Convertible Loan. 2.1 Subject to the terms and conditions of this Agreement, the Lender shall lend to the Borrower, the Convertible Loan.
2.2 Subject to the terms and conditions of this Agreement, the Convertible Loan shall be for an initial term of two (2) years commencing from the First Disbursement Date (the “Initial Term”) and the Lender shall have the option, in its sole and absolute discretion, by prior written notice (“Renewal Notice”) to the Borrower:
(a) elect to extend the Initial Term for a further one (1) year period commencing from the immediately succeeding date after the expiry of the Initial Term (the “Extended Term”); and
(b) elect to extend the Extended Term for such further extended period as may be specified in the Renewal Notice, commencing from the immediately succeeding date after the expiry of the Extended Term (“Further Extended Term”), PROVIDED THAT in the event of an extension of the Extended Term, the Lender shall enter into a deed of release with CCK to release CCK from his obligations under the Personal Guarantee.
Convertible Loan. (a) The Investor hereby agrees to lend to Kaixin US$1,000,000 (One Million United States Dollars) (the “Convertible Loan”) on the Closing Date and on the Closing Date will transfer such amount to the following bank account of Kaixin (the “Bank Account”): Beneficiary Name: Kaixin Auto Group Beneficiary Account number: 8003098327 Bank Routing Number (domestic wires): 300000000 Bank Swift Code (international wires): EXXXXX00XXX Bank Name: East West Bank Bank Address: 100 X. Xxx Xxxxxx Xxx, Suite 600, Pasadena, CA 91101 Kaixin shall issue to the Investor a signed acknowledgment of receipt of the Convertible Loan within five (5) Business Days of the Closing Date.
(b) The term of the Convertible Loan shall be from the Closing Date to the earlier of (i) in the event that the Business Combination has not been consummated prior thereto, May 31, 2019 or (ii) the termination of the Business Combination (the “Maturity Date”). Upon the Maturity Date, Kaixin shall immediately repay the entire outstanding Principal Amount of the Convertible Loan plus any unpaid Interest accrued (if any). The term of the Convertible Loan may be extended by the Investor by delivering a written notice to Kaixin before the Maturity Date (such date, the “Extended Maturity Date”). The Convertible Loan shall bear an annual interest rate on the Principal Amount outstanding in accordance with the loan interest rate stipulated by the Peoples Bank of China for the corresponding period accruing from the Closing Date (the “Interest”); provided that, in the event the conversion is consummated before the Maturity Date or the Extended Maturity Date, as the case may be, any accrued interest will be waived and will not be payable. In the event that Kaixin fails to repay outstanding amounts under the Convertible Loan on the Maturity Date or the Extended Maturity Date, as applicable, the Principal Amount outstanding under the Convertible Loan shall bear default interest, in additional to the Interest, calculated after the Maturity Date or the Extended Maturity Date, at the simple interest rate of twenty percent (20%) per annum, up to the date the Principal Amount of the Convertible Loan and all accrued but unpaid Interest are fully repaid.
(c) Subject to sub-paragraph (d) below and unless the Convertible Loan has otherwise been converted into the CM Seven Star Share Amount pursuant to Clause 4 hereof, Kaixin shall not prepay any part of the Convertible Loan without the prior written consent of the Investor....
Convertible Loan. The $57,000 convertible promissory notes of Andean (as attached as Exhibit D) shall be converted into 2,500,000 shares of Andean upon Closing. Such convertible promissory notes are convertible upon any "change of control" into a number of shares of common stock equal to $57,000 divided by the book value of the Company immediately prior to the change of control, but in any event not less than $.0001 per share.
Convertible Loan. Aspis will deliver to the Company by wire transfer the Funding Amount as follows: (a) on or before October 9, 2024 (the date of the wire, the “Initial Funding Date”), Five Hundred Thousand U.S. Dollars (US$500,000.00) (the “Initial Funding Amount”), and (b) on or before November 15, 2024 (the “Second Funding Date”), the balance of Two Million U.S. Dollars (US$2,000,000.00) (the “Second Funding Amount”).
