Amended and Restated Note. The Note shall be amended and restated in the form attached hereto as Exhibit A (the “Amended Note”).
Amended and Restated Note. The Obligors are contemporaneously herewith executing and delivering to the Lender that certain Amended and Restated Secured Promissory Note (the "Restated Note") in form and substance as attached hereto as Exhibit A. Lender shall hold the Restated Note in escrow and the Restated Note shall not be effective until May 13, 2002; provided however that the parties agree that Lender shall only release the Restated Note from escrow on May 13, 2002 if (a) the conditions precedent set forth in Section 7 hereof are satisfied, and (b) no Event of Default other than the Acknowledged Defaults shall have occurred during the Forbearance Period. Upon its release from Escrow the Restated Note shall amend and restate the Note in its entirety effective as of May 13, 2002.
Amended and Restated Note. The Borrower acknowledges, agrees and understands that this Note is given in replacement of and in substitution for, but not in payment of, a prior note dated on or about May 9, 2013, in the original principal amount of $23,000,000.00, given by Borrower in favor of the Bank (or its predecessor-in-interest), as the same may have been amended or modified from time to time (“Prior Note”), and further, that: (a) the obligations of the Borrower as evidenced by the Prior Note shall continue in full force and effect, as amended and restated by this Note, all of such obligations being hereby ratified and confirmed by the Borrower; (b) any and all liens, pledges, assignments and security interests securing the Borrower’s obligations under the Prior Note shall continue in full force and effect, are hereby ratified and confirmed by the Borrower, and are hereby acknowledged by the Borrower to secure, among other things, all of the Borrower’s obligations to the Bank under this Note, with the same priority, operation and effect as that relating to the obligations under the Prior Note; and (c) nothing herein contained shall be construed to extinguish, release, or discharge, or constitute, create, or effect a novation of, or an agreement to extinguish, the obligations of the Borrower with respect to the indebtedness originally described in the Prior Note or any of the liens, pledges, assignments and security interests securing such obligations.
Amended and Restated Note. The Loan shall be evidenced and governed by a new promissory note (the “New Note”) which amends and restates in its entirety, but does not extinguish, the Note. Anything to the contrary notwithstanding, if any inconsistency exists between the Loan Agreement and the New Note, the New Note shall control.
Amended and Restated Note. As of the Effective Date and subject to the terms and conditions of this Agreement, Borrower and Lender shall amend the Note, which modification shall be effective as of the Effective Date, by the execution and delivery of the Amended and Restated Promissory Note in form of Exhibit “B” hereto (the “Amended Note”).
Amended and Restated Note. Exhibit A of the Existing Loan Agreement is hereby deleted in its entirety and replaced with Exhibit A attached hereto.
Amended and Restated Note. This Promissory Note, together with the Amended and Restated Promissory Note (Boston Xxxxx/Brandywine) of even date herewith, consolidates, amends, renews, restates and supercedes that certain Fifth Amended and Restated Promissory Note dated July 13, 2012 in favor of Lender in the original principal amount of FIFTY-SIX MILLION SEVEN THOUSAND EIGHT HUNDRED AND NO 100 DOLLARS ($56,007,800.00) (the “Prior Note”). The Borrower and the Lender intend that the indebtedness reflected by this Promissory Note shall continue to be fully and completely secured by all liens originally given as security for the Prior Note, according to the same perfection and priority. This instrument constitutes a consolidation, amendment and renewal, and not a novation, of the Prior Note.
Amended and Restated Note. TransTechnology shall deliver to CIT a Third Amended and Restated Revolving Loan Promissory Note (the "Amended Note"), in the form attached hereto as Exhibit A, duly executed by TransTechnology, which Amended Note will amend (to the extent set forth therein) and restate the Second Amended and Restated Revolving Loan Promissory Note (dated January 30, 2004 as of August 7, 2002), and will be issued in substitution of and exchange for, but not in payment of, such Second Amended and Restated Revolving Loan Promissory Note. Following CIT's receipt of the Amended Note, CIT will return to TransTechnology for cancellation the original Second Amended and Restated Revolving Loan Promissory Note, provided, however, that if such promissory note is unavailable, CIT will instead deliver to TransTechnology an affidavit of loss with respect to such promissory note. From and after the date this Amendment becomes effective in accordance with Section 4 hereof, the Amended Note will be deemed to be the "Revolving Loan Promissory Note" referred to in the Financing Agreement for all purposes therein.
Amended and Restated Note. In connection and to facilitate the stated intent of the Company and the Lenders in the recitals, among other things, the parties consent and agree that the 2017 Notes issued to all Purchasers are hereby further amended and restated, substantially in the form attached hereto as Exhibit A (the “Second Amended and Restated Note”). The Company shall execute and deliver the Second Amended and Restated Note to each Purchaser.
Amended and Restated Note. This Note is given, in part, in replacement for, but not in payment of, that certain promissory note of the Borrower in the original principal amount of Twelve Million and 00/100 Dollars ($12,000,000.00) and dated as of March 15, 2017 (the “Existing Note”). The Existing Note is hereby modified and restated in its entirety hereby. No part of the indebtedness evidenced by the Existing Note shall be disturbed, discharged, canceled or impaired by the foregoing modification and restatement of the Existing Note as evidenced by this Note, it being the intention of the Borrower and Lender that such modification and restatement shall not create a new or further principal indebtedness except to the extent that the amount outstanding hereunder exceeds the indebtedness outstanding under the Existing Note. Without limiting the generality of the foregoing, the Borrower acknowledges and agrees that its issuance of this Note and the acceptance of this Note by the Lender shall not in any way relieve or limit the Borrower’s responsibility for interest which may have accrued prior to and including to date hereof pursuant to the Existing Note but not paid prior to the date hereof. The holder of this Note is entitled to the benefits of the security provided for in the Mortgage and Loan Agreement. The holder of this Note may enforce the agreements of the Borrower contained in the Mortgage and Loan Agreement and exercise the remedies provided for thereby or otherwise in respect thereof, all in accordance with the terms thereof. Borrower hereby warrants and represents to and covenants and agrees with Lender that:
(a) As of the date hereof, the outstanding principal balance of the Existing Note is Eleven Million Seven Hundred Eighty Thousand Eight Hundred Thirty-Three and 34/100 Dollars ($11,780,833.34), which sums are due and owing by Borrower to Lender under and pursuant to the Existing Note without right of setoff, counterclaim or defense, and that all of the figures, amounts, data and information set forth above with respect to the Existing Note is true and accurate in all material respects.
(b) The Existing Note constitutes the valid, lawful, binding and genuine obligations of the Borrower and is enforceable against the Borrower according to its terms, except as modified hereby.
(c) Borrower does not now have, never has had, and in any event waives any defense, cause of action, claim or counterclaim against Lender which Borrower has or may have with respect to events which oc...
