term Loan or (as the case may be) the receipt of such payment. The outstanding amount of each Term Loan set forth on such Lender’s Secured Promissory Note Record shall be prima facie evidence of the principal amount thereof owing and unpaid to such Lender, but the failure to record, or any error in so recording, any such amount on such Lender’s Secured Promissory Note Record shall not limit or otherwise affect the obligations of Borrower under any Secured Promissory Note or any other Loan Document to make payments of principal of or interest on any Secured Promissory Note when due. Upon receipt of an affidavit of an officer of a Lender as to the loss, theft, destruction, or mutilation of its Secured Promissory Note, Borrower shall issue, in lieu thereof, a replacement Secured Promissory Note in the same principal amount thereof and of like tenor.”

Secured Promissory Notes. The Term Loans Each Lender’s Additional Growth Capital Amount and Existing Growth Capital Advances shall be evidenced by a Secured Promissory Note or Notes (or, as elected by any Lender, amended and restated Notes) in substantially the form attached as Exhibit D hereto (other than each of the two Original Term Loans made by Oxford and that are being refinanced on the Second Amendment Effective Dateforegoing, which shall be evidenced by Amended and Restated Secured Promissory Notes in the form attached as Exhibit E hereto) (each a “Secured Promissory Note”), and shall be repayable as set forth herein. Notwithstanding the foregoing, if any Lender elects to replace any promissory note relating to the Existing Growth Capital Advances and entered into prior to the Effective Date (each, an “Existing Note”) with a Secured Promissory Note made in this Agreementfavor of such Lender as of the Effective Date, such Lender shall within ten (10) Business Days following the Effective Date, return to Borrower the previously issued Existing Note marked “cancelled” or shall provide satisfactory evidence to Borrower of such cancellation (and deliver an electronic version of such cancelled Existing Note to Borrower on the Effective Date). Borrower irrevocably authorizes each Lender to, and subject to the terms and conditions set forth herein, Lender shall make or cause to be made, on or about the Funding Date funding date of any Term Loan each Growth Capital Advance or at the time of receipt of any payment of principal on such Lender’s Secured Promissory Note, an appropriate notation on such Lender’s Secured Promissory Note Record reflecting the making of such Term Loan Lender’s portion of such Growth Capital Advance or (as the case may be) the receipt of such payment, which payment shall be applied ratably among each Lender’s Secured Promissory Notes if there are more than one in favor of such Lender. The outstanding amount of each Term Loan the Growth Capital Advances set forth on such Lender’s Secured Promissory Note Record shall be prima facie evidence of the principal amount thereof owing and unpaid to such Lender, but the failure to record, or any error in so recording, any such amount on such Lender’s Secured Promissory Note Record shall not limit or otherwise affect the obligations of Borrower hereunder or under any Secured Promissory Note or any other Loan Document to make payments of principal of or interest on any Secured Promissory Note when due. Upon receipt of an affidavit of an officer of a Lender as to the loss, theft, destruction, or mutilation of its Secured Promissory Note, . Borrower shall issue, in lieu thereof, a replacement Secured Promissory Note in the same principal amount thereof and of like tenor.”

Secured Promissory Notes. The Each Lender's Pro Rata Share of the Term Loans shall Loan and Revolving Line may at such Lender's request be evidenced by a Secured Promissory Note or Notes in the form attached as Exhibit D C hereto (other than the two Original Term Loans made by Oxford and that are being refinanced on the Second Amendment Effective Date, which shall be evidenced by Amended and Restated Secured Promissory Notes in the form attached as Exhibit E hereto) (each a “"Secured Promissory Note”"), and shall be repayable as set forth herein. Agent has the exclusive right to determine the order and manner in which all payments with respect to the Obligations may be applied. Borrower shall have no right to specify the order or the accounts to which Agent shall allocate or apply any payments required to be made by Borrower to the Lenders or otherwise received by the Lenders under this Agreement when any such allocation or application is not specified elsewhere in this AgreementAgreement provided that no voluntary prepayment may be made to the Term Loan without the Borrower's consent. Borrower irrevocably authorizes each Lender to make or cause to be made, on or about the Funding Effective Date of any Term Loan or at the time of receipt of any payment of principal on such Lender’s 's Secured Promissory Note, an appropriate notation on such Lender’s 's Secured Promissory Note Record reflecting the making of such the Term Loan Loan, Revolving Line or (as the case may be) the receipt of such payment. The outstanding principal amount of each the Term Loan set forth on such Lender’s 's Secured Promissory Note Record shall be prima facie evidence of the principal amount thereof owing and unpaid to such Lender, but the failure to record, or any error in so recording, any such amount on such Lender’s 's Secured Promissory Note Record shall not limit or otherwise affect the obligations of Borrower hereunder or under any Secured Promissory Note or any other Loan Document to make payments of principal of or interest on any Secured Promissory Note when due. Upon receipt of an affidavit of an officer of a Lender as to the loss, theft, destruction, or mutilation of its Secured Promissory Note, Borrower shall issue, in lieu thereof, a replacement Secured Promissory Note in the same principal amount thereof and of like tenor.”

Secured Promissory Notes. The Each Term Loans Loan shall be evidenced by a Secured Promissory Note or Notes in the form attached as Exhibit D hereto (other than the two Original Term Loans made by Oxford and that are being refinanced on the Second Amendment Effective Date, which shall be evidenced by Amended and Restated Secured Promissory Notes in the form attached as Exhibit E hereto) (each a “Secured Promissory Note”), and shall be repayable as set forth in this Agreementherein. Borrower irrevocably authorizes each Lender to make or cause to be made, on or about the Funding Date of any Term Loan or at the time of receipt of any payment of principal on such Lender’s Secured Promissory Note, an appropriate notation on such Lender’s Secured Promissory Note Record reflecting the making of such Term Loan or (as the case may be) the receipt of such payment. The outstanding amount of each Term Loan set forth on such Lender’s Secured Promissory Note Record shall be prima facie evidence of the principal amount thereof owing and unpaid to such Lender, but the failure to record, or any error in so recording, any such amount on such Lender’s Secured Promissory Note Record shall not limit or otherwise affect the obligations of Borrower hereunder or under any Secured Promissory Note or any other Loan Document to make payments of principal of or interest on any Secured Promissory Note when due. Upon receipt of an affidavit of an officer of a Lender as to the loss, theft, destruction, or mutilation of its Secured Promissory Note, which affidavit shall contain an indemnity in form and substance reasonably acceptable to Agent in favor of Borrower, Borrower shall issue, in lieu thereof, a replacement Secured Promissory Note in the same principal amount thereof and of like tenor. In the event a Tranche Two Eligibility Date does not occur prior to the end of the Draw Period, upon written request of Borrower, the Secured Promissory Note delivered to Lender on the Closing Date shall be amended and restated on the same terms but in an original principal amount of $3,500,000. CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED BASED UPON A REQUEST FOR CONFIDENTIAL TREATMENT AND THE NON-PUBLIC INFORMATION HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION.”