Subsequent Debt Sample Clauses

Subsequent Debt. Subject to Section 4.12, neither the Company nor any Subsidiary shall without the prior written consent of Purchasers incur any Indebtedness or enter into any agreement to incur or announce to incur any Indebtedness.
View SourceView Similar (8)
Subsequent Debt. The Company shall not incur any debt senior in right of payment to the Notes without the written consent of holders in interest of at least seventy percent (70%) of the aggregate principal amount of the Notes then outstanding.
View SourceView Similar (2)
Subsequent Debt. Subject to Section 4.12, neither the Company nor any Subsidiary shall without the prior written consent of Purchasers, which consent will not be unreasonably withheld, incur any Indebtedness equal to or greater than US$100,000 or enter into any agreement to incur or announce to incur any Indebtedness equal to or greater than US$100,000, in each case, other than for which such proceeds received from such Indebtedness are used to repay the Notes in full, provided, that with respect to any Subsidiary that is not wholly-owned or majority-owned by the Company, such consent will not be required.
View SourceView Similar (2)
Subsequent Debt. The Company shall not, and the Company shall cause each of its Subsidiaries to not, directly or indirectly, incur or guarantee, assume or suffer to exist any Indebtedness (other than (i) Indebtedness incurred pursuant to the Transaction Documents and (ii) Permitted Indebtedness).
View Source
Subsequent Debt. So long as any Principal Amount of Notes is outstanding, the Company and its subsidiaries shall not directly or indirectly, without the affirmative vote of the holders of at least 75% of the outstanding Principal Amount of the Notes then outstanding, incur or permit to exist additional indebtedness which is senior to the Notes, or incur, assume or permit to exist any lien, mortgage, security interest or encumbrance (other than statutory liens imposed by law incurred in the ordinary course of business for sums not yet delinquent or being contested in good faith, if such reserve or other appropriate provision, if any, as shall be required by GAAP shall have been made in respect thereof) on any of its assets, except for (a) indebtedness and liens currently outstanding pursuant to agreements as currently in effect on the Issuance Date, (b) capital leases, financing for equipment and purchase money security interests, and (c) indebtedness not exceeding $3,000,000 and security interests securing such indebtedness following the MediVision acquisition.
View Source
Subsequent Debt. Neither the Company nor any Subsidiary shall without the prior written consent of Purchasers incur any Indebtedness or enter into any agreement to incur or announce to incur any Indebtedness. Notwithstanding the foregoing, the Company may enter into a credit agreement with a bank or financial institution on customary terms so long as the credit limit shall not exceed US$30,000,000 (the “Credit Limit”). If the Company seeks to enter into a financing arrangement with the aggregate advances in excess of the previously mentioned Credit Limit, then the Company must obtain the prior written consent of the Placement Agent in each instance. In this regard, the Company shall provide the Placement Agent with written notice of any proposed financing by no later than 20 calendar days prior to any proposed closing and such notice shall contain (a) an explanation in reasonable detail as whether the Company believes the proposed financing requires the consent of the Placement Agent and (b) copies of all of the loan documents.
View Source
Subsequent Debt. So long as any Principal Amount of Notes is outstanding, the Corporation and its subsidiaries shall not directly or indirectly, without the affirmative vote of the holders of at least 75% of the outstanding Principal Amount of the Notes then outstanding, incur or permit to exist additional indebtedness which is senior to the Notes, or incur, assume or permit to exist any lien, mortgage, security interest or encumbrance (other than statutory liens imposed by law incurred in the ordinary course of business for sums not yet delinquent or being contested in good faith, if such reserve or other appropriate provision, if any, as shall be required by GAAP shall have been made in respect thereof) on any of its assets, except for (a) the security interest granted to the holders of the notes listed on Schedule 1 attached to the Loan Agreement, issued by the Corporation to the holders thereof, (b) indebtedness and liens currently outstanding pursuant to agreements as currently in effect on the Issuance Date, (c) indebtedness and liens pursuant to agreements for financing in which the proceeds shall be principally used for acquisitions by the Corporation of other businesses, and (d) capital leases, financing for equipment and purchase money security interests.
View Source
Subsequent Debt. So long as any Principal Amount of Notes is outstanding, the Corporation and its subsidiaries shall not directly or indirectly, without the affirmative vote of the holders of at least 75% of the outstanding Principal Amount of the Notes then outstanding, incur or permit to exist additional indebtedness which is senior to the Notes, or incur, assume or permit to exist any lien, mortgage, security interest or encumbrance (other than statutory liens imposed by law incurred in the ordinary course of business for sums not yet delinquent or being contested in good faith, if such reserve or other appropriate provision, if any, as shall be required by GAAP shall have been made in respect thereof) on any of its assets, except for Permitted Liens.
View Source
Subsequent Debt. Subject to Section 4.12, for so long as any Notes remain outstanding, neither the Company nor any Subsidiary shall, without the prior written consent of the Purchasers, incur any Indebtedness that is senior in priority to the Notes or that is secured by any Lien on any assets of the Company or its Subsidiaries, or enter into any agreement to incur or announce to incur any such Indebtedness. For the avoidance of doubt, the Company may incur unsecured Indebtedness that is pari passu or junior in priority to the Notes without the consent of the Purchasers.
View Source