(a) Upon the Initial Funding, the Company will issue to Aspis a convertible promissory note in the form attached hereto as Exhibit A (the “Note”). The Note will be a Senior Note and will bear simple interest on the amounts funded at the rate of ten percent (10%) per annum until converted into equity or paid in cash at Aspis’ choice. On or about the Initial Funding Date, Aspis will deliver to the Company a subscription agreement in the form acceptable to the Company.
(b) Notwithstanding anything else in this Agreement to the contrary, if Nasdaq denies the Company’s plan to rectify its failure to meet Nasdaq’s continued listing requirement for stockholder equity (the “Plan”), then the amount due on the Second Funding Date will be suspended until the Plan is approved or the underlying deficiency is rectified.
Convertible Loan. (a) Prior to the Second Amendment Effective Date, (i) Lender made a “Term Loan” to Borrower pursuant to and as defined in this Agreement (as existing prior to the Second Amendment Effective Date), which Term Loan remains outstanding on the Second Amendment Effective Date in the aggregate amount of $3,072,631.00, consisting of $3,036,667.02 in principal (including interest paid-in-kind), $35,963.98 in accrued and unpaid interest and fees; (ii) Lender made an “Initial Convertible Loan” and a “First Amendment Convertible Loan” each to Borrower pursuant to and as defined in this Agreement (as existing prior to the Second Amendment Effective Date), each of which remain outstanding on the Second Amendment Effective Date collectively in the aggregate amount of $7,464,621.22, consisting of $6,883,213.50 in principal (including interest paid-in-kind), $581,407.72 in accrued and unpaid interest, fees and expenses; and (b) as of the Effective Date, Borrower is obligated to Lender with regard to fee, expenses and reimbursement obligations under the terms of the Loan Documents in the amount of $221,522.52 (“Specified Obligations”). On the Second Amendment Effective Date, without further action, the Term Loan, the Initial Convertible Loan, the First Amendment Convertible Loan, and the Specified Obligations shall be consolidated into a single convertible loan in the amount of $10,758,774.75 (the “Consolidated Convertible Loan”).
Convertible Loan. 3.1 The Investor agrees to lend to the Company the amount set forth opposite its name in Exhibit 4 hereto (the “Loan”), subject to the terms and conditions of this Agreement.
3.2 The Investor will transfer the Loan to the Company, in accordance with the wire transfer instructions provided in writing by the Company to the Investor, on the first business day following the approval of this Agreement by the Company’s Board of Directors (the “Closing”). At the Closing, the Company will deliver to the Investor a Convertible Promissory Note substantially as set forth in Exhibit 5
3.3 The Loan will bear interest at a rate of 7% per year. The accrued interest will be payable semi-annually on June 30 and December 31 of each year. During each interest period, the Investor, solely at their discretion, may elect to have interest payable on the Loan (i) paid in cash or (ii) paid in kind through the delivery to the Investor of new Loans with an aggregate par value equivalent to the interest amount payable for the period under consideration. The Investor will provide the Company 45 days’ notice prior to the semi-annual payment as to their pay in cash or pay in kind election.
3.4 Subject to Section 4 below, the Loan will be repaid on or prior to March 1, 2014 (the “Due Date”). Without derogating from the provisions of Section 4 below, in the event that the Loan and accrued interest shall not be repaid by the Company by the Due Date and the Investor has not converted the Loan pursuant to Section 4 below, the Investor’s sole remedy for such non payment shall be the payment of additional interest at a rate of 10% per annum.
Convertible Loan. 1.1 Each of the Investors agrees to lend to the Company the amount set forth opposite its name in Exhibit A hereto (the “Investment Amount”), for an aggregate amount of $1,250,000 hereunder (the “Loan”), subject to the terms and conditions of this Agreement.
1.2 Each of the Investors will transfer its respective Investment Amount to the Company, in accordance with the wire transfer instructions provided in writing by the Company to the Investors, on the first business day following the approval of this Agreement by the Company’s Board of Directors (the “Closing”). At the Closing, the Company will deliver to each of the Investors a Note substantially as set forth in Exhibit B.
1.3 The Loan will bear interest at a rate of 7% per year. The accrued interest will be payable June 30th and December 31st each year. The accrued interest will be payable upon repayment of the Loan.
1.4 Subject to Section 2 below, the Loan and accrued interest will be repaid on or prior to December 31, 2010 (the “Due Date”). Without derogating from the provisions of Section 2 below, in the event that the Investment Amount and accrued interest shall not be repaid by the Company by the Due Date and the Investor has not converted the Investment Amount pursuant to Section 2 below the Investor’s sole remedy for such non payment shall be the payment of additional interest at a rate of 1% per month.
1.5 As security for the repayment of the Loan and accrued interest when due, the Company hereby grants the Investors a security interest in the intellectual property owned by the Company. The security interest in the Company’s intellectual property shall terminate upon either (a) the Company’s complete repayment of the Loan and accrued interest, or (b) conversion of the aggregate Investment Amount into the Restricted Shares.
Convertible Loan. The Banks agree, upon the terms and subject to the conditions hereinafter set forth, severally in accordance with their respective Percentage Interests and Commitments to make revolver loans and issue Letters of Credit from time to time on or after the Closing Date to the Borrowers jointly, the unpaid principal balance of which revolver loans is automatically convertible to a seventy-two (72) month term loan on the Conversion Date ("Convertible Loan") in an amount equal to the lesser of the unpaid principal balance of the Convertible Note on the Conversion Date (including without limitation, draws on Letters of Credit issued hereunder or on the Letter of Credit Note), or the Collateral Borrowing Base as defined in Section 3.1 hereof, proceeds of which Convertible Loan advances shall be requested only for the limited purposes hereinafter described. Each Convertible Loan requested by the Borrowers from the Banks from the Closing Date until the Conversion Date shall (i) be requested in writing by Middle Bay (as agent on behalf of all of the Borrowers) pursuant to a Convertible Loan Advance Request, the form of which is annexed hereto as Exhibit A, no later than 12:00 noon (applicable current time in Tulsa, Oklahoma) on the date upon which the advance is to be made, (ii) be in the amount of $10,000.00 or an integral multiple thereof (unless the amount then available to borrow is less than $10,000.00, in which event an advance may be made in the amount available); (iii) not cause the aggregate outstanding and unpaid principal amount of the Convertible Note to exceed the Collateral Borrowing Base; and (iv) be advanced by the Banks on the applicable date, provided the request is timely made in accordance with Section 2.1(i) hereof and all other conditions of funding are met. All advances made by the Banks shall, for mutual convenience, be deposited to Borrowers' general deposit account No. 207928428 with the Administrative Agent (the "General Account"). The Banks shall have no responsibility to monitor the distribution of such advances in any other respect. The Borrowers may reborrow subject to the limitations and conditions for the Convertible Loan contained herein. All advances made by the Banks on the Convertible Note (including the payment of drafts drawn on Letters of Credit) and all payments or prepayments of principal and interest thereon made by the Borrowers shall be recorded by the Administrative Agent in its records, and the aggregate unpaid principal ...
Convertible Loan. The Lender shall loan to the Borrower the sum of $150,000 (the “Loan”), the proceeds of which shall be used to fund the to fund the acquisition of a license and development of a retail cannabis outlet by the Borrower’s wholly-owned subsidiary, Natural Recreation (“Natural Recreation”), in Kitimat, BC, Canada. The loan shall have a term of nine (9) months from December 11, 2018 (“Maturity Date”) and shall bear interest at a rate of five percent (5%) per annum. All principal and accrued interest shall be payable at the Maturity Date. At the Maturity Date, the Lender may, at it’s sole option, convert the Loan into an equity interest in Natural Recreation in accordance with the terms of Section 2, below, or the Parties will undertake to negotiate in good faith to convert the loan to a term loan to be repaid on a schedule mutually agreed by the Parties. There is no penalty for the early payment of the Loan.
Convertible Loan. Upon execution of this Agreement, Kensington shall advance to Wikifamilies $75,000 (the “Convertible Loan ”) for the purposes of facilitating Wikifamilies's payment of its operating costs and expenses between the date hereof and the Closing Date. The Convertible Loan shall be evidenced by a Convertible Promissory Note substantially in the form set forth in Exhibit B (the “Convertible Note”). Wikifamilies may use the Convertible Loan solely to pay working capital expenses in the ordinary course of business and in compliance with the other covenants set forth in this Article V. Other than as set forth herein, Kensington has no obligation or commitment to provide any loans, advances, or other financing to Wikifamilies prior to the Closing.
