ALLONGE. In connection with entering into this Supplemental Indenture and the transactions contemplated hereby, each of the Company, JBS USA Food Company and JBS Luxembourg agree to enter into allonges to the Notes substantially in the form of Exhibit A hereto.
ALLONGE. THIS ALLONGE IS TO BE ATTACHED TO AND MADE AN INTEGRAL PART of the following instrument: Note [Insert proper name of Note] Dated: [Insert Date of Execution of Note] Payable by [Insert Name of Borrower], a [Insert State of Formation] [Kind of Entity] [If known] Payable to the Order of: [Insert name of Original Payee] Original Principal Amount: Dollars [Insert Original Principal Amount in words] ($ ) [Insert amount in numerals.] PAY TO THE ORDER OF XXXXXXXXX 0000-0 XXX-XXX VENTURE, LLC, A DELAWARE LIMITED LIABILITY COMPANY, WITHOUT RECOURSE AND WITHOUT REPRESENTATION OR WARRANTY, EXPRESS, IMPLIED OR BY OPERATION OF LAW, OF ANY KIND AND NATURE WHATSOEVER. FEDERAL DEPOSIT INSURANCE CORPORATION AS RECEIVER FOR By: Name: Title: Attorney in Fact Dated as of , 2010 ATTACHMENT E to Loan Contribution and Sale Agreement (Note to Preparer: When preparing the actual Affidavit delete this instruction and the reference to Attachment E above.) STATE OF § § COUNTY OF § ASSIGNMENT AND LOST INSTRUMENT AFFIDAVIT Before me, the undersigned authority, personally appeared , who upon being duly cautioned and sworn, deposes and says, to the best of his/her knowledge, as follows:
ALLONGE. THIS ALLONGE IS TO BE ATTACHED TO AND MADE AN INTEGRAL PART of the following instrument: Note [Insert proper name of Note] Dated: [Insert Date of Execution of Note] Payable by [Insert Name of Borrower], a [Insert State of Formation] [Kind of Entity] [If known] Payable to the Order of: [Insert name of Original Payee] Original Principal Amount: Dollars [Insert Original Principal Amount in words] ($ ) [Insert amount in numerals.] PAY TO THE ORDER OF 2011-SIP-1 CRE/CADC VENTURE, LLC, A DELAWARE LIMITED LIABILITY COMPANY, WITHOUT RECOURSE AND WITHOUT REPRESENTATION OR WARRANTY, EXPRESS, IMPLIED OR BY OPERATION OF LAW, OF ANY KIND OR NATURE WHATSOEVER. FEDERAL DEPOSIT INSURANCE CORPORATION IN ITS CAPACITY AS RECEIVER FOR FIRSTIER BANK, LOUISVILLE, COLORADO Dated as of [Insert Date] By: Name: Title: ATTACHMENT F to Asset Contribution Agreement (Note to Preparer: When preparing the actual Affidavit delete this instruction and the reference to Attachment F above.) STATE OF § § COUNTY OF § ASSIGNMENT AND LOST INSTRUMENT AFFIDAVIT Before me, the undersigned authority, personally appeared , who upon being duly cautioned and sworn, deposes and says, to the best of his/her knowledge, as follows:
ALLONGE. This Amendment shall be firmly affixed to and become an allonge to the Note.
ALLONGE. This Amendment shall be firmly affixed to and become an allonge to the Revolving Credit Note.
