Xxxxxx Facility. In connection with any financings, borrowings, indebtedness, or guarantees (any financing, borrowing, indebtedness or guaranty, a “Credit Facility”) of the Company and any of its subsidiaries that are party to a Credit Facility, the Company shall be authorized to directly or indirectly collateralize such financings, borrowings, indebtedness or guaranty, and pledge, mortgage, assign, transfer and/or grant security interests directly or indirectly to the lender of such indebtedness or guaranty in (i) investments in portfolio companies and the proceeds thereof and any other assets, (ii) the Company’s right to initiate capital calls and collect on the Unfunded Capital Commitment of Subscriber hereunder or the unfunded capital commitments of Other Subscribers; (iii) the Company’s rights to enforce the funding of a Capital Commitment hereunder and under the Other Subscription Agreements; and (iv) a Company collateral account into which the payment by any Subscriber of its Unfunded Capital Commitment is to be made. Any such collateral pledge may be made directly by the Company to the lender of the Credit Facility or indirectly to such lender by first pledging such collateral to a subsidiary or agent of the Company, which subsidiary or agent then on pledges such rights ultimately to the lender under the Credit Facility. To the extent that the Company or any of its subsidiaries has outstanding obligations under a Credit Facility that relies upon any of the collateral referred to in clauses (ii) through (iv) above, and with the knowledge that the Credit Facility lender is relying on each of the following agreements and undertakings of the Subscriber and the Other Subscribers in connection with the extension of credit to the Company, Subscriber shall be obligated to fund any remaining portion of its Unfunded Capital Commitment when due pursuant to this Subscription Agreement (whether called by the Company or directly by the lender under the Credit Facility) without defense, counterclaim or offset of any kind, including any defense arising under Section 365(c) of the U.S. Bankruptcy Code, if applicable, provided that such agreement to fund shall not act as a waiver by such Subscriber of its right to assert independently any claim that the Subscriber may have against any Other Subscriber or the Company. In the event that, as a result of any such pledge, mortgage, assignment, transfer or grant of a security interest, a Subscriber makes a payment directly to the Company ...
Xxxxxx Facility. Prior to the Closing, the Company shall have the right to sell, transfer, spin off or otherwise dispose of the Xxxxxx Facility and to distribute the net proceeds to the Shareholders; provided, however, that (a) any such sale, transfer, spinoff or other disposition shall be effected without the Company or any of its Subsidiaries incurring any costs, Taxes or other Liabilities that are not discharged prior to the Effective Time and Parent and Surviving Corporation shall be indemnified with respect thereto, (b) any documents or agreements executed by the Company or any of its Subsidiaries in connection therewith shall be in form and substance reasonably satisfactory to Parent, (c) any such sale, transfer, spinoff or other disposition shall be on a quitclaim or equivalent basis in which no warranties are provided with respect thereto and (d) in the event such sale, transfer, spinoff or other disposition occurs prior to the Closing, the purchaser of the Xxxxxx Facility shall have agreed to lease the property to the Company, and following the Closing, the Surviving Corporation, rent free for a period of one year, pursuant to the terms of a lease, in form and substance reasonably satisfactory to the
Xxxxxx Facility. The Agents shall have received a copy of the Xxxxxx Facility, as amended, and such amendment shall be reasonably satisfactory to the Agents.
Xxxxxx Facility. The Xxxxxx Facility or any material provision thereof shall cease to be in full force and effect (other than pursuant to the terms thereof) or the lender thereunder shall (i) deny or disaffirm in writing its obligations thereunder or (ii) be prohibited, by law, contract or otherwise from making loans thereunder; or
Xxxxxx Facility. Section 29a) is hereby replaced with Subject to the terms and conditions set forth in this Agreement and the other Loan Documents, Lender hereby agrees to make Advances to Debtor under a credit facility (the “Revolving Credit Facility”) in an aggregate sum not to exceed the LESSER of (i) an amount equal to the Borrowing Base, or (ii) FOUR HUNDRD THOUSAND DOLLARS ($400,000.00) (the “Maximum Amount”), on a revolving basis from time to time during the period commencing on the Effective Date and continuing until the EARLIER of: (i) AUGUST 18, 2020 (the “Stated Maturity Date”), and (ii) the acceleration of the Indebtedness pursuant to the terms of the Loan Documents (the EARLIER of such dates being the “Maturity Date”). If at any time the sum of the aggregate principal amount of Advances outstanding under the Revolving Credit Facility exceeds the lesser of the Maximum Amount or the Borrowing Base, such amount shall be deemed an “Overadvance.” Debtor shall immediately repay the amount of such Overadvance plus all accrued and unpaid interest thereon upon written demand from Lender, and any such failure to immediately repay shall constitute an Event of Default. Notwithstanding anything contained herein to the contrary, an Overadvance shall be considered part of the Loan and shall bear interest at the interest rates set forth in the Note evidencing the Revolving Credit Facility and be secured by this Agreement. Subject to the terms and conditions hereof, Debtor may borrow, repay and reborrow funds under the Revolving Credit Facility.
Xxxxxx Facility. Those certain credit facilities provided by Heller tx xxx Borrower pursuant to the documents listed on SCHEDULE 1.0(x).
Xxxxxx Facility. No Seller shall agree to any amendment or modification to the Xxxxxx Facility without the prior written consent of Buyer, such consent not to be unreasonably withheld, conditioned or delayed.
Xxxxxx Facility a. Xxxxxxx X. Xxxxxx personally guarantees the payment and performance of the Company under the Lease Agreement No. 06092 between the Company as Lessee and Captec Financial Group, Inc., as Lessor, which Guaranty is dated May 17, 1996.
Xxxxxx Facility. Prior to the Closing Date, Xxxxx shall use commercially reasonable efforts to negotiate with the landlord of the Xxxxxx facility an agreement for the early termination of the lease for the Xxxxxx facility by Commerce or the right for Commerce to sublet this facility to a tenant approved by the landlord, with such approval not unreasonably withheld.
Xxxxxx Facility. That certain loan facility in the ------------------- aggregate principal amount of not more than $3,300,000 Australian Dollars provided from St. Xxxxxx Bank Limited to Tier Australia, such facility to be on substantially the terms set forth in the October 19, 1999 letter from St. Xxxxxx Bank Limited to Tier Australia, a copy of which has been provided to the Bank. Tier Australia. As defined in Section 6.1(h). --------------
