Credit and Security Agreement, dated January 16, 2024, by and between iBio, Inc. and Loeb Term Solutions LLC
Exhibit 10.1
CREDIT AND SECURITY AGREEMENT
This Credit and Security Agreement (the “Agreement”) is made and entered into as of January 16, 2024, by and between iBio, Inc., a Delaware corporation with its principal place of business located at 1175 Sorrento Valley Road, Suite 200, San Diego, CA 92121 (“Borrower”), and Loeb Term Solutions LLC, an Illinois limited liability company with an address at 8609 W. Bryn Mawr, Suite 208, Chicago, IL 60631 (“Lender”).
Recitals
This Agreement, including the Schedule to Credit and Security Agreement of even date herewith as may be amended or restated from time to time, sets forth the terms and conditions of the term loan or equipment line of credit loan (the “Loan”) and the obligations of Borrower. Borrower is required to execute the Schedule. The Schedule is incorporated into and made an integral part of this Agreement.
Agreement
In consideration of and as an inducement to Lender making the Loan to Borrower as evidenced by that certain Term Promissory Note of even date herewith, as may be amended or restated (the “Note”), and to secure the payment and performance of the Note and of any and all Obligations and liabilities of Borrower to Lender, whether arising in connection the Loan or any other with loans, advances, purchases, acquisitions, or other extensions of credit made to or on behalf of Borrower or any other person for whom Borrower serves as surety or Guarantor in favor of Lender, and whether direct or indirect, absolute or contingent, or now or hereafter existing, or due or to become due (collectively the “Obligations”), the parties hereto agree as follows:
5. | Representations and Covenants Relating to the Collateral. |
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CREDIT AND SECURITY AGREEMENT
shall not be unreasonably withheld, except for Inventory in the ordinary course of business.
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CREDIT AND SECURITY AGREEMENT
reasonably require. All premiums shall be paid by Borrower and the policies shall be delivered to Borrower and Certificate of Insurance shall be delivered to Lender. If Borrower fails to do so, Lender may (but shall not be required) procure such insurance at the Borrower’s expense. BORROWER ALSO GRANTS PERMISSION FOR LENDER TO SPEAK DIRECTLY WITH INSURANCE AGENT AS REQUIRED TO CONFIRM PROPER INSURANCE IS IN PLACE AND IT IS CURRENT.
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CREDIT AND SECURITY AGREEMENT
or the Collateral, or shall commence any proceedings under any bankruptcy, reorganization, arrangement, readjustment of debt, dissolution or liquidation law or statue of any jurisdiction, whether now or hereafter in effect, or if there shall have been filed any such petition or application, or any such proceeding shall have been commenced against Borrower or Guarantor, which is not dismissed within sixty (60) days;
Failure to exercise any and all rights or remedies Lender may have in the event of any Default shall not constitute a waiver of the right to exercise such rights or remedies in the event of any subsequent Default, whether of the same or different nature. No waiver of any right or remedy by Lender shall be effective unless made in writing and signed by Lender, nor shall any waiver on one occasion apply to any future occasion. Provided there would be no prejudice to Lender and Borrower is cooperative with Lender, Lender shall use good faith efforts to sell or otherwise liquidate the equipment constituting Collateral first.
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CREDIT AND SECURITY AGREEMENT
and all Guarantors shall have provided general releases in favor of Lender, in form satisfactory to Lender. Borrower understands that this provision constitutes a waiver of its rights under Section 9-513 of the Uniform Commercial Code.
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CREDIT AND SECURITY AGREEMENT
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed as of the date first written above.
Borrower: | iBio, Inc. | |
Signature: | /s/ Felipe Duran | |
Name: | Felipe Duran | |
Title: | Chief Financial Officer | |
Date: | January 16, 2024 | |
Lender: | LOEB Term Solutions LLC | |
Signature: | /s/ Howard Newman | |
Name: | Howard Newman | |
Title: | Manager | |
Date: | January 16, 2024 | |
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