Amended and Restated Promissory Note. The Corporation and the Employee acknowledge that the Employee is indebted to the Corporation in the principal amount of Three Million Dollars ($3,000,000.00), plus accrued interest thereon, pursuant to a Second Amended and Restated Secured Promissory Note, dated April 6, 2009 (the “Promissory Note”). Pursuant to the terms of the Promissory Note, among other things, (i) principal under the Promissory Note bears interest at the rate of six percent (6.0%) per annum, (ii) the Promissory Note matures on June 30, 2015 and (iii) the Employee’s obligations under the Promissory Note are secured by a pledge of 315,000 shares (the “Pledged Shares”) of common stock of the Corporation owned by the Employee. The terms of the Promissory Note shall be amended and an amended and restated promissory note substantially in the form of Exhibit C attached hereto (the “Restated Promissory Note”) shall be executed by the Employee reflecting the following: (a) the term of the Restated Promissory Note shall be extended through December 31, 2023; (b) effective January 1, 2012, interest on the principal amount under the Restated Promissory Note shall cease to be applicable and shall no longer accrue; and (c) commencing on December 31, 2014 and continuing, annually, on each December 31 through December 31, 2023, one-tenth (1/10th) of the aggregate principal amount under the Restated Promissory Note together with all accrued interest thereon shall be cancelled by the Corporation, and, concurrently with each such annual cancellation, the Corporation shall release a number of the Pledged Shares to be determined by the Board of Directors, in its sole discretion, generally to correlate with the amount cancelled without leaving the Corporation inadequately secured; provided, in each case, that the Employee continues to be employed by the Corporation on each such December 31st.
Amended and Restated Promissory Note. In the event You elect one of the Interest-Only Periods, amended and restated Promissory Note(s) shall be issued by You in favor of Us to evidence these Interest-Only Periods and We shall return the original of the previous Promissory Note(s) to You marked “cancelled”.
Amended and Restated Promissory Note. The Borrower shall have executed and delivered to the Lender an original amended and restated promissory note in the principal amount of One Million Four Hundred Fifty Thousand and No/100 United States Dollars (US$1,450,000), dated as of the date of this Amendment, in the form attached hereto as Exhibit A;
Amended and Restated Promissory Note. This Amended and Restated Promissory Note represents an amendment and restatement of, and not a novation of, that certain Promissory Note made by the Makers in favor of the Lender dated July 2, 2015, in the principal amount of 3,046,807.61. $3,459,117.20 July 9, 2015 FOR VALUE RECEIVED, each of the undersigned, SYPRIS SOLUTIONS, INC., a Delaware corporation, SYPRIS TECHNOLOGIES, INC., a Delaware corporation (“Technologies”), SYPRIS ELECTRONICS, LLC, a Delaware limited liability company (“Electronics”), SYPRIS DATA SYSTEMS, INC., a Delaware corporation, SYPRIS TECHNOLOGIES XXXXXX, LLC, a Delaware limited liability company, SYPRIS TECHNOLOGIES KENTON, INC., a Delaware corporation, SYPRIS TECHNOLOGIES MEXICAN HOLDINGS, LLC, a Delaware limited liability company, SYPRIS TECHNOLOGIES NORTHERN, INC., a Delaware corporation, SYPRIS TECHNOLOGIES SOUTHERN, INC., a Delaware corporation, and SYPRIS TECHNOLOGIES INTERNATIONAL, INC., a Delaware corporation (each a “Maker” and collectively, the “Makers”), hereby jointly and severally promise and agree to pay to the order of MERITOR HEAVY VEHICLE SYSTEMS, LLC., a Delaware limited liability company, with principal office and place of business at 0000 Xxxx Xxxxx Xxxx, Xxxx, Xxxxxxxx 00000 (the “Lender”), the principal sum of THREE MILLION FOUR HUNDRED FIFTY-NINE THOUSAND ONE HUNDRED AND SEVENTEEN DOLLARS AND TWENTY CENTS ($3,459,117.20) (the “Loan”), together with interest thereon as provided below. The terms and provisions of this Promissory Note (this “Note”) are as follows:
Amended and Restated Promissory Note. The Corporation and the Employee acknowledge that the Employee is indebted to the Corporation in the principal amount of Three Million Dollars ($3,000,000.00), plus accrued interest thereon, pursuant to a Third Amended and Restated Secured Promissory Note (as amended by First Allonge dated as of April 8, 2016 and as further amended, restated or otherwise modified from time to time, the “Promissory Note”). As set forth in the Promissory Note, effective January 1, 2012, interest on the principal amount of the Promissory Note ceases to be applicable and no longer accrues. The Promissory Note, which matures and becomes due and payable on December 31, 2023, is secured by a first priority, continuing security interest in a securities brokerage account maintained by the Employee, together with all securities entitlements carried therein and all proceeds thereof (the “Collateral”). Commencing on December 31, 2014 and continuing, annually, on each December 31 through December 31, 2023, one-tenth (1/10th) of the aggregate principal amount under the Promissory Note together with all accrued interest thereon shall be cancelled by the Corporation, and, concurrently with each such annual cancellation, the Corporation shall release a portion of the Collateral to be determined by the Board of Directors, in its sole discretion, generally to correlate with the amount cancelled without leaving the Corporation inadequately secured; provided, in each case, that the Employee continues to be employed by the Corporation on each such December 31st.”
Amended and Restated Promissory Note. Each Credit Party shall have executed and delivered to the Lender the Amended and Restated Promissory Note;
Amended and Restated Promissory Note. As a condition to this Agreement, Borrower shall execute and deliver a Third Amended and Restated Revolving Facility Note in the form attached hereto as Exhibit A, in the maximum principal amount of FIFTY MILLION AND NO/100THS DOLLARS ($50,000,000.00). Borrower hereby agrees that all terms, covenants and conditions of the Amended Note shall be effective as of the Effective Date. As of the date hereof, the Amended Note is the Note referenced in the Credit Agreement.
Amended and Restated Promissory Note. In connection with the payment and conversion described in Section 2 above, contemporaneously with the execution hereof, Borrower shall execute and deliver to Lender an Amended and Restated Promissory Note, a copy of which is attached hereto as Exhibit C (the “A&R Note”). Pursuant to the A&R Note, the principal amount thereof plus accrued and unpaid interest thereon shall become due and payable on January 2, 2020 (the “Maturity Date”). In no event shall the Borrower’s execution and delivery of the A&R Note constitute a repayment, satisfaction or novation of the Note.
Amended and Restated Promissory Note. All recitations and references to the Note in the Agreement of Definitions and in Section 1.05 of the Loan Agreement shall refer to that certain Amended and Restated Promissory Note in the face principal amount of $4,000,000 dated as of the date hereof, executed by FPF in favor of Lender (the "Amended Note"). The Amended Note constitutes an amendment and restatement of the Promissory Note dated September 24, 1997 in the face principal amount of $3,000,000 executed by the FPF in favor of the Lender pursuant to the Loan Agreement (the "Original Note") and supersedes and replaces the Original Note. The Amended Note provides for a reduction in the interest rate as compared to the Original Note.
Amended and Restated Promissory Note. That certain Third Amended and Restated Promissory Note, dated as of the date hereof, in the original principal amount of $490,000,000, duly executed by the Borrower for the benefit of TD Bank, N.A.;
