Senior Secured Note Purchase Agreement Sample Contracts

SENIOR SECURED NOTE PURCHASE AGREEMENT
Senior Secured Note Purchase Agreement • May 23rd, 2014 • Cosi Inc • Retail-eating places • New York

This Senior Secured Note Purchase Agreement (the “Agreement”) is made as of May ___, 2014 by and among Cosi, Inc., a Delaware corporation (the “Company”), and AB VALUE PARTNERS, L.P., a Delaware limited partnership (“AB Value Partners”), and AB OPPORTUNITY FUND LLC, a Delaware limited liability company (“AB Opportunity Fund”, and together with AB Value Partners, each a “Purchaser” and collectively the “Purchasers”).

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EX-4.11 2 dex411.htm SENIOR SECURED NOTE PURCHASE AGREEMENT EXECUTION VERSION SENIOR SECURED NOTE PURCHASE AGREEMENT
Senior Secured Note Purchase Agreement • May 5th, 2020 • Washington

THIS SENIOR SECURED NOTE PURCHASE AGREEMENT (this “Agreement”), made as of this 3rd day of December, 2004, by and between Platinum Intellectual Property, L.P., a Texas limited partnership with an address at 2828 Routh Street, Suite 500, Dallas, Texas 75201 (the “Company”); and SEATTLE CITY EMPLOYEES’ RETIREMENT SYSTEM, a single-employer defined-benefit public employee retirement system with an address at 801 Third Avenue, Seattle, Washington 98104 (the “Purchaser”).

SENIOR SECURED NOTE PURCHASE AGREEMENT
Senior Secured Note Purchase Agreement • June 3rd, 2022 • TILT Holdings Inc. • Cigarettes • Massachusetts

This Senior Secured Note Purchase Agreement (this “Agreement”), dated as of November 1, 2019, is entered into by and among JIMMY JANG, L.P., a Delaware limited partnership (“Jimmy Jang”), BAKER TECHNOLOGIES, INC., a Delaware corporation (“Baker”), COMMONWEALTH ALTERNATIVE CARE, INC., a Massachusetts corporation (“CAC”), JUPITER RESEARCH, LLC, an Arizona limited liability company (“Jupiter”), and each of the undersigned parties executing this agreement as a Borrower (collectively, with their respective successors and assigns, and together with Jimmy Jang, Baker, CAC and Jupiter, collectively, the “Borrowers” and each a “Borrower”), TILT HOLDINGS INC., a British Columbia corporation (the “Parent”), NR 1, LLC, a Delaware limited liability company, as noteholder representative (the “Note holder Representative”) on behalf of the purchasers (each, individually a “Purchaser,” and collectively, the “Purchasers”) named on the Schedule of Purchasers attached hereto (the “Schedule of Purchasers”)

AMENDMENT NO. 6 Dated as of December 20, 2016 to SECOND AMENDED AND RESTATED SENIOR SECURED NOTE PURCHASE AGREEMENT Dated as of May 9, 2013
Senior Secured Note Purchase Agreement • December 27th, 2016 • Encore Capital Group Inc • Short-term business credit institutions • New York

THIS AMENDMENT NO. 6 (“Amendment”) is made as of December 20, 2016 by and among Encore Capital Group, Inc. (the “Company”) and the undersigned holders of Notes (the “Noteholders”). Reference is made to that certain Second Amended and Restated Senior Secured Note Purchase Agreement, dated as of May 9, 2013, between the Company, on the one hand, and the Purchasers named therein, on the other hand (as amended by (a) that certain Amendment No. 1 to Second Amended and Restated Senior Secured Note Purchase Agreement, dated as of May 29, 2013, (b) that certain Amendment No. 2 to Second Amended and Restated Senior Secured Note Purchase Agreement, dated as of February 25, 2014, (c) that certain Amendment No. 3 to Second Amended and Restated Senior Secured Note Purchase Agreement, dated as of August 1, 2014, (d) that certain Amendment No. 4 to Second Amended and Restated Senior Secured Note Purchase Agreement, dated as of July 9, 2015, and (e) that certain Amendment No. 5 to Second Amended and R

