Common use of Additional Conditions on Capital Expenditure Loans Clause in Contracts

Additional Conditions on Capital Expenditure Loans. In addition to the conditions set forth in Section 6, no Lender shall have an obligation to make a Capital Expenditure Loan if: (a) the principal amount of the requested Capital Expenditure Loan would exceed (i) 80% of the invoice price (of which, not more than 20% can constitute sales taxes, delivery charges and other “soft” costs related to such purchase) of the used Eligible Equipment to be purchased with the proceeds of such Capital Expenditure Loan, (ii) 100% of the invoice price (of which, not more than 20% can constitute sales taxes, delivery charges and other “soft” costs related to such purchase) of the new Eligible Equipment to be purchased with the proceeds of such Capital Expenditure Loan or (iii) the lesser of (A) 75% of the purchase price of the new Real Estate (including vineyards) or (B) 75% of appraised “as is” fair market value of the new Real Estate (including vineyards). (b) after giving effect to such requested Capital Expenditure Loan, the aggregate amount of the outstanding Capital Expenditure Loans would exceed the Capital Expenditure Loan Commitment; (c) in the case of an Eligible Equipment purchase, the documents required to be delivered to Agent pursuant to clause (g) of the definition of Eligible Equipment either (i) have not been delivered to Agent five (5) Business Days prior to the date that the Notice of Borrowing requesting such Capital Expenditure Loan has been delivered to Agent, or (ii) are not in form and substance reasonably satisfactory to Agent; and (d) in the case of a Real Estate purchase, the Borrowers have not delivered to Agent five (5) Business Days prior to the date that the Notice of Borrowing requesting such Capital Expenditure Loan (i) an executed Mortgage in recordable form sufficient to create a first priority Lien in favor of Agent on such Real Estate subject to Permitted Liens, or (ii) all Related Real Estate Documents with respect to such Real Estate in form and substance reasonably satisfactory to Agent.

Additional Conditions on Capital Expenditure Loans. In addition to the conditions set forth in Section 6, no Lender shall have an obligation to make a Capital Expenditure Loan if: (a) the principal amount of the requested Capital Expenditure Loan would exceed (i) 80% of the invoice price (of which, not more than 20% can constitute sales taxes, delivery charges and other “soft” costs related to such purchase) of the used Eligible Equipment to be purchased with the proceeds of such Capital Expenditure Loan; provided, however, a Capital Expenditure Loan made with respect to Eligible Equipment being acquired in connection with a Permitted Acquisition shall not exceed, depending on the methodology and basis of the related appraisals (A) 100% of the NOLV of such Eligible Equipment, or (B) 85% of the orderly liquidation value of such Eligible Equipment, so long as the methodology and basis of the related appraisals, as well as the appraiser performing such appraisals, is satisfactory to Agent in its Permitted Discretion, (ii) 100% of the invoice price (of which, not more than 20% can constitute sales taxes, delivery charges and other “soft” costs related to such purchase) of the new Eligible Equipment to be purchased with the proceeds of such Capital Expenditure Loan or Loan, and (iii) the lesser of (A) 75% of the purchase price of the new Real Estate (including vineyards) or (B) 75% of appraised “as is” fair market value of the new Real Estate (including vineyards). (b) after giving effect to such requested Capital Expenditure Loan, the aggregate amount of the outstanding Capital Expenditure Loans would exceed the Capital Expenditure Loan Commitment; (c) in the case of an Eligible Equipment purchase, the documents required to be delivered to Agent pursuant to clause (g) of the definition of Eligible Equipment either (i) have not been delivered to Agent five (5) Business Days prior to the date that the Notice of Borrowing requesting such Capital Expenditure Loan has been delivered to Agent, or (ii) are not in form and substance reasonably satisfactory to Agent; (d) in the case of the purchase of used Eligible Equipment, (i) Agent shall never have received an appraisal of such used Eligible Equipment conducted by an appraiser reasonably satisfactory to Agent, or (ii) no such appraisal shall have results reasonably satisfactory to Agent; and (de) in the case of a Real Estate purchase, the Borrowers have not delivered to Agent five twenty one (521) Business Days prior to the date that the Notice of Borrowing requesting such Capital Expenditure Loan has been delivered to the Agent (i) an executed Mortgage in recordable form sufficient to create a first priority Lien in favor of Agent on such Real Estate subject to Permitted Liens, or (ii) all Related Real Estate Documents with respect to such Real Estate in form and substance reasonably satisfactory to Agent.

Additional Conditions on Capital Expenditure Loans. In addition to the conditions set forth in Section 6, no Lender shall have an obligation to make a Capital Expenditure Loan if: (a) the principal amount of the requested Capital Expenditure Loan would exceed (i) 80% of the invoice price (of which, not more than 20% can constitute sales taxes, delivery charges and other “soft” costs related to such purchase) of the used Eligible Equipment to be purchased with the proceeds of such Capital Expenditure Loan; provided, however, a Capital Expenditure Loan made with respect to Eligible Equipment being acquired in connection with a Permitted Acquisition shall not exceed, depending on the methodology and basis of the related appraisals (A) 100% of the NOLV of such Eligible Equipment, or (B) 85% of the orderly liquidation value of such Eligible Equipment, so long as the methodology and basis of the related appraisals, as well as the appraiser performing such appraisals, is satisfactory to Agent in its Permitted Discretion, (ii) 100% of the invoice price (of which, not more than 20% can constitute sales taxes, delivery charges and other “soft” costs related to such purchase) of the new Eligible Equipment to be purchased with the proceeds of such Capital Expenditure Loan or (iii) the lesser of (A) 75% of the purchase price of the new Real Estate (including vineyards) or (B) 75% of appraised “as is” fair market value of the new Real Estate (including vineyards). (b) after giving effect to such requested Capital Expenditure Loan, the aggregate amount of the outstanding Capital Expenditure Loans would exceed the Capital Expenditure Loan Commitment; (c) in the case of an Eligible Equipment purchase, the documents required to be delivered to Agent pursuant to clause (g) of the definition of Eligible Equipment either (i) have not been delivered to Agent five (5) Business Days prior to the date that the Notice of Borrowing requesting such Capital Expenditure Loan has been delivered to Agent, or (ii) are not in form and substance reasonably satisfactory to Agent; (d) in the case of the purchase of used Eligible Equipment, (i) Agent shall never have received an appraisal of such used Eligible Equipment conducted by an appraiser reasonably satisfactory to Agent, or (ii) no such appraisal shall have results reasonably satisfactory to Agent; and (de) in the case of a Real Estate purchase, the Borrowers have not delivered to Agent five twenty one (521) Business Days prior to the date that the Notice of Borrowing requesting such Capital Expenditure Loan has been delivered to the Agent (i) an executed Mortgage in recordable form sufficient to create a first priority Lien in favor of Agent on such Real Estate subject to Permitted Liens, or (ii) all Related Real Estate Documents with respect to such Real Estate in form and substance reasonably satisfactory to Agent.