Prohibition on Debt and Variable Securities. During the initial ninety (90) day period after the Issue Date, the Borrower shall not, without written consent of the Holder, issue any debt (including, but not limited to any loan, bond, note, debenture, lien, mortgage, debt security, convertible security, or variable rate security) or any Variable Security. A Variable Security shall mean any security issued by the Borrower that # has or may have conversion rights of any kind, contingent, conditional or otherwise in which the number of shares that may be issued pursuant to such conversion right varies with the market price of the common stock; # is or may become convertible into common stock (including without limitation convertible debt, warrants or convertible preferred stock), with a conversion or exercise price that varies with the market price of the common stock, even if such security only becomes convertible or exercisable following an event of default, the passage of time, or another trigger event or condition; or # was issued or may be issued in the future in exchange for or in connection with any contract, security, or instrument, whether convertible or not, where the number of shares of common stock issued or to be issued is based upon or related in any way to the market price of the common stock, including, but not limited to, common stock issued in connection with a [Section 3(a)(9)] exchange, a [Section 3(a)(10)] settlement, or any other similar settlement or exchange.
Debt Securities Statements and Reports. Promptly after the furnishing thereof, copies of any statement or report furnished to any holder of debt securities of any [[Loan Party:Organization]] or of any of its Subsidiaries pursuant to the terms of any indenture, loan or credit or similar agreement and not otherwise required to be furnished to the pursuant to [Section 6.01] or any other clause of this Section.
Variable Terms. This Option shall have, and be interpreted according to, the following terms, subject to the provisions of the Plan in all instances:
During the Term of this Agreement, the Executive is entitled to participate in [[Organization A:Organization]]’s Variable Compensation Plan under which he/she may receive additional compensation.
Variable Incentive. The Company agrees to pay Gordon the year-end bonus (the Variable Incentive) that Gordon would have received for the year ending December 31, 2016. The magnitude and timing of the Variable Incentive payment will be in the same manner as to all other executive officers at Zymeworks at the discretion of the compensation committee of the Companys Board of Directors (the Compensation Committee).
If the [[Organization A:Organization]] enters into a Variable Rate Transaction in excess of the amount permitted in the Purchase Agreement, despite the prohibition set forth in the Purchase Agreement, the [[Organization A:Organization]] shall be deemed to have issued Common Stock or Common Stock Equivalents at the lowest possible conversion price at which such securities may be converted or exercised under the terms of such Variable Rate Transaction.
Debt. Create, assume or suffer to exist, or in any manner become or be liable in respect of, any Debt, except:
Subordinated Debt. Any document, instrument, or agreement evidencing any Subordinated Debt shall for any reason be revoked or invalidated or otherwise cease to be in full force and effect, any Person shall be in breach thereof or contest in any manner the validity or enforceability thereof or deny that it has any further liability or obligation thereunder, or the Obligations shall for any reason be subordinated or shall not have the priority contemplated by this Agreement or any applicable subordination or intercreditor agreement;
unsecured Indebtedness to trade creditors incurred in the ordinary course of business; # Indebtedness incurred as a result of endorsing negotiable instruments received in the ordinary course of business; # Indebtedness secured by Liens permitted under clauses (a) and (c) of the definition of Permitted Liens hereunder;
Indebtedness pursuant to corporate credit cards not with SVB in an aggregate amount not to exceed $250,000 at any time;
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