Reservation of Rights; Entire Agreement Sample Clauses
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Reservation of Rights; Entire Agreement. Bank does hereby reserve all rights and remedies it may have against all parties secondarily liable for repayment of the indebtedness evidenced by the Contract. The Contract, as herein modified, contains the entire agreement of the parties and the undersigned do hereby ratify and confirm the terms of the Contract, all of which shall remain in full force and effect, as modified herein. This Modification Agreement shall be binding upon any assignee and successor in interest of the parties hereto. Borrower waives and will not assert against any transferee and assignee of Bank any claims, defenses, set-offs and rights of recoupment which Borrower could assert against Bank, except defenses which Borrower cannot waive. All references herein to the “Modification Agreement” include any supplemental agreements filed of record to reflect modifications of any of the instruments, documents and other agreements making up the Contract that are of record. The undersigned have executed this Modification Agreement under seal as of the day and year first above stated. BANK: RBC BANK (USA) /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇, Senior Vice President COMPUTER SOFTWARE INNOVATIONS, INC. Witness: By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, Chief Financial Officer Print Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
1. Describe Note (Date, Original Amount, Current Amount and all Modifications):
A. Second Amended and Restated Commercial Promissory Note from Computer Software Innovations, Inc. to RBC Bank (USA) dated June 25, 2010 in the original principal amount of $8,000,000.00, with a current outstanding balance of $2,691,000.00.
2. Describe Security Documents (Type, Date and if recorded, Recording Information):
A. Second Amended and Restated Loan and Security Agreement by and between Computer Software Innovations, Inc. and RBC Centura Bank (now known as RBC Bank (USA)) dated September 14, 2007; as amended by a Modification to Revolving Facility dated June 30, 2008; as further amended by a Modification Agreement dated September 11, 2008; and as further amended by a Modification Agreement dated December 21, 2009; and as further amended by a Modification Agreement dated June 25, 2010.
B. UCC-1 Financing Statement, filed on March 31, 2005 in the Department of State for Delaware as No. 50976507, as amended by UCC-3 Financing Statement filed on January 31, 2007 in the Department of State for Delaware as No. 20070088061 and as continued by UCC-3 Financing Statement filed on September 21,...
Reservation of Rights; Entire Agreement. Bank does hereby reserve all rights and remedies it may have against all parties secondarily liable for repayment of the indebtedness evidenced by the Contract. The Contract, as herein modified, contains the entire agreement of the parties and the undersigned do hereby ratify and confirm the terms of the Contract, all of which shall remain in full force and effect, as modified herein. This Modification Agreement shall be binding upon any assignee and successor in interest of the parties hereto. Borrower waives and will not assert against any transferee and assignee of Bank any claims, defenses, set-offs and rights of recoupment which Borrower could assert against Bank, except defenses which Borrower cannot waive. All references herein to the “Modification Agreement” include any supplemental agreements filed of record to reflect modifications of any of the instruments, documents and other agreements making up the Contract that are of record. The undersigned have executed this Modification Agreement under seal as of the day and year first above stated. BANK: RBC BANK (USA) By: _______________________________________ Print Name:_________________________________ Title: ______________________________________ BOVIE MEDICAL CORPORATION, a Delaware corporation By: ________________________________________ Print Name: A▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: President Witness: _______________________________________ Print Name: _____________________________
1. Describe Promissory Note (Date, Original Amount, Current Amount and all Modifications): Promissory Note dated August 12, 2009 in the original principal amount of $5,000,000.00
2. Describe Security Documents (Type, Date and if recorded, Recording Information): Business Loan Agreement (Asset Based) dated August 12, 2008 Commercial Security Agreement dated August 12, 2008 Assignment of Deposit Agreement dated August 12, 2008
Reservation of Rights; Entire Agreement. Lender does hereby reserve all rights and remedies it may have against all parties secondarily liable for repayment of the indebtedness evidenced by the Contract. The Contract, as herein modified, contains the entire agreement of the parties and the undersigned do hereby ratify and confirm the terms of the Contract, all of which shall remain in full force and effect, as modified herein. This Modification Agreement shall be binding upon any assignee and successor in interest of the parties hereto. Borrower waives and will not assert against any transferee and assignee of Lender any claims, defenses, set-offs and rights of recoupment which Borrower could assert against Lender, except defenses which Borrower cannot waive. All references herein to the “Modification Agreement” include any supplemental agreements filed of record to reflect modifications of any of the instruments, documents and other agreements making up the Contract that are of record.