AMENDED AND RESTATED SENIOR SECURED NOTE PURCHASE AGREEMENT
Senior Secured Note Purchase Agreement • February 15th, 2008 • Focus Enhancements Inc • Computer communications equipment • New York

THIS AMENDED AND RESTATED SENIOR SECURED NOTE PURCHASE AGREEMENT (this “ Agreement “) is made as of February 7, 2008 (“effective date”) by and among Focus Enhancements, Inc., a Delaware corporation (the “ Company “), and Purchasers’ Agent (as defined below), on behalf of each of the “Original Purchasers” set forth in Exhibit A (as defined below), and each “New Purchaser” defined below (as set forth in Exhibit A hereto) of an Amended and Restated Senior Secured Note Due January 1, 2011 (as defined below) (each of the Original Purchasers and the New Purchasers is a “Purchaser” and collectively are referred to herein as the “Purchasers”). Capitalized terms not otherwise defined in this Agreement shall have the meanings ascribed to them in Section 1 below.

8% SENIOR SECURED NOTE PURCHASE AGREEMENT
Senior Secured Note Purchase Agreement • May 8th, 2006 • Vendingdata Corp • Miscellaneous manufacturing industries • California

This 8% Senior Secured Note Purchase Agreement (this “Agreement”) is dated as of May 1, 2006, by and among VendingData Corporation, a Nevada corporation (the “Company”), and Bricoleur Partners, L.P., Bricoleur Enhanced, L.P., BRIC 6, L.P. and Bricoleur Offshore Ltd. (each, including its successors and assigns, a “Lender” and collectively the “Lenders”).

ENCORE CAPITAL GROUP, INC. 7.75% Senior Secured Notes due September 17, 2017 7.375% Senior Secured Notes due February 10, 2018 SECOND AMENDED AND RESTATED SENIOR SECURED NOTE PURCHASE AGREEMENT May 9, 2013
Senior Secured Note Purchase Agreement • May 10th, 2013 • Encore Capital Group Inc • Short-term business credit institutions • New York

Encore Capital Group, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Company”), agrees with each of the purchasers whose names appear at the end hereof (each, a “Purchaser” and, collectively, the “Purchasers”) as follows:

AMENDMENT NO. 4 Dated as of July 9, 2015 to SECOND AMENDED AND RESTATED SENIOR SECURED NOTE PURCHASE AGREEMENT Dated as of May 9, 2013
Senior Secured Note Purchase Agreement • August 10th, 2015 • Encore Capital Group Inc • Short-term business credit institutions • New York

THIS AMENDMENT NO. 4 (“Amendment”) is made as of July 9, 2015 by and among Encore Capital Group, Inc. (the “Company”) and the undersigned holders of Notes (the “Noteholders”). Reference is made to that certain Second Amended and Restated Senior Secured Note Purchase Agreement, dated as of May 9, 2013, between the Company, on the one hand, and the Purchasers named therein, on the other hand (as amended by that certain Amendment No. 1 to Second Amended and Restated Senior Secured Note Purchase Agreement, dated as of May 29, 2013, that certain Amendment No. 2 to Second Amended and Restated Senior Secured Note Purchase Agreement, dated as of February 25, 2014 and that certain Amendment No. 3 to Second Amended and Restated Senior Secured Note Purchase Agreement, dated as of August 1, 2014, and as the same may be further amended, supplemented or otherwise modified from time to time, the “Note Agreement”). Capitalized terms used herein and not otherwise defined herein shall have the respectiv

AMENDMENT NO. 2 Dated as of March 30, 2022 to FOURTH AMENDED AND RESTATED SENIOR SECURED NOTE PURCHASE AGREEMENT Dated as of September 1, 2020
Senior Secured Note Purchase Agreement • April 1st, 2022 • Encore Capital Group Inc • Short-term business credit institutions • New York

THIS AMENDMENT NO. 2 (“Amendment”) is made as of March 30, 2022 by and among Encore Capital Group, Inc. (the “Company”) and the undersigned holders of Notes (the “Noteholders”). Reference is made to that certain Fourth Amended and Restated Senior Secured Note Purchase Agreement, dated as of September 1, 2020, between the Company, on the one hand, and the Purchasers named therein, on the other hand (the “Note Agreement”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings given to them in the Note Agreement.

