Acquisition Loan Facility. (A) Subject to the terms and conditions set forth in this Agreement (including, without limitation, the conditions precedent set forth in Subsections 4.2 and 4.3), after the Closing Date and to and excluding the Termination Date, upon the request of Rail, each of the Lenders shall, severally in proportion to its Acquisition Proportionate Share of the amount of loans requested pursuant to this Subsection 2.2(A), make term loans to Rail (the "Acquisition Loans"); provided that the aggregate amount of Acquisition Loans made at any time shall not exceed the aggregate Acquisition Commitments at such time or, if less, the Acquisition Loan Funding Cap. No Acquisition Loan shall be made at any time unless the aggregate amount of such Loans made at such time is equal to $5,000,000 or more. The Acquisition Loans advanced by each Lender shall be evidenced, in part, by a promissory note made by Rail in favor of such Lender (each, an "Acquisition Note") substantially in the form attached hereto as Exhibit A-2 with the blanks appropriately filled and, the provisions of any Acquisition Note notwithstanding, shall become immediately due and payable as provided in Subsection 9.1 hereof, and, without notice or demand, upon the termination of this Agreement pursuant to Subsections 2.15 or 2.21(E) hereof.
(B) Each of the Acquisition Loans shall consist of one or more Base Rate Advances or LIBOR Rate Advances, as duly requested by Rail pursuant to this Agreement. Rail shall maintain a sufficient amount of Base Rate Advances so that the making of payments on the Acquisition Loans in accordance with the terms of this Agreement will not necessitate a payment of a LIBOR Rate Advance on a day other than the last day of the Interest Period applicable thereto.
(C) Subject to Subsections 9.1, 2.15 and 2.21(E), each Acquisition Loan shall be payable in 36 substantially equal (rounded up to the nearest whole dollar) monthly installments commencing on the first day of the first month following the date on which such Acquisition Loan is made and continuing on the first day of each month thereafter until paid in full. Subject to Subsections 2.5(E) and 2.21(C),Rail may prepay the Acquisition Loans, in whole or in part, together with payment of all accrued interest on the principal amount to be prepaid upon five (5) Business Days prior written notice to Agent and the Lenders, provided that each such prepayment if in part shall be (i) in an aggregate principal amount of not less than $1,000,0...
Acquisition Loan Facility. After the Closing Date and prior to the Acquisition Loan Facility Termination Date, each Lender severally agrees, on the terms and conditions set forth in this Agreement, to make acquisition loans to the Borrower from time to time (each individually an "Acquisition Loan" and, collectively, the "Acquisition Loans") in amounts not to exceed in the aggregate the amount of its Acquisition Loan Commitment. Each Advance under the Acquisition Loan Facility shall consist of Acquisition Loans made by the Lenders ratably in proportion to each Lender's Pro Rata Share of the Aggregate Acquisition Loan Commitment, and at no time shall the aggregate principal amount of all Acquisition Loans at any time made hereunder exceed the Aggregate Acquisition Loan Commitment. No Lender shall be responsible for any failure by any other Lender to perform its obligation to make an Acquisition Loan hereunder nor shall the Acquisition Loan Commitment of any Lender be increased or decreased as a result of any such failure. No portion of any Acquisition Loan may be reborrowed once it is repaid. The Acquisition Loan Commitments of the Lenders shall expire on the Acquisition Loan Facility Termination Date.
Acquisition Loan Facility. Proceeds of each Advance made under the Acquisition Loan Facility shall be used by the Borrower to finance an Acquisition which is permitted to be made without the consent of the Required Lenders under the provisions of Section 6.12.2(ii) or which has been approved by the Required Lenders in accordance with the provisions of Section 6.12.2(iii).
Acquisition Loan Facility. The Acquisition Term Loans made on either of the Acquisition Loan Facility Conversion Dates shall be payable as to principal in sixty (60) consecutive monthly payments, which shall be due on each Payment Date commencing on the first Payment Date occurring after the applicable Acquisition Loan Facility Conversion Date and continuing on the last day of each calendar month thereafter, with each installment to be in the aggregate principal amount equal to one-sixtieth (1/60th) of the applicable Acquisition Loan Facility Conversion Balance. The Acquisition Term Loans made on the Acquisition Loan Facility Termination Date shall be payable as to principal in forty-eight (48) consecutive monthly payments, which shall be due on each Payment Date commencing on the first Payment Date occurring after the Acquisition Loan Facility Termination Date and continuing on the last day of each calendar month thereafter, with each installment to be in the aggregate principal amount equal to one forty-eighth (1/48th) of the applicable Acquisition Loan Facility Conversion Balance.
Acquisition Loan Facility. (i) Subject to the terms and conditions hereof, each Acquisition Loan Lender agrees to make available to Borrower from time to time until
Acquisition Loan Facility. Subject to and upon the provisions of this Agreement, the Lender establishes an acquisition loan facility in the maximum principal amount of Seven Hundred Fifty-one Thousand Dollars ($751,000) (the "Acquisition Loan Committed Amount") in favor of the Borrowers. The Acquisition Loan Committed Amount will
Acquisition Loan Facility. The parties hereto anticipate that a loan facility in the amount of approximately $40,000,000 (the "Acquisition Loan Facility") will be obtained from a lender or a group of lenders to finance a portion of the Merger Consideration. Upon the completion of the Acquisition/Merger Transactions, the Acquisition Loan Facility will be secured by a Lien on substantially all of the assets of TRIOD, replacing the existing loan facility which will be repaid on the Closing Date as contemplated in the Merger Agreement. The funds available under the Acquisition Loan Facility, together with the capital to be contributed to Parent and TRIOD, will be sufficient to pay the Merger Consideration and consummate all of the Acquisition/Merger Transactions.
Acquisition Loan Facility. Subject to and upon the provisions of this Agreement, the Lender establishes an acquisition loan facility in the maximum principal amount of Ten Million Dollars ($10,000,000) ("Acquisition Loan Committed Amount") in favor of the Borrowers. The aggregate of all advances under the Acquisition Loan Facility are sometimes referred to in this Agreement collectively as the "Acquisition Loan". The obligation of the Lender to make advances under the Acquisition Loan is herein called its "Acquisition Loan Commitment".
Acquisition Loan Facility. (a) After the Closing Date and prior to the Acquisition Loan Facility Termination Date, the Lender agrees, on the terms and conditions set forth in this Agreement, to make acquisition loans to the Borrower from time to time (each individually an "Acquisition Loan" and, collectively, the "Acquisition Loans") in amounts not to exceed in the aggregate the amount of the Acquisition Loan Commitment. No portion of any Acquisition Loan may be reborrowed once it is repaid. The obligation of the Lender to make Acquisition Loans under the Acquisition Loan Facility shall expire on the Acquisition Loan Facility Termination Date.
(b) On each Acquisition Loan Facility Conversion Date (including the Acquisition Loan Facility Termination Date), the Acquisition Loan Facility Conversion Balance then outstanding shall be converted into an Acquisition Term Loan.
Acquisition Loan Facility. Proceeds of each Acquisition Loan ------------------------- shall be used by the Borrower to finance an Acquisition which is permitted to be made without the consent of the Lender under the provisions of Section 6.12.2(ii) or which has been approved by the Lender in accordance with the provisions of Section 6.12.2(iii).
