Amendments to Note Purchase Agreement and Notes Sample Clauses

Amendments to Note Purchase Agreement and Notes. The Company and the undersigned holders of the Notes hereby agree that as of the Second Amendment Effective Date (as defined in Section 3 below), without any further action, the Note Purchase Agreement and the Notes shall be amended as follows:
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Amendments to Note Purchase Agreement and Notes. Subject to the conditions as to effectiveness set forth in Section 3 of this Agreement, the Note Purchase Agreement and the Notes are hereby amended as follows: (a) The Maturity Date (as such term is defined in each of the Notes) is hereby extended for a period of sixty (60) days from August 26, 2004 to November 9, 2004 (as hereby amended, the "Maturity Date"). (b) As an inducement to the extension of the Maturity Date on the Notes by the Purchasers, in addition to the Note Payment Shares (as such term is defined in the Note Purchase Agreement), Knightsbridge shall immediately issue and deliver to the Purchasers certificates representing an aggregate amount of three hundred thousand (300,000) shares ("Additional Shares") of the common stock, par value $.001 per share, of Knightsbridge ("Common Stock"), which Additional Shares shall be issued to each of the Purchasers in proportion to their original principal amount of each of their Notes. Such Additional Shares shall be deemed Registrable Securities (as such term is defined in the Note Purchase Agreement), and the Additional Shares shall be registered with the Securities and Exchange Commission in accordance with the terms, conditions and provisions of the Note Purchase Agreement. (c) Commencing as of the date hereof, minimum interest payments on the outstanding principal amount of the Notes shall be payable by Knightsbridge, on a monthly basis at the end of each month, in the amount of $7,500 until the Maturity Date, as extended in Section 1(a) above. From the period commencing August 26, 2004 through the Maturity Date, interest on the outstanding principal amount of the Notes shall accrue at the rate of eighteen (18%) percent per annum. (d) Commencing as of the date hereof, Knightsbridge shall prepay the outstanding principal and interest under the Notes by an amount equal to fifty (50%) percent of the gross proceeds received by Knightsbridge from the sale or collection of any accounts receivable, or from the proceeds of any financing by Knightsbridge of its inventory or accounts receivables, less any payroll expenses (including payroll expenses to senior executives of Knightsbridge, including, without limitation, Xx. Xxxx Xxxxxxx). Collections from the sale or collection of accounts receivable will be payable to the Purchasers on a monthly basis to a bank account designated by the Purchasers. (e) Knightsbridge may prepay the Notes at any time, in whole or in part, prior to November 9, 2004, without any ...
Amendments to Note Purchase Agreement and Notes. Subject to the satisfaction of conditions as to effectiveness set forth in Section 3 of this Fifth Amendment, as determined by the Purchasers, in their sole discretion, the Note Purchase Agreement and the Notes are hereby amended as follows: NEWYORK01 1054851v3 362761-000008 (a) The Maturity Date (as such term is defined in each of the Notes) is hereby extended for a period of forty (40) from June 22, 2005 to August 1, 2005 (as hereby amended, the “Maturity Date”). (b) As an inducement to the extension of the Maturity Date of the Notes by the Purchasers and as a fee for entering into this Fifth Amendment, the Company agrees that an additional amount of twenty thousand dollars ($20,000) shall be added to the outstanding principal amount of the Notes (the “Inducement Fee”), in proportion to the Purchasers original investment amount, so that the aggregate outstanding principal amount of the Notes upon the effectiveness of this Fifth Amendment shall be $633,609.
Amendments to Note Purchase Agreement and Notes 

Related to Amendments to Note Purchase Agreement and Notes

  • Amendments to Note Purchase Agreement Subject to the satisfaction of the conditions precedent set forth herein and in reliance on the representations, warranties and covenants of the Companies set forth herein and in the Note Purchase Agreement, each party hereto hereby agrees that the Note Purchase Agreement be and hereby is, amended as follows:

  • Note Purchase Agreement The conditions precedent to the obligations of the Applicable Pass Through Trustees and the other requirements relating to the Aircraft and the Equipment Notes set forth in the Note Purchase Agreement shall have been satisfied.