SENIOR SECURED NOTE PURCHASE AGREEMENT
Senior Secured Note Purchase Agreement • September 1st, 2020 • Encore Capital Group Inc • Short-term business credit institutions • New York

Encore Capital Group, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Company” or the “Parent”), agrees with each of the holders of 2017 Notes whose names appear at the end hereof (each, a “Purchaser” and, collectively, the “Purchasers”) as follows:

SENIOR SECURED NOTE PURCHASE AGREEMENT
Senior Secured Note Purchase Agreement • November 10th, 2019 • Massachusetts

This Senior Secured Note Purchase Agreement (this “Agreement”), dated as of November 1, 2019, is entered into by and among JIMMY JANG, L.P., a Delaware limited partnership (“Jimmy Jang”), BAKER TECHNOLOGIES, INC., a Delaware corporation (“Bake r”), COMMONWEALTH ALTERNATIVE CARE, INC., a Massachusetts corporation (“CAC”), JUPITER RESEARCH, LLC, an Arizona limited liability company (“Jupiter”), and each of the undersigned parties executing this agreement as a Borrower (collectively, with their respective successors and assigns, and together with Jimmy Jang, Baker, CAC and Jupiter, collectively, the “Borrowers” and each a “Borrower”), TILT HOLDINGS INC., a British Columbia corporation (the “Parent”), NR 1, LLC, a Delaware limited liability company, as noteholder representative (the “Note holder Re prese ntative ”) on behalf of the purchasers (each, individually a “Purchaser,” and collectively, the “Purchasers”) named on the Schedule of Purchasers attached hereto (the “Sche dule of Purchas

SENIOR SECURED NOTE PURCHASE AGREEMENT dated as of June 30, 2023 by, among others, ROADZEN, INC., as Issuer EACH PERSON THAT BECOMES A GUARANTOR PARTY HERETO FROM TIME TO TIME, as Guarantors, THE VARIOUS PURCHASERS FROM TIME TO TIME PARTY HERETO, and...
Senior Secured Note Purchase Agreement • June 30th, 2023 • Vahanna Tech Edge Acquisition I Corp. • Insurance agents, brokers & service • New York

This SENIOR SECURED NOTE PURCHASE AGREEMENT, dated as of June 30, 2023 (as the same may be amended, amended and restated, restated, supplemented or otherwise modified from time to time, this “Agreement”), is entered into by and among ROADZEN, INC., a Delaware corporation (“Issuer”), each Guarantor (as defined below) from time to time party hereto, the Purchasers that hold Notes issued hereunder (the “Purchasers” and each, a “Purchaser”) and MIZUHO SECURITIES USA LLC (“Mizuho”), as administrative agent (in such capacity together with its successors and assigns in such capacity, the “Administrative Agent”) and as collateral agent (in such capacity, Mizuho, together with its successors and assigns in such capacity, the “Collateral Agent,” and together with the Administrative Agent, the “Agents” and each, an “Agent”).

ENCORE CAPITAL GROUP, INC. 7.75% Senior Secured Notes due September 17, 2017 7.375% Senior Secured Notes due February 10, 2018 SECOND AMENDED AND RESTATED SENIOR SECURED NOTE PURCHASE AGREEMENT May 9, 2013
Senior Secured Note Purchase Agreement • August 8th, 2013 • Encore Capital Group Inc • Short-term business credit institutions • New York

Encore Capital Group, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Company”), agrees with each of the purchasers whose names appear at the end hereof (each, a “Purchaser” and, collectively, the “Purchasers”) as follows:

EXHIBIT 10.1
Senior Secured Note Purchase Agreement • February 27th, 1998 • American Film Technologies Inc /De/ • Services-allied to motion picture production • California
AMENDMENT NO. 3 Dated as of November 14, 2022 to FOURTH AMENDED AND RESTATED SENIOR SECURED NOTE PURCHASE AGREEMENT Dated as of September 1, 2020
Senior Secured Note Purchase Agreement • February 22nd, 2023 • Encore Capital Group Inc • Short-term business credit institutions • New York

THIS AMENDMENT NO. 3 (“Amendment”) is made as of November 14, 2022 by and among Encore Capital Group, Inc. (the “Company”) and the undersigned holders of Notes (the “Noteholders”). Reference is made to that certain Fourth Amended and Restated Senior Secured Note Purchase Agreement, dated as of September 1, 2020, between the Company, on the one hand, and the Purchasers named therein, on the other hand (the “Note Agreement”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings given to them in the Note Agreement.

AMENDMENT NO. 5 Dated as of March 24, 2016 to SECOND AMENDED AND RESTATED SENIOR SECURED NOTE PURCHASE AGREEMENT Dated as of May 9, 2013
Senior Secured Note Purchase Agreement • May 10th, 2016 • Encore Capital Group Inc • Short-term business credit institutions • New York

THIS AMENDMENT NO. 5 (“Amendment”) is made as of March 24, 2016 by and among Encore Capital Group, Inc. (the “Company”) and the undersigned holders of Notes (the “Noteholders”). Reference is made to that certain Second Amended and Restated Senior Secured Note Purchase Agreement, dated as of May 9, 2013, between the Company, on the one hand, and the Purchasers named therein, on the other hand (as amended by (a) that certain Amendment No. 1 to Second Amended and Restated Senior Secured Note Purchase Agreement, dated as of May 29, 2013, (b) that certain Amendment No. 2 to Second Amended and Restated Senior Secured Note Purchase Agreement, dated as of February 25, 2014, (c) that certain Amendment No. 3 to Second Amended and Restated Senior Secured Note Purchase Agreement, dated as of August 1, 2014 and (d) that certain Amendment No. 4 to Second Amended and Restated Senior Secured Note Purchase Agreement, dated as of July 9, 2015, and as the same may be further amended, supplemented or othe

LIMITED CONSENT AND AMENDMENT NO. 2 Dated as of December 13, 2019 to THIRD AMENDED AND RESTATED SENIOR SECURED NOTE PURCHASE AGREEMENT Dated as of August 11, 2017
Senior Secured Note Purchase Agreement • February 26th, 2020 • Encore Capital Group Inc • Short-term business credit institutions • New York

THIS LIMITED CONSENT AND AMENDMENT NO. 2 (“Consent and Amendment”) is made as of December 13, 2019 by and among Encore Capital Group, Inc. (the “Company”) and the undersigned holders of Notes (the “Noteholders”). Reference is made to that certain Third Amended and Restated Senior Secured Note Purchase Agreement, dated as of August 11, 2017, between the Company, on the one hand, and the Purchasers named therein, on the other hand (as the same has been amended, supplemented or otherwise modified from time to time prior to the date hereof, the “Note Agreement”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings given to them in the Note Agreement.

7% SENIOR SECURED NOTE PURCHASE AGREEMENT
Senior Secured Note Purchase Agreement • April 5th, 2006 • Vendingdata Corp • Miscellaneous manufacturing industries • California

This 7% Senior Secured Note Purchase Agreement (this “Agreement”) is dated as of March 29, 2006, among VendingData Corporation, a Nevada corporation (the “Company”), and Bricoleur Partners, L.P., Bricoleur Enhanced, L.P., BRIC 6, L.P. and Bricoleur Offshore Ltd. (each, including its successors and assigns, a “Lender” and collectively the “Lenders”).

AMENDMENT NO. 4 Dated as of September 15, 2023 to FOURTH AMENDED AND RESTATED SENIOR SECURED NOTE PURCHASE AGREEMENT Dated as of September 1, 2020
Senior Secured Note Purchase Agreement • November 1st, 2023 • Encore Capital Group Inc • Short-term business credit institutions • New York

THIS AMENDMENT NO. 4 (“Amendment”) is made as of September 15, 2023 by and among Encore Capital Group, Inc. (the “Company”) and the undersigned holders of Notes (the “Noteholders”). Reference is made to that certain Fourth Amended and Restated Senior Secured Note Purchase Agreement, dated as of September 1, 2020, between the Company, on the one hand, and the Purchasers named therein, on the other hand (the “Note Agreement”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings given to them in the Note Agreement.