Related to Subsequent Debt

  • Subsequent Financings (a) For a period of one (1) year following the Closing Date (which one-year period shall extend for each day that the Registration Statement (as defined in the Registration Rights Agreement) is not effective as required under the Registration Rights Agreement), the Company covenants and agrees to promptly notify (in no event later than five (5) days after making or receiving an applicable offer) in writing (a "Rights Notice") the Purchasers of the terms and conditions of any proposed offer or sale to, or exchange with (or other type of distribution to) any third party (a "Subsequent Financing"), of Common Stock or any securities convertible, exercisable or exchangeable into Common Stock, including convertible debt securities (collectively, the "Financing Securities"). The Rights Notice shall describe, in reasonable detail, the proposed Subsequent Financing, the names and investment amounts of all investors participating in the Subsequent Financing, the proposed closing date of the Subsequent Financing, which shall be within twenty (20) calendar days from the date of the Rights Notice, and all of the terms and conditions thereof and proposed definitive documentation to be entered into in connection therewith. The Rights Notice shall provide each Purchaser an option (the "Rights Option") during the ten (10) Trading Days following delivery of the Rights Notice (the "Option Period") to inform the Company whether such Purchaser will purchase up to its pro rata portion of all or a portion of the securities being offered in such Subsequent Financing on the same, absolute terms and conditions as contemplated by such Subsequent Financing. If any Purchaser elects not to participate in such Subsequent Financing, the other Purchasers may participate on a pro-rata basis so long as such participation in the aggregate does not exceed the total Purchase Price hereunder. For purposes of this Section, all references to "pro rata" means, for any Purchaser electing to participate in such Subsequent Financing, the percentage obtained by dividing (x) the principal amount of the Notes purchased by such Purchaser at the Closing by (y) the total principal amount of all of the Notes purchased by all of the participating Purchasers at the Closing. Delivery of any Rights Notice constitutes a representation and warranty by the Company that there are no other material terms and conditions, arrangements, agreements or otherwise except for those disclosed in the Rights Notice, to provide additional compensation to any party participating in any proposed Subsequent Financing, including, but not limited to, additional compensation based on changes in the Purchase Price or any type of reset or adjustment of a purchase or conversion price or to issue additional securities at any time after the closing date of a Subsequent Financing. If the Company does not receive notice of exercise of the Rights Option from the Purchasers within the Option Period, the Company shall have the right to close the Subsequent Financing on the scheduled closing date with a third party; provided that all of the material terms and conditions of the closing are the same as those provided to the Purchasers in the Rights Notice. If the closing of the proposed Subsequent Financing does not occur on that date, any closing of the contemplated Subsequent Financing or any other Subsequent Financing shall be subject to all of the provisions of this Section 3.20(a), including, without limitation, the delivery of a new Rights Notice. The provisions of this Section 3.20(a) shall not apply to issuances of securities in a Permitted Financing. (b) For purposes of this Agreement, a Permitted Financing (as defined hereinafter) shall not be considered a Subsequent Financing. A "Permitted Financing" shall mean (i) securities issued (other than for cash) in connection with a merger, acquisition, or consolidation, (ii) securities issued pursuant to the conversion or exercise of convertible or exercisable securities issued or outstanding on or prior to the date hereof or issued pursuant to this Agreement and the Notes, including the Conversion Shares (iii) the Warrant Shares, (iv) securities issued in connection with bona fide strategic license agreements or other partnering arrangements so long as such issuances are not for the purpose of raising capital, (v) Common Stock issued or the issuance or grants of options to purchase Common Stock pursuant to the Company's stock option plans and employee stock purchase plans as they now exist on the date hereof, (vi) any warrants issued to the placement agent and its designees for the transactions contemplated by this Agreement, (vii) Common Stock issued in connection with consulting or advisory services not in excess of 5,000,000 shares; and (viii) the payment of any principal in shares of Common Stock pursuant to the Notes.