Interim Loan. (a) In the event that it is reasonably anticipated that the JV Closing Date will not occur by June 30, 2018 and this Agreement has not otherwise been terminated, then upon not less than five (5) Business Days’ notice given by Asanko in writing at any time after June 15, 2018, and provided that the Registration Rights Agreement shall have been entered into between Asanko and the GF Parties, GF Orogen will not later than June 29, 2018 advance a loan (the “Interim Loan”) to XX Xxxxx in an amount up to US$20,000,000 as set out in Asanko’s written notice. The Interim Loan will be guaranteed by Asanko and will bear interest at a rate of 5.5% per annum. The due date of the Interim Loan (the “Interim Loan Due Date”) will be the earlier of (i) the JV Closing Date, (ii) the date that is thirty (30) days after written demand for repayment is made by GF Orogen, which demand may be made at any time after six (6) months following the date of the advance of the Interim Loan to XX Xxxxx. All or any portion of the Interim Loan may be prepaid by XX Xxxxx, together with accrued interest on any such portion, at any time without penalty.
Interim Loan. The Defaulting Member shall (unless the Nondefaulting Member elects the alternative remedy of Percentage Interest adjustment described in Section 3.3.4 below) be indebted to the Nondefaulting Member contributing or loaning on his behalf for the full amount of such contribution or loan plus interest thereon at the lesser of (i) the Prime Rate plus 4%, or (ii) the maximum rate allowed by California law at the time of the contribution or loan, from the date the advance is made until paid. By this Agreement, the Defaulting Member grants to the Nondefaulting Member a security interest in and a lien on the interest in the Company of the Defaulting Member securing such indebtedness, which shall be due and payable upon demand by the Nondefaulting Member upon the expiration of 30 days from the date such advance is made or such longer period as the Nondefaulting Member may specify at the time the contribution or loan is made on behalf of the Defaulting Member. At the time the contribution or loan is made on behalf of the Defaulting Member by the Nondefaulting Member, the Defaulting Member shall execute and deliver to the Nondefaulting Member a promissory note, security agreement, UCC-1 financing statement and such other documents as may reasonably be required by the Nondefaulting Member to evidence such indebtedness and security interest. In the event such indebtedness is not paid upon demand upon expiration of such 30-day period (or such longer period as may have been specified by the Nondefaulting Member), the interest of the Defaulting Member may, at the option of the Nondefaulting Member, be retained by the Nondefaulting Member in satisfaction of such indebtedness or sold pursuant to the provisions of Division 9 of the California Uniform Commercial Code, reserving to all Members the rights and remedies contained therein. Without limiting the rights or remedies of the Nondefaulting Member, the Members agree and acknowledge that any such loan shall be repaid by the Defaulting Member from his share of Cash from Operations or Cash from Sales or Refinancing and the Manager is hereby authorized and directed to withhold amounts distributable to the Defaulting Member and pay them over to the Nondefaulting Member until all such loans are paid in full.
Interim Loan. Upon (a) execution of this Agreement and (b) Seller's receipt of the written consents referred to in Section 8.1(d) of this Agreement in form and substance acceptable to Seller, Seller shall loan to Parent the sum of USD 1,000,000, under the terms of the Bridge Note attached as Exhibit E. Such Bridge Note provides for monthly interest only for 12 months at 6%. In addition, Parent will issue to Seller a Stock Purchase Warrant upon execution hereof in the form of Exhibit F, providing for the right to purchase 625,000 shares of Parent Common Stock for an exercise price of $1.37 per share. If the sale fails to close due to the termination of this Agreement by Seller or upon a breach by Seller of any provision of this Agreement prior to Closing, the Bridge Note will mature in 12 months. In the event that Seller terminates this Agreement pursuant to Sections 9.1(b),(c), (d) or (e) or Parent or Buyer terminate this Agreement pursuant to Sections 9.1(f),(g) or (h), the Bridge Note shall be repayable, at the option of Parent, in Parent Common Stock at the rate of $0.80 per share. If the sale closes, the Bridge Note and Warrant will be cancelled and replaced by the Buyer's receipt of the cash portion of the Assets.
Interim Loan. Pending the closing contemplated by Paragraph 1 above, Acquiror agrees to make an interim loan to Acquiree of $500,000 pursuant to a Secured Promissory Note attached hereto as Exhibit A and Pledge and Escrow Agreement attached hereto as Exhibit B. In the event the aforementioned closing under the Agreement and Plan of Reorganization is not undertaken as provided in Paragraph 1 above, the Secured Promissory Note shall be due and payable on May 8, 1996. At such time as the contemplated closing takes place, the Secured Promissory Note shall be deemed satisfied, and the principal amount thereof and related interest shall be contributed to and shall become part of the capital of the Acquiror to be on hand net of liabilities as referred to in Section 8.4 of the Agreement and Plan of Reorganization. 3.
Interim Loan. Within five (5) business days after the execution of this Agreement, Corniche shall advance to Strandtek a loan of $1.0 million ($1,000,000) on an unsecured basis but personally guaranteed by Jerome Bauman, William Buckles, Jan Arnett and David Veltman (collecxxxxxx, xxx "Guxxxxxxxx") xxx otxxxxxxx xxssessxxx xxx xxxxx set forth in Appendix 5.6 attached hereto. The guaranty by each Guarantor shall be a fractional guaranty (and not joint and several) in the amount of $250,000 each. (Such loan may be referred to hereinafter as the "Corniche/Strandtek Loan"). Such loan shall be evidenced by the note included in Appendix 5.6 and such other loan documentation as is reasonably requested by Corniche. Notwithstanding anything contained in this Agreement to the contrary, the failure of Corniche to timely fund this interim loan shall give Strandtek, the Principal Shareholders and the Investor Loan Holders the right to terminate this Agreement upon written notice to Corniche.
Interim Loan. Within ten days of the date of execution of this Agreement, CDXX will have acquired the promissory note issued by PENSAT and dated December 1, 2000, in the principal amount of $1 million. Subsequently, prior to the Effective Time, as additional investments or loans into CDXX are obtained, CDXX, at its sole option, may, but is not obligated to, extend further loans to PENSAT.
Interim Loan. Within two (2) days of the date hereof and following execution and delivery by PSI of a promissory note in the form of Exhibit 6.7 (the "Promissory Note"), Speex xxxll provide PSI a line of credit of up to $3,000,000 on the terms and conditions set forth in the Promissory Note. The principal amount and the accrued interest of such loan shall become due and payable on the earlier of Closing Date and September 1, 1998; provided, however, that at Speex'x xxxe discretion the repayment of such loan may be forgiven and the amount of the cash required to be delivered by Speex xx Closing shall be reduced by an amount equal to the principal balance and unpaid interest on the Promissory Note so forgiven.
Interim Loan. The Borrower shall repay, on the StepDown Date, the entire principal amount of the Interim Loan, provided, that, if the Step-Down Date (and the repayment) shall occur on a Banking Day other than the last day of any applicable Interest Period for such Loan, the Borrower shall compensate the Banks for any losses, costs, expenses, or reduction in return as provided in Section 3.5 incurred by the Banks and the Administrative Agent in connection with such repayment. The Borrower's failure to repay the Interim Loan in full by the Step-Down Date shall result in (i) the permanent increase in the Margin as provided in Section 6.10, and (ii) the application of the Interim Margin to the Interim Loan until paid in full, but shall not result in a Payment Default or an Event of