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Re: jessellivermore post# 28554

Monday, 06/02/2014 11:16:07 AM

Monday, June 02, 2014 11:16:07 AM

Post# of 426567
JL,

post 28547 was 'translation' of Event of Defult (Annex A-5) from the contract (and from 28545)

'My read is if they do not make a required payment, then they are charged interest until 2017.' - NO. Interest is applicable for the time between the due date and date on which full payment is made, but it could not be later than '30 days after written notice thereof is given to Seller by Purchaser'. They have to pay the lesser of the Scheduled Quarterly Amount or the Quarterly Cap. If they do not pay: it's Event of Default.

Do not understand the liability issue..seems too remote..and likely to relate to lawsuits from third parties - NO.
'4.4 RESTRICTIVE COVENANTS. Each Amarin Party will not, nor shall it permit any Affiliate to, without the prior written consent of Purchaser:
(a) incur, create, issue, assume, Guarantee, suffer to exist or otherwise become liable for or with respect to, or become responsible for, the payment or performance of, contingently or otherwise, whether present or future, Indebtedness in an amount greater than the product of (x) [***] and (y) the sum of EBITDA for the [***] immediately preceding such incurrence, creation, issuance, assumption, Guarantee, existence, liability or responsibility, other than Permitted Indebtedness;'

Basically my read is a default essentially refers only to them declaring bankruptcy - NO, it's definitely 5 (a)-e)) events


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