ALLONGE. An original of this Agreement may be attached to the original Revolving Loan Note as an allonge and made a part of the Revolving Loan Note, provided, however, that the failure to attach an original of this Agreement as an allonge to the Revolving Loan Note shall not impact the effectiveness of this Agreement and this Agreement shall nonetheless be valid, binding and enforceable. 11. GOVERNING LAW. THIS AGREEMENT AND THE TRANSACTIONS CONTEMPLATED HEREUNDER SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF UTAH WITHOUT GIVING EFFECT TO CONFLICT OF LAWS PRINCIPLES. THE PARTIES AGREE THAT ALL ACTIONS OR PROCEEDINGS ARISING IN CONNECTION WITH THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS SHALL BE TRIED AND LITIGATED ONLY IN THE STATE AND FEDERAL COURTS LOCATED IN THE COUNTY OF SALT LAKE, STATE OF UTAH OR, AT THE SOLE OPTION OF LENDER, IN ANY OTHER COURT IN WHICH LENDER SHALL INITIATE LEGAL OR EQUITABLE PROCEEDINGS AND WHICH HAS SUBJECT MATTER JURISDICTION OVER THE MATTER IN CONTROVERSY. EACH OF THE PARTIES WAIVES, TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, ANY RIGHT EACH MAY HAVE TO ASSERT THE DOCTRINE OF FORUM NON CONVENIENS OR TO OBJECT TO VENUE TO THE EXTENT ANY PROCEEDING IS BROUGHT IN ACCORDANCE WITH THIS SECTION. 22 12. COUNTERPART EXECUTION; EFFECTIVENESS. (a) This Agreement may be executed in counterparts (and by different parties hereto on different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract. Except as provided in Sections 6 and 7, this Agreement shall become effective when it shall have been executed by Lender and when Lender shall have received counterparts hereof which, when taken together, bear the signatures of each of the other parties hereto, and thereafter shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. (b) Delivery of an executed counterpart of a signature page of this Agreement or any other Loan Document by fax, emailed pdf. or any other electronic means that reproduces an image of the actual executed signature page shall be effective as delivery of a manually executed counterpart of this Agreement or such other Loan Document. The words “execution,” “signed,” “signature,” “delivery,” and words of like import in or relating to any document to be signed in connection with this Agreement or any other Loan Document and the transactions contemplated hereby or thereby...
ALLONGE. This Allonge, dated [June] [__], 2021, is attached to and made a part of that certain [Term Note][Revolving Note]1 in the original principal amount of $[______] dated as of December 7, 2018, made by STADCO, a California corporation, payable to the order of SUNFLOWER BANK, N.A., or order for the purpose of annexing thereto the following endorsement: Pay to the order of STADCO NEW ACQUISITION, LLC, a Delaware limited liability company without recourse, representation or warranty, express or implied, except as expressly set forth in Section 5 of the Amended and Restated Loan Purchase and Sale Agreement between SUNFLOWER BANK, N.A. and STADCO NEW ACQUISITION, LLC, a Delaware limited liability company dated April 23, 2021. SUNFLOWER BANK, N.A. By: Name: Title: 1 Purchaser to receive an Allonge for Revolving Note and Term Note. ASSIGNMENT AND ASSUMPTION AGREEMENT This Assignment and Assumption Agreement (the “Assignment and Assumption”) is dated as of [June] [__], 2021 and is entered into by and between SUNFLOWER BANK, N.A. (“Assignor”) and STADCO NEW ACQUISITION, LLC, a Delaware limited liability company (“Assignee”). Capitalized terms used but not defined herein shall have the meanings given to them in that certain Amended and Restated Loan Purchase and Sale Agreement dated as of April 23, 2021 by and between Assignor and Assignee (the “Purchase Agreement”) or that certain Loan and Security Agreement dated as of December 7, 2018 by and between Assignor, as Lender, STADCO, a California corporation, STADCO ACQUISITION, LLC, a California limited liability company and STADCO MEXICO, INC., Delaware corporation (as amended, the “Credit Agreement”), receipt of a copy of which is hereby acknowledged by Assignee. For an agreed consideration, Assignor hereby irrevocably sells and assigns to Assignee, and Assignee hereby irrevocably purchases and assumes from Assignor, subject to and in accordance with the Purchase Agreement and the Credit Agreement, as of the Effective Date (i) all of Assignor’s rights and obligations in its capacity as Lender under the Credit Agreement and any other documents or instruments delivered pursuant thereto (as set forth on Schedule 1 attached hereto) to the extent related to such outstanding rights and obligations of the Assignor under the Credit Agreement and Loan Documents, and (ii) to the extent permitted to be assigned under applicable law, all claims, suits, causes of action and any other right of the Assignor (in its capacity as a Lend...
ALLONGE. A copy of this Amendment may be attached to the Note as an allonge.
ALLONGE. The Company shall have executed and delivered to the Holder an Allonge in the form of Annex 1 for each outstanding Note held by the Holder.
ALLONGE. As used in this Allonge, the following capitalized terms have the following meanings:
