Bridge Note. If the Purchaser is a holder of that certain Convertible Promissory Note made by the Company and dated May 31, 2011 (the “Bridge Note”), then such Purchaser hereby acknowledges and agrees that (i) the issuance and sale for the Shares pursuant to this Agreement shall constitute a “Qualified Financing” for purposes of Section 3 of the Bridge Note, and that this Agreement constitutes such Purchaser’s election in writing to treat the issuance and sale of the Shares as a “Qualified Financing” and (ii) together with the cash payment, if any, made by such Purchaser at the Initial Closing, such Purchaser cancels, surrenders and exchanges the principal amount of, and the accrued interest on, the Bridge Note held by such Purchaser for that number of shares of Series C Preferred Stock set forth in the column designated “Initial Closing Shares” opposite such Purchaser’s name on Exhibit A.
Bridge Note. If such Buyer is Bridge Buyer, such Bridge Buyer owns the Bridge Note of such Bridge Buyer, as described on the signature page of such Bridge Buyer, free and clear of all Liens.
Bridge Note. It is the expectation of the Parties that Buyers will obtain bank financing from the Bank of Oklahoma, N.A. ("BOK") that will allow them to pay to Sellers the entire Money Payment of the Adjusted Purchase Price at Closing. Notwithstanding the above, should the BOK loan amount to Buyers be less than the entire amount of the Money Payment of the Adjusted Purchase Price (such difference being referred to as the "Lending Shortfall"), by written notice to Sellers not less than fifteen (15) days prior to Closing, Buyers may elect to issue to Sellers a promissory note in the amount of the Lending Shortfall in the form attached and made a part hereof as Exhibit M (the "Bridge Note"). The Bridge Note shall be payable to Sellers on or before two hundred seventy (270) days following Closing, accruing interest at eight percent (8%) per annum, payable in either cash or shares of the common stock of Delta, at the option of Buyers, the value of such stock being fixed at Three Dollars ($3.00) per share. If Buyer has neither paid all principal and accrued interest on the Bridge Note nor made a written election to pay the Bridge Note in either cash or shares by close of business on its maturity date of the Bridge Note, Sellers shall have the option to either present the note for payment in cash or shares.
Bridge Note. A Bridge Note executed by the Borrower in favor of BAMC.
Bridge Note. There shall not have occurred and be continuing as of the Closing Date any Event of Default under the Bridge Agreements (as such term is defined therein).
Bridge Note. 2.2.1(A) Upon the terms and subject to the conditions of this Agreement (including Modification No. 1), and in reliance upon the representations, warranties and covenants of the Borrower made herein and therein, the Lender agrees to lend to the Borrower the sum of $1,000,000 on the First Modification Date (the "Bridge Loan") to be evidenced by a Bridge Note (the "Bridge Note") substantially in the form of Annex A to ------- Modification No.
(A) The principal of the Bridge Loan shall be payable in a single payment on the Bridge Loan Maturity Date, along with all unpaid interest and any other amounts due thereon.
(A) The Borrower may prepay the Bridge Loan and the Bridge Note in whole or in part, without premium or penalty, at any time and from time to time upon five (5) days' prior written notice to the Lender. The principal amount of the Bridge Loan so prepaid shall be at least $100,000 (or a multiple of $100,000 in excess of $100,000), unless the principal amount of the Bridge Loan shall be less than $100,000, in which event the prepayment may be equal to such unpaid principal amount, provided that the -------- Borrower shall also pay accrued interest on the principal so prepaid to the date of such prepayment and all fees and charges payable on or before the date of such prepayment. In addition, in the event that Alexander incurs indebtedness for borrowed money from a lender other than the Lender (whether institutional or otherwise, but excluding its existing factoring arrangements), or in the event there is any redemption of Alexander's outstanding warrants or stock options, then the proceeds of such refinancing or redemption shall, immediately upon the receipt thereof, be used to prepay the Bridge Loan and the Bridge Note. The Borrower shall not be permitted to reborrow any part of the principal of the Bridge Loan so prepaid at any time or under any circumstances."
(f) The first three lines of Section 2.3.1 of the Agreement are amended to read in their entirety as follows:
2.3.1 Revolving Loans shall bear interest at a rate per annum equal to 3/4% above the Base Rate in effect from time to time; the Term Loan shall bear interest at a rate per annum equal to 1% above the Base Rate in effect from time to time; and the Bridge Loan shall bear interest at a rate per annum equal to 1.25% above the Base Rate in effect from time to time;"
(g) Section 2.3.1 of the Agreement is amended by inserting, immediately following the date "August 1, 1996" in the ninth lin...
Bridge Note. “Bridge Note” has the meaning set forth in Section 2.1(a).
Bridge Note. Borrowers shall execute and deliver to Bridge Lender, on the Second Amendment Closing Date, a promissory note substantially in the form of EXHIBIT A-3 attached hereto and made a part hereof ("Bridge Note") to evidence the Bridge Loan. The Bridge Note shall be dated the Second Amendment Closing Date and shall provide for payment of the Bridge Loan as specified in SECTIONS 2B.3 AND 4.1 (a) hereof.
Bridge Note. The Obligation of the Borrower to repay each draw under the Bridge Loan, together with interest thereon, shall be evidenced by a promissory note of the Borrower (the "BRIDGE NOTE" and together with the Revolving Credit Note, the "NOTES") payable to the order of the Bank.
Bridge Note. The Company is in full compliance with, and is not in default with the terms of the Bridge Note. Entering into this transaction will not in any way cause the Company to be in default with the Bridge Note, cause GCA to accelerate payment on the Bridge Note, and/or shall not enable GCA to any preemptive rights or right of first refusal. Upon payment of the proceeds of the Second Tranche to GCA as set forth in Section 4.21 above, the Company will have fully satisfied its obligations under the Bridge Note and upon such payment the Bridge Note will be marked cancelled, paid in full.
