0001299933-06-000934 Sample Contracts

Re: Loan and Security Agreement dated as of May 28, 2004 (as amended from time to time, the “Loan” agreement) by and among The Allied Defense Group, Inc., a Delaware corporation (“Company”), News/Sports Microwave Rental, Inc., a California...
Allied Defense Group Inc • February 13th, 2006 • Ordnance & accessories, (no vehicles/guided missiles)

This letter is to confirm to you that the Lender agrees, as set forth and conditioned herein, to forbear from declaring a Matured Default under the Financing Agreements or exercising its remedies as a consequence thereof, solely as a consequence of the existence or continuance of (i) the failure of Company to satisfy the Collateral Requirement set forth in Section 1.9 of the Deposit Account Security Agreement, and (ii) the failure of any Borrower to keep or observe any other of the covenants, conditions, promises or agreements contained in any Financing Agreement as of the date hereof ((i) and (ii) are sometimes referred to hereinafter as the “Current Defaults”) for a period of time expiring on March 3, 2006 (the “Expiration Date”). All capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in the Loan Agreement.

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SUBORDINATION AND INTERCREDITOR AGREEMENT
Subordination and Intercreditor Agreement • February 13th, 2006 • Allied Defense Group Inc • Ordnance & accessories, (no vehicles/guided missiles) • New York

THIS SUBORDINATION AND INTERCREDITOR AGREEMENT (this “Agreement”) is entered into as of February 3, 2006, by and among Robert P. Dowski (“Subordinated Creditor”), The Allied Defense Group, Inc., a Delaware corporation (“Company”), Patriot Capital Funding LLC I, a Delaware limited liability company, as successor in interest to Wilton Funding, LLC, a Delaware limited liability company (“Lender”).

February 2, 2006
Allied Defense Group Inc • February 13th, 2006 • Ordnance & accessories, (no vehicles/guided missiles)

Re: Loan and Security Agreement dated as of May 28, 2004 (as amended from time to time, the “Loan” agreement) by and among The Allied Defense Group, Inc., a Delaware corporation (“Company”), News/Sports Microwave Rental, Inc., a California corporation, Titan Dynamics Systems, Inc., a Texas corporation, SeaSpace Corporation, a California corporation, MECAR USA, Inc., a Delaware corporation, Allied Research Corporation Limited, a company formed under the laws of England and Wales, Energa Corporation, a Maryland corporation, ARC Europe, S.A., a Belgium company, and Global Microwave Systems, Inc., a California corporation, as borrowers (individually, a “Borrower” and collectively, “Borrowers”), and Patriot Capital Funding LLC I, a Delaware limited liability company, successor in interest to Wilton Funding, LLC, a Delaware limited liability company, as lender (“Lender”)

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