Reservation of Rights; Entire Agreement. Bank does hereby reserve all rights and remedies it may have against all parties secondarily liable for repayment of the indebtedness evidenced by the Contract. The Contract, as herein modified, contains the entire agreement of the parties and the undersigned do hereby ratify and confirm the terms of the Contract, all of which shall remain in full force and effect, as modified herein. This Modification Agreement shall be binding upon any assignee and successor in interest of the parties hereto. Borrower waives and will not assert against any transferee and assignee of Bank any claims, defenses, set-offs and rights of recoupment which Borrower could assert against Bank, except defenses which Borrower cannot waive. All references herein to the “Modification Agreement” include any supplemental agreements filed of record to reflect modifications of any of the instruments, documents and other agreements making up the Contract that are of record. The undersigned have executed this Modification Agreement under seal as of the day and year first above stated. BANK: Witness: RBC CENTURA BANK By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Print Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Print Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Title: Market Executive COMPUTER SOFTWARE INNOVATIONS, INC. Witness: By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ Print Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Print Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇ Title: President and CEO Loan Agreement, dated March 14, 2005, between Computer Software Innovations, Inc. and RBC Centura Bank, evidencing the Loan in the original principal amount of Three Million and No/100 Dollars ($3,000,000.00).
Reservation of Rights; Entire Agreement. Bank does hereby reserve all rights and remedies it may have against all parties secondarily liable for repayment of the indebtedness evidenced by the Contract. The Contract, as herein modified, contains the entire agreement of the parties and the undersigned do hereby ratify and confirm the terms of the Contract, all of which shall remain in full force and effect, as modified herein. This Modification Agreement shall be binding upon any assignee and successor in interest of the parties hereto. Borrower waives and will not assert against any transferee and assignee of Bank any claims, defenses, set-offs and rights of recoupment which Borrower could assert against Bank, except defenses which Borrower cannot waive. All references herein to the “Modification Agreement” include any supplemental agreements filed of record to reflect modifications of any of the instruments, documents and other agreements making up the Contract that are of record. The undersigned have executed this Modification Agreement under seal as of the day and year first above stated. RBC BANK (USA) By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Print Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: Senior Vice President M-TRON INDUSTRIES, INC., PIEZO TECHNOLOGY, INC., a Delaware corporation a Florida Corporation By: /s/ ▇▇▇▇ ▇▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇ ▇▇▇▇▇▇▇▇ Print Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇ Print Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: President Title: President By: /s/ ▇▇▇▇ ▇▇▇▇▇▇▇▇ Print Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: President
1. Describe Promissory Note (Date, Original Amount, Current Amount and all Modifications): Consolidated, Amended and Restated Commercial Promissory Note dated September 30, 2005 in the face amount of $3,040,000.00.
2. Describe Security Documents (Type, Date and if recorded, Recording Information): Amended and Restated Mortgage, Assignment of Rents and Security Agreement dated September 30, 2005 and recorded on November 2, 2005 in Official Records Book 8283, Page 1662, Public Records of Orange County, Florida (the “Mortgage”). Assignment of Leases, Rents and dated September 30, 2005 and recorded on November 2, 2005 in Official Records Book 8283, Page 1682, Public Records of Orange County, Florida (the “Assignment of Rents”). UCC-1 Financing Statement recorded on November 2, 2005 in Official Records Book 8283, Page 1693, Public Records of Orange County, Florida. UCC-1 Financing Statement filed on November 8, 2005 with the Florida Secured Transaction Registry under File No. 200501115046. Unconditional Guaranty Agreement dated Septemb...