AMENDMENT NO. 1 Dated as of August 30, 2019 to THIRD AMENDED AND RESTATED SENIOR SECURED NOTE PURCHASE AGREEMENT Dated as of August 11, 2017
Senior Secured Note Purchase Agreement • September 3rd, 2019 • Encore Capital Group Inc • Short-term business credit institutions • New York

THIS AMENDMENT NO. 1 (“Amendment”) is made as of August 30, 2019 by and among Encore Capital Group, Inc. (the “Company”) and the undersigned holders of Notes (the “Noteholders”). Reference is made to that certain Third Amended and Restated Senior Secured Note Purchase Agreement, dated as of August 11, 2017, between the Company, on the one hand, and the Purchasers named therein, on the other hand (as the same has been amended, supplemented or otherwise modified from time to time prior to the date hereof, the “Note Agreement”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings given to them in the Note Agreement.

SENIOR SECURED NOTE PURCHASE AGREEMENT
Senior Secured Note Purchase Agreement • June 24th, 2008 • Proelite, Inc. • Services-amusement & recreation services • California

THIS SENIOR SECURED NOTE PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of June __, 2008, among PROELITE, INC., a New Jersey corporation (the “Company”), and Showtime Networks, Inc. (“Purchaser”).

AMENDMENT NO. 1 TO SENIOR SECURED NOTE PURCHASE AGREEMENT
Senior Secured Note Purchase Agreement • February 2nd, 2024 • Golden Arrow Merger Corp. • Blank checks • New York

This SENIOR SECURED NOTE PURCHASE AGREEMENT, dated as of October 14, 2022, is entered into by and among BOLT THREADS, INC., a Delaware corporation (together with its successors and assigns, “Company”, or “Issuer”), certain Subsidiaries of Company from time to time, as Guarantors, Ginkgo Bioworks, Inc. (“Ginkgo”), as investor (the “Investor” and Ginkgo, as collateral agent for the Investor (in such capacity, together with its successors and assigns, “Collateral Agent”).

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FIRST AMENDMENT TO SENIOR SECURED NOTE PURCHASE AGREEMENT
Senior Secured Note Purchase Agreement • August 12th, 2019 • Novation Companies, Inc. • Real estate agents & managers (for others) • New York

THIS FIRST AMENDMENT TO SENIOR SECURED NOTE PURCHASE AGREEMENT is dated as of August 9, 2019, by and among NOVATION COMPANIES, INC., a Maryland corporation (“Issuer”), each of those Subsidiaries of the Issuer identified as a “Guarantor” on the signature pages hereto and such other Subsidiaries of the Issuer as may from time to time become a party hereto (each a “Guarantor” and collectively, the “Guarantors”), the Noteholders listed on the signature page hereof (together with such Persons who may become Noteholders hereunder from time to time, each a “Noteholder” and collectively, the “Noteholders”), and Wilmington Savings Fund Society, FSB as Collateral Agent (the “Collateral Agent”) (the “Amendment”).

SENIOR SECURED NOTE PURCHASE AGREEMENT
Senior Secured Note Purchase Agreement • April 26th, 2024 • Berenson Acquisition Corp. I • Blank checks • New York

This SENIOR SECURED NOTE PURCHASE AGREEMENT (as amended, supplemented or otherwise modified from time to time, this “Agreement”), dated as of April 22, 2024, is by and among Custom Health, Inc., a Delaware corporation with offices located at 8605 Santa Monica Blvd., PMG 64914, West Hollywood, CA 90069-4109 (the “Company”), the Guarantors (used herein as defined in the Guaranty referred to below) from time to time party hereto (together with the Company, collectively, the “Note Parties” and each a “Note Party”), Berenson Acquisition Corp. I, a Delaware corporation (“SPAC”), Funicular Funds, LP, a Delaware limited partnership (the “Lead Buyer”), as an investor and as collateral agent for the Buyers (in such capacity, the “Collateral Agent”), and each additional investor listed on the Schedule of Buyers attached hereto (such investor and the Lead Buyer individually referred to as a “Buyer”, and collectively, the “Buyers”). Any capitalized term not defined herein shall have the same meanin

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