Facility A Notes Sample Clauses

Facility A Notes. (a) ABRY and ABRY/CIP have made, or soon after the date hereof will make, Facility A Advances in the aggregate amount of $1,000,000, the proceeds of which Facility A Advances have been or will be used to make certain non-refundable payments to the sellers in connection with Citadel's entry into a definitive agreement to consummate the Tele-Media Acquisition and thereafter as required by such agreement. ABRY and ABRY/CIP hereby waive the fifteen (15) business days' prior written notice requirement set forth in Section 4.g.v of the Securities Purchase and Exchange Agreement with respect to such Facility A Advances, so long as such Facility A Advances are made on or prior to March 31, 1997. ABRY and ABRY/CIP agree that such Facility A Advances will not be deemed to have been made for purposes of the application of the first sentence of Section 4.g.v. of the Securities Purchase and Exchange Agreement. (b) ABRY, ABRY/CIP and the Company anticipate that the Company will request that ABRY and ABRY/CIP provide Facility A Advances in the aggregate amount of not greater than $1,000,000, the proceeds of which Facility A Advances will be used to make a deposit in escrow in connection with the Company's (and/or one or more Subsidiaries') entry into a definitive agreement to consummate the Sabre Communications Acquisition. ABRY and ABRY/CIP agree that such Facility A Advances will not be deemed to have been made for purposes of the application of the first sentence of Section 4.g.v. of the Securities Purchase and Exchange Agreement. (c) Notwithstanding the terms and conditions of the Securities Purchase and Exchange Agreement and the Facility A Notes: (i) contemporaneously with the consummation of the Tele-Media Acquisition, the Company and Citadel will cause a portion of the proceeds of the related financing to be applied to the prepayment in full of the entire unpaid principal amount of, and all unpaid accrued interest in respect of, all Facility A Notes which are then outstanding, and (ii) effective at the time of such consummation, the Facility A Commitments shall terminate and be of no further effect, and ABRY and ABRY/CIP shall have no further obligations to make Facility A Advances to the Company.

Facility A Notes. The obligation of the Borrower to repay the aggregate unpaid principal amount of the Facility A Loans made to it by each Facility A Bank, together with interest thereon, shall be evidenced by a promissory note of the Borrower dated the Closing Date in substantially the form attached hereto as Exhibit E(1) payable to the order of each Facility A Bank in a face amount equal to the Facility A Commitment of such Facility A Bank.