Upon CNB definition

Upon CNB s written notice to Borrower of the occurrence of an Event of Default, the outstanding principal balance (and interest, to the extent permitted by law) shall bear additional interest from the date of such notice at the rate of Five Percent (5.0%) per annum higher than the interest rate as determined and computed above, and continuing thereafter until the Event of Default is cured. This Note shall be governed by the laws of the State of California. If this Note is executed by more than one Borrower, all obligations are joint and several. `BORROWER" Spectrum Laboratories, Inc., a Delaware corporation By: /s/ Xxx X. Xxxxxxxx ---------------------------------------- Xxx X. Xxxxxxxx, Chief Executive Officer
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Upon CNB s written notice to Borrower of the occurrence of an Event of Default, the outstanding principal balance (and interest, to the extent permitted by law) shall bear additional interest from the date of such notice at the rate of five percent (5.0%) per annum higher than the interest rate as determined and computed above, and continuing thereafter until the Event of Default is cured. This Note shall be governed by the laws of the State of California. If this Note is executed by more than one Borrower, all obligations are joint and several. "BORROWER" SPECTRUM LABORATORIES, INC., a Delaware corporation By: /s/ Xxx X. Xxxxxxxx ---------------------------------------- XXX X. XXXXXXXX, Chief Executive Officer EXHIBIT B EQUIPMENT ACQUISITION NOTE $2,000,000.00 Irvine, California December 26, 2002 FOR VALUE RECEIVED, the undersigned, SPECTRUM LABORATORIES, INC., a Delaware corporation ("Borrower"), promises to pay to the order of CITY NATIONAL BANK, a national banking association ("CNB"), at its Office located at Irvine, California, the principal sum of TWO MILLION DOLLARS ($2,000,000.00), plus interest on the unpaid principal balance, from the date of its disbursement at a rate computed on the basis of a 360-day year, actual days elapsed, at the rates, times and in accordance with the terms of that certain Amended and Restated Credit Agreement between Borrower and CNB, dated as of December 26, 2002, as it may be amended from time to time (the "Credit Agreement"). Principal is payable as set forth in the Credit Agreement. Capitalized terms not defined herein shall have the meanings given them in the Credit Agreement. If payment on this Note becomes due and payable on a non-business day, the maturity thereof shall be extended to the next business day and, with respect to payments of principal or interest thereon, shall be payable during such extension at the then applicable rate. Upon the occurrence of one or more of the Events of Default specified in the Credit Agreement, all amounts remaining unpaid on this Note may become or be declared to be immediately payable as provided in the Credit Agreement, without presentment, demand or notice of dishonor, all of which are expressly waived. Borrower agrees to pay all costs of collection of this Note and reasonable attorneys' fees (including attorneys' fees allocable to CNB's in-house counsel) in connection therewith, irrespective of whether suit is brought thereon. This is the Equipment Acquisition Note referred to in th...
Sample 1
Upon CNB s written notice to Borrower of the occurrence of an Event of Default, the outstanding principal balance (and interest, to the extent permitted by law) shall bear additional interest from the date of such notice at the rate of Five Percent (5.0%) per annum higher than the interest rate as determined and computed above, and continuing thereafter until the Event of Default is cured. This Note shall be governed by the laws of the State of California. If this Note is executed by more than one Borrower, all obligations are joint and several.
Sample 1

