Acquisition Facility Clause Samples

Acquisition Facility. (a) From time to time from the date of this Agreement up to and including June 30, 1997 (the "Advance Period"), USML and Delaware Managed Care (each, an "Acquisition Facility Borrower" and collectively, the "Acquisition Facility Borrowers") may, in NBD's sole discretion, obtain Loans from NBD, in such amounts as an Acquisition Facility Borrower may from time to time request, to fund the acquisition of businesses made since the date of this Agreement (the "Acquisition Facility"). The aggregate total amount of all Advances made under the Acquisition Facility may not exceed the principal sum of $3,000,000. (b) At the time of each request for an Advance by an Acquisition Facility Borrower under the Acquisition Facility, an Acquisition Facility Borrower must deliver to NBD copies of all documents relating to the acquisition of a business and such other information as NBD may request. Subject to the terms and conditions of this Agreement and in NBD's sole discretion, the proceeds of such requested Advance will be made available to such Acquisition Facility Borrower. (c) Simultaneous with each Advance under the Acquisition Facility, an Acquisition Facility Borrower must execute and deliver to Bank a promissory note satisfactory in form and substance to the Bank (such notes are referred to collectively as "Facility Notes" and individually as a "Facility Note"). Advances under the Acquisition Facility bear interest at the Adjusted Acquisition Facility Floating Rate. Advances under the Acquisition Facility are not available at the Adjusted Libor Rate. The maturity date for all Advances under the Acquisition Facility cannot exceed 5 years from the date of each such Advance and the minimum monthly principal payment of each Advance will be equal to the amount of the Advance divided by 60. Interest is payable monthly. (d) NBD must have a first-priority, properly-perfected, security interest in the assets purchased by an Acquisition Facility Borrower.