  • Amendments to Purchase Agreement The parties agree that the Purchase Agreement shall be amended, solely with respect to the Mortgage Loans, as follows:

  • Amendments to Notes The Notes are hereby amended to delete all provisions inconsistent with the amendments to the Indenture effected by this Supplemental Indenture.

  • Amendments to the Purchase Agreement (a) Section 1.6 of the Purchase Agreement is hereby amended and restated in its entirety as follows:

  • Amendments to Financing Agreement Subject to the satisfaction of the conditions precedent set forth in Section 4 hereof, the Financing Agreement shall be amended as follows: (a) Section 1.01 of the Financing Agreement is hereby amended by adding the following defined terms in appropriate alphabetical order:

  • Amendments to Loan Agreement The Loan Agreement is hereby amended as follows:

  • Amendments to the Loan Agreement The Loan Agreement is hereby amended as follows:

  • Amendments to Security Documents Except to the extent otherwise expressly set forth in the Guarantee and Security Agreement or the other Loan Documents, no Security Document nor any provision thereof may be waived, amended or modified, nor may the Liens granted under the Guarantee and Security Agreement be spread to secure any additional obligations (excluding (x) any increase in the Loans and Letters of Credit hereunder pursuant to a Commitment Increase under Section 2.08(e), (y) any increase in any Other Secured Indebtedness or Shorter Term Secured Indebtedness permitted hereunder and (z) the spreading of such Liens to any Designated Indebtedness or Hedging Agreement Obligations (as defined in the Guarantee and Security Agreement) as provided for in the Guarantee and Security Agreement), except pursuant to an agreement or agreements in writing entered into by the Borrower, and by the Collateral Agent with the consent of the Required Lenders; provided that, (i) except as otherwise expressly permitted by the Loan Documents, without the written consent of each Lender and each Issuing Bank, no such agreement shall release all or substantially all of the Obligors from their respective obligations under the Security Documents and (ii) except as otherwise expressly permitted by the Loan Documents, without the written consent of each Lender and each Issuing Bank, no such agreement shall release all or substantially all of the collateral security or otherwise terminate all or substantially all of the Liens under the Security Documents, alter the relative priorities of the obligations entitled to the Liens created under the Security Documents (except in connection with securing additional obligations equally and ratably with the Loans and other obligations hereunder) with respect to all or substantially all of the collateral security provided thereby, except that no such consent shall be required, and the Administrative Agent is hereby authorized (and so agrees with the Borrower) to direct the Collateral Agent under the Guarantee and Security Agreement to, and in addition to the rights of such parties under the Guarantee and Security Agreement, the Administrative Agent and the Collateral Agent under the Guarantee and Security Agreement may, (1) release any Lien covering property (and to release any such guarantor) that is the subject of either a disposition of property not prohibited hereunder (including, without limitation, any property subject to a participation or repurchase transaction) or a disposition to which the Required Lenders or the required number or percentage of Lenders have consented (and such Lien shall be released automatically (A) to the extent provided in Section 10.03 of the Guarantee and Security Agreement and (B) to the extent permitted hereunder in connection with any property becoming subject to a participation or repurchase transaction), and (2) release from the Guarantee and Security Agreement any “Subsidiary Guarantor” (and any property of such Subsidiary Guarantor) that is designated as a “Designated Subsidiary” or becomes an Excluded Asset or an Immaterial Subsidiary in accordance with this Agreement or is otherwise no longer required to be a “Subsidiary Guarantor” (including, without limitation, because it ceases to be consolidated on the Borrower’s financial statements), so long as immediately after giving effect to any such release under this clause (2) and any Concurrent Transactions, (A) the Covered Debt Amount does not exceed the Borrowing Base and the Borrower delivers a certificate of a Financial Officer to such effect to the Administrative Agent, (B) either (I) the amount of any excess availability under the Borrowing Base immediately prior to such release is not diminished as a result of such release or (II) the Adjusted Gross Borrowing Base immediately after giving effect to such release is at least 110% of the Covered Debt Amount and (C) no Event of Default has occurred and is continuing.

  • Amendments of Sale and Servicing Agreement and Trust Agreement The Issuer shall not agree to any amendment to Section 9.01 of the Sale and Servicing Agreement or Section 11.01 of the Trust Agreement to eliminate the requirements thereunder that the Indenture Trustee or the Noteholders consent to amendments thereto as provided therein.

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