More Definitions of Upon CNB

Upon CNB s written notice to Borrower of the occurrence of an Event of Default, the outstanding principal balance (and interest, to the extent permitted by law) shall bear additional EXHIBIT A interest from the date of such notice at the rate of Five Percent (5.0%) per annum higher than the interest rate as determined and computed above, provided, however, for the purposes hereof, a LIBOR Loan shall be treated as a Prime Loan upon the termination of the Interest Period, and continuing thereafter until the Event of Default is cured. This Note shall be governed by the laws of the State of California. If this Note is executed by more than one Borrower, all obligations are joint and several. "BORROWER" SIGNATURE EYEWEAR, INC., a California corporation By: ----------------------- Xxxxxxx Xxxxxx, CFO EXHIBIT B NOTICE OF BORROWING/INTEREST SELECTION This Notice of Borrowing/Interest Selection ("Notice") is executed and delivered by Signature Eyewear, Inc. ("Borrower") to City National Bank, a national banking association ("CNB"), pursuant to that Credit Agreement entered into by Borrower and CNB as of October 27, 1997 ("Agreement"). Terms not defined herein will have the meanings as defined in the Agreement.
Sample 1
Upon CNB s written notice to Borrower of the occurrence of an Event of Default, the outstanding principal balance (and interest, to the extent permitted by law) shall bear additional interest from the date of such notice at the rate of Five Percent (5.0%) per annum higher than the interest rate as determined and computed above, and continuing thereafter until the Event of Default is cured. This Note shall be governed by the laws of the State of California. If this Note is executed by more than one Borrower, all obligations are joint and several. "BORROWER" Spectrum Laboratories, Inc., a Delaware corporation By: EXHIBIT PLEASE DO NOT SIGN ---------------------------------------- Xxx X. Xxxxxxxx, Chief Executive Officer EXHIBIT C YIELD MAINTENANCE AGREEMENT During the first thirty (30) months of Term Loan A, Borrower shall have the right to prepay the principal of the Term Loan A, in whole or in part, on the first day of a calendar month, which prepayment must be preceded by not less than thirty (30) days prior written notice to CNB of Borrower's intention to make such prepayment, the amount thereof, and the day upon which such prepayment will be made, and there shall be paid to CNB concurrently with such prepayment all then accrued interest and any and all other amounts then due hereunder, TOGETHER WITH A PREPAYMENT CHARGE equal to the greater of:
Sample 1

Related to Upon CNB

  • Independent Consideration shall have the meaning as set forth in Section 2.14.

  • Purchase Price has the meaning set forth in Section 2.1.

  • Purchase Price Percentage has the meaning assigned to such term in the Pricing Side Letter.

  • Contract Consideration has the meaning set forth in the definition of “Excess Cash Flow.”

  • Pro Rata Share As to any Distribution Date, the Subordinated Principal Distribution Amount and any Class of Subordinated Certificates, the portion of the Subordinated Principal Distribution Amount allocable to such Class, equal to the product of the Subordinated Principal Distribution Amount on such Distribution Date and a fraction, the numerator of which is the related Class Certificate Balance thereof and the denominator of which is the aggregate of the Class Certificate Balances of the Subordinated Certificates.

  • Designated Non-Cash Consideration means the fair market value of non-cash consideration received by the Company or a Restricted Subsidiary in connection with an Asset Sale that is so designated as Designated Non-cash Consideration pursuant to an Officer’s Certificate, setting forth the basis of such valuation, executed by the principal financial officer of the Company, less the amount of cash or Cash Equivalents received in connection with a subsequent sale of or collection on such Designated Non-cash Consideration.

  • Ratable Share means, for any Guarantor in respect of any payment of Obligations, the ratio (expressed as a percentage) as of the date of such payment of Obligations of (i) the amount by which the aggregate present fair salable value of all of its assets and properties exceeds the amount of all debts and liabilities of such Guarantor (including contingent, subordinated, unmatured, and unliquidated liabilities, but excluding the obligations of such Guarantor hereunder) to (ii) the amount by which the aggregate present fair salable value of all assets and other properties of all of the Loan Parties exceeds the amount of all of the debts and liabilities (including contingent, subordinated, unmatured, and unliquidated liabilities, but excluding the obligations of the Loan Parties hereunder) of the Loan Parties; provided, however, that, for purposes of calculating the Ratable Shares of the Guarantors in respect of any payment of Obligations, any Guarantor that became a Guarantor subsequent to the date of any such payment shall be deemed to have been a Guarantor on the date of such payment and the financial information for such Guarantor as of the date such Guarantor became a Guarantor shall be utilized for such Guarantor in connection with such payment; and (c) “Contribution Share” shall mean, for any Guarantor in respect of any Excess Payment made by any other Guarantor, the ratio (expressed as a percentage) as of the date of such Excess Payment of (i) the amount by which the aggregate present fair salable value of all of its assets and properties exceeds the amount of all debts and liabilities of such Guarantor (including contingent, subordinated, unmatured, and unliquidated liabilities, but excluding the obligations of such Guarantor hereunder) to (ii) the amount by which the aggregate present fair salable value of all assets and other properties of the Loan Parties other than the maker of such Excess Payment exceeds the amount of all of the debts and liabilities (including contingent, subordinated, unmatured, and unliquidated liabilities, but excluding the obligations of the Loan Parties) of the Loan Parties other than the maker of such Excess Payment; provided, however, that, for purposes of calculating the Contribution Shares of the Guarantors in respect of any Excess Payment, any Guarantor that became a Guarantor subsequent to the date of any such Excess Payment shall be deemed to have been a Guarantor on the date of such Excess Payment and the financial information for such Guarantor as of the date such Guarantor became a Guarantor shall be utilized for such Guarantor in connection with such Excess Payment. This Section 10.06 shall not be deemed to affect any right of subrogation, indemnity, reimbursement or contribution that any Guarantor may have under Law against the Borrower in respect of any payment of Obligations.

  • Transfer Price has the meaning set forth in Section 2.01.

  • Total Consideration means the total amount (but without duplication) of (a) cash paid in connection with any Acquisition, plus (b) Indebtedness for borrowed money payable to the seller in connection with such Acquisition, plus (c) the fair market value of any equity securities, including any warrants or options therefor, delivered to the seller in connection with any Acquisition, plus (d) the amount of Indebtedness assumed in connection with any Acquisition.

  • Participating FFI means an FFI that, as from the effective date of any rules requiring withholding on "passthru payments" (as such term is defined pursuant to Sections 1471 through 1474 of the Code and any regulations thereunder or official interpretations thereof), meets the requirements of Section 1471(b) of the Code and any regulations or other official guidance issued thereunder and that has not elected to be withheld upon pursuant to Section 1471(b)(3) of the Code;

  • Pro Rata and Pari Passu Basis means with respect to the Notes and the Note Holders, the allocation of any particular payment, collection, cost, expense, liability or other amount between such Notes or such Note Holders, as the case may be, without any priority of any such Note or any such Note Holder over another such Note or Note Holder, as the case may be, and in any event such that each Note or Note Holder, as the case may be, is allocated its respective Percentage Interest of such particular payment, collection, cost, expense, liability or other amount.

  • Allocable Share means allocable share as that term is defined in the master settlement agreement.

  • Ratable means, as to any Lender, in accordance with its Specified Percentage.

  • Retained Amount means the present value (as determined in accordance with sections 280G(b)(2)(A)(ii) and 280G(d)(4) of the Code) of the Total Benefits net of all federal, state and local taxes imposed on Executive with respect thereto.

  • Transfer Payment Either or both of a Transfer Payment Made or a Transfer Payment Received.

  • Allocable Portion for purposes of this Plan, means (1) if there is one Distributor, all Earned Distribution and Earned Servicing Fees; or (2) if there are two or more Distributors, the portion of the Earned Distribution Fee and Earned Servicing Fee allocated to a Distributor in accordance with any allocation procedures to which each Distributor shall agree and which accurately allocates the Earned Distribution and Earned Servicing Fees among all Distributors in proportion to the outstanding New Class X Shares attributable to their respective efforts.

  • Other Consideration means cash and/or any securities (other than New Shares) or assets (whether of the entity or person (other than the Share Issuer) involved in the Merger Event or a third party).

  • Cash Consideration has the meaning set forth in Section 2.2.

  • Designated Noncash Consideration means the Fair Market Value of noncash consideration received by the Company or one of its Restricted Subsidiaries in connection with an Asset Disposition that is so designated as Designated Noncash Consideration pursuant to an Officer’s Certificate, setting forth the basis of such valuation.

  • Proportionate Percentage means, with respect to any Stockholder as of any date, the result (expressed as a percentage) obtained by dividing (i) the number of shares of Common Stock owned by such Stockholder as of such date by (ii) the total number of shares of Common Stock outstanding as of such date.

  • Allocable Percentage means, on any date of determination thereof, a fraction the denominator of which shall be equal to the number of Borrowers who are parties to this Agreement on such date and the numerator of which shall be 1; provided, however, that such percentages shall be modified in the event that contribution from a Borrower is not possible by reason of insolvency, bankruptcy or otherwise by reducing such Borrower’s Allocable Percentage equitably and by adjusting the Allocable Percentage of the other Borrowers proportionately so that the Allocable Percentages of all Borrowers at all times equals 100%.

  • Allocation Percentage means, with respect to any Monthly Period, the percentage equivalent of a fraction:

  • Net Consideration means “net consideration” as defined in Regulation Section 1.848-2(f));

  • Non-Cash Consideration means the Fair Market Value of non-cash consideration received by the Borrower or a Subsidiary in connection with an Asset Sale less the amount of cash or Cash Equivalents received in connection with a subsequent sale of or collection on such Non-Cash Consideration.

  • Purchase Percentage means, with respect to any Purchased Asset, the applicable Maximum Purchase Percentage specified in Schedule 1 (or as otherwise specified in the applicable Confirmation), as adjusted in accordance with Schedule 1 (or as otherwise specified in the applicable Confirmation).

  • Transfer Point means any point at which the passenger transfers between aircraft.