Pacific Western Bank. Limited Waiver and Fifth Amendment to Loan Agreement
Pacific Western Bank. ABA: 000000000; Swift code: XXXXXX0X Account: To Be Provided Beneficiary Name: FinTech Clearing, LLC Beneficiary Address: 0000 00xx Xx., Xxxxx 0, Xxxxx Xxxxxx, XX 00000 Reference: FinTech Clearing 3 In order to induce the REIT to accept this Subscription Agreement for the Shares and as further consideration for such acceptance, I hereby make, adopt, confirm and agree to all of the following covenants, acknowledgments, representations and warranties with the full knowledge that the REIT and its affiliates will rely specifically thereon in making a decision to accept or reject this Subscription Agreement:
Pacific Western Bank. Second Amendment to Loan Agreement “Minimum Adjusted Cash Flow: Parent shall maintain Adjusted Cash Flow of not less than the following amounts, on a consolidated basis, during the following periods: Period Minimum Adjusted Cash Flow 1 month ending October 31, 2014 ($3,000,000) 2 months ending November 30, 2014 ($5,000,000) 3 months ending December 31, 2014 ($5,000,000) 4 months ending January 31, 2015 ($5,000,000) 5 months ending February 28, 2015 ($6,000,000) 6 months ending March 31, 2015 ($7,000,000) 7 months ending April 30, 2015 ($8,500,000) 8 months ending May 31, 2015 ($8,500,000) 9 months ending June 30, 2015 ($8,500,000) 10 months ending July 31, 2015 ($9,000,000) 11 months ending August 31, 2015 ($9,000,000) 12 months ending September 30, 2015 ($9,000,000) 1 month ending December 31, 2015 ($7,000,000) 2 months ending January 31, 2016 ($8,000,000) 3 months ending February 29, 2016 ($7,500,000) * *”
Pacific Western Bank. Limited Waiver and Sixth Amendment to Loan Agreement proceeds in an amount sufficient to pay all then-outstanding Indebtedness to Lender (each a ‘Sufficient Cash Infusion Event’), including without limitation: (i) a Sale of Parent; (ii) any Sale of a Subsidiary; (iii) a Change in Control; or (iv) the issuance to any Person(s) of equity and/or debt securities of Parent. Notwithstanding the foregoing, the amount of Success Fee I shall be reduced to:
Pacific Western Bank. Limited Waiver and Sixth Amendment to Loan Agreement Notwithstanding the foregoing, the amount of Success Fee III shall be reduced to $0.00 if all of the Obligations are repaid on or before August 17, 2016. For the purposes of this Agreement, a ‘Sufficient Cash Infusion Event’ means any event in connection with which Borrower receives or will receive cash proceeds in an amount sufficient to pay all then-outstanding Indebtedness of Borrower to Lender, including without limitation: (i) a Sale of Parent; (ii) any Sale of a Subsidiary; (iii) a Change in Control; or (iv) the issuance to any Person(s) of equity and/or debt securities of Parent. The obligations set forth in this paragraph shall survive any termination of the Loan Agreement.”
Pacific Western Bank. Limited Waiver and Sixth Amendment to Loan Agreement agents, shareholders, directors, officers, employees, agents, attorneys, parent corporations, subsidiary corporations, affiliated corporations, affiliates, participants, and each of them, from any and all claims, debts, liabilities, demands, obligations, costs, expenses, actions and causes of action, of every nature and description, known and unknown, which Borrower now has or at any time may hold, by reason of any matter, cause or thing occurred, done, omitted or suffered to be done prior to the date of this Amendment (collectively, the “Released Claims”). Borrower hereby irrevocably waives the benefits of any and all statutes and rules of law to the extent the same provide in substance that a general release does not extend to claims which the creditor does not know or suspect to exist in its favor at the time of executing the release. Borrower represents and warrants that it has not assigned to any other Person any Released Claim, and agrees to indemnify Lender against any and all actions, demands, obligations, causes of action, decrees, awards, claims, liabilities, losses and costs, including but not limited to reasonable attorneys' fees of counsel of Lender’s choice and costs, which Lender may sustain or incur as a result of a breach or purported breach of the foregoing representation and warranty.
Pacific Western Bank. First Amendment to Amended and Restated Loan and Security Agreement Borrower: Lender: nLIGHT, Inc. Pacific Western Bank By /s/ Xxxxx Xxxx By /s/ Xxxxxxx X. Xxxxxx Name: Xxxxx Xxxx Name: Xxxxxxx X. Xxxxxx Title: VP Finance & Secretary Title: SVP
Pacific Western Bank its successors and assigns, as agent 000 Xxxxxxxxx Xxxxxx, Suite 240 Durham, NC 27701 Attn: Loan Operations Department
Pacific Western Bank. Limited Waiver and Seventh Amendment to Loan Agreement compensation insurance; (iii) ‘Budgeted Non-Payroll Expenses’ means and includes Necessary Non-Payroll Expenses which are set forth in the September 2016 Budget; and (iv) ‘Non-Budgeted Non-Payroll Expenses’ means and includes Necessary Non-Payroll Expenses which are not set forth in the September 2016 Budget.”
Pacific Western Bank. Limited Waiver and Eighth Amendment to Loan Agreement is hereby amended in its entirety to read:
