Acquisition Loan Clause Samples
An Acquisition Loan clause defines the terms under which a borrower receives financing specifically to purchase assets, such as real estate or a business. This clause typically outlines the loan amount, interest rate, repayment schedule, and any conditions precedent to disbursement, such as due diligence or collateral requirements. Its core practical function is to provide clear guidelines for both lender and borrower regarding the funding of an acquisition, thereby reducing uncertainty and ensuring both parties understand their obligations and rights during the transaction.
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Acquisition Loan. In the event that the Borrowers permanently reduce (including, without limitation, a reduction to $0 or termination) the Acquisition Loan Commitment pursuant to Section 2.16(c) before the Conversion Date, the Borrowers shall pay to the Administrative Agent for the account of the Lenders in accordance with their Applicable Acquisition Loan Percentage, simultaneously with any such reduction, a prepayment fee of 2% of any such commitment reduction. In the event that the Borrowers pay any principal with respect to any Acquisition Loan after the Conversion Date on any day other than the date scheduled for such payment under Section 2.10(b), the Borrowers shall pay, simultaneously with any such prepayment, a prepayment fee of 1% of such principal payment, provided, however, there shall be no Prepayment Fee with respect to any prepayment of principal of the Acquisition Loan if such payment is made entirely from excess cash flow from the Borrowers’ operations in the ordinary course of business, from the proceeds of the issuance by any Borrower of any Equity Interests, or from the proceeds of a refinancing of the Obligations in a transaction in which the Administrative Agent or one of its Affiliates provides or arranges a replacement credit facility for the Borrowers.
Acquisition Loan. (i) Subject to the terms and conditions set forth herein, each Lender severally agrees to make a term loan (collectively, the “Acquisition Loan”) to Borrower in an amount equal to the amount of such Lender’s Acquisition Loan Commitment. The Borrower shall execute and deliver to each such Lender one or more Acquisition Notes to evidence the Acquisition Loan. The Acquisition Loan shall be a Eurodollar Rate Loan, as further provided herein. Once repaid or prepaid, the Acquisition Loan may not be re-borrowed.
(ii) The Acquisition Loan shall be disbursed in no more than two (2) installments. On the Acquisition Loan Closing Date, the Borrower shall have the right to request, and each Lender shall fund, the first installment of the Acquisition Loan in an amount not to exceed such Lender’s Acquisition Loan Commitment (collectively, the “First Acquisition Draw”). At any time within ninety (90) days after the Acquisition Loan Closing Date, the Borrower shall have the right to request, and each Lender shall fund, a second installment of the Acquisition Loan in an amount not to exceed (A) such Lender’s Acquisition Loan Commitment minus (B) such Lender’ share of the First Acquisition Draw (collectively, the “Second Acquisition Draw”). The Borrower shall have no right to request, and the Lenders shall have no obligation to fund, any installments of the Acquisition Loan other than the First Acquisition Draw and the Second Acquisition Draw as described above. To the extent that the aggregate amount of the First Acquisition Draw and the Second Acquisition Draw is less than $20,000,000, or in the event that the Borrower has not requested the Second Acquisition Draw prior to the expiration of the 90-day period referred to above, the Borrower shall be deemed to have automatically and irrevocably waived any right to request or receive any more funds from the Acquisition Loan.
(f) Section 2.03(a)(i) of the Credit Agreement is hereby deleted in its entirety and replaced with the following:
(i) Subject to the terms and conditions set forth herein, (A) the L/C Issuer agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.03, (1) from time to time on any Business Day during the period from the Closing Date until the L/C Expiration Date, to issue Letters of Credit for the account of Borrower, and to amend or extend Letters of Credit previously issued by it, in accordance with subsection (b) below, and (2) to honor drawings under the Letters of Credi...
Acquisition Loan. The Borrower will apply the proceeds of the Acquisition Loan solely to finance acquisitions permitted pursuant to Section 2.1 and to finance capital expenditures for additions or improvements to the assets of the Borrower (as distinguished from maintenance capital expenditures).
Acquisition Loan. For each Property acquired by the Company, the loan(s) obtained by the Company to fund the acquisition of such Property.
Acquisition Loan. Borrowers hereby acknowledge and agree that, on the date hereof, Lender made the Acquisition Loan Advance to Borrowers in the principal amount of $760,000,000.00, which Acquisition Loan Advance represents a full disbursement of all proceeds of the Acquisition Loan in the maximum principal amount of the Acquisition Loan Amount. The Acquisition Loan is evidenced by the Note and this Agreement, is secured by the Mortgage and the other Loan Documents and shall be repaid with interest, costs and charges as more particularly set forth in the Note, this Agreement, the Mortgage and the other Loan Documents. Principal amounts of the Acquisition Loan which are repaid for any reason may not be reborrowed. Lender shall not fund any portion of the Acquisition Loan from any account holding “plan assets” of one or more plans within the meaning of 29 C.F.R. 2510.3-101 unless such Acquisition Loan will not constitute a non-exempt prohibited transaction under ERISA. Borrowers shall use the proceeds of the Acquisition Loan to (a) directly or indirectly acquire the Properties and the IP, (b) repay and discharge any existing loans relating, directly or indirectly, to any of the Properties and/or the IP, (c) make deposits into the Reserve Funds on the Closing Date in the amounts provided herein, (d) pay costs and expenses incurred in connection with the closing of the Loan, as reasonably approved by Lender, as set forth on a sources and uses of funds schedule executed by Borrowers and Lender on the Closing Date, and (e) for such other purposes as shall be reasonably approved by Lender, as set forth on a sources and uses of funds schedule executed by Borrowers and Lender on the Closing Date.
Acquisition Loan. The term "Acquisition Loan" shall mean the initial disbursement at Closing of Loan Proceeds in the principal sum of the Acquisition Loan Amount to be used by the Land Owner for the acquisition of fee simple title to the Land plus certain closing and construction expenses.
Acquisition Loan. Notwithstanding anything to the contrary in this Agreement, each Member’s rights under the Agreement shall at all times be subject to the terms and conditions of the Acquisition Loan, and neither Member (a) shall take, or fail to take, any action that would conflict with any material term or condition of the Acquisition Loan or cause a default or event of default under the Acquisition Loan, or (b) shall cause the Company or any Subsidiary to take, or fail to take, any action that would conflict with any material term or condition of the Acquisition Loan or cause a default or event of default under the Acquisition Loan.
Acquisition Loan. On the Final Maturity Date, the Borrower shall pay all outstanding principal of the Acquisition Loan.
Acquisition Loan. Upon the terms and subject to the conditions set forth in this Agreement, Lender shall loan to or for the account of Borrower, and Borrower shall borrow and repay, the Loan in the maximum principal amount of $27,500,000, the proceeds of which will be used by Borrower (together with equity) for the purposes set forth in Section 2.3 below. The Loan does not revolve.
Acquisition Loan. The purpose of the Acquisition Loan shall be to fund Obligors' acquisition of fee simple title to the Land and existing Improvements, and shall be disbursed at Closing. The Borrower shall pay from its own funds the difference between the Acquisition Loan Amount and the actual purchase price, plus all closing costs, including, without limitation, recordation and transfer taxes, title examination costs and title insurance premiums, document preparation fees, real property taxes and counsel fees in connection with the acquisition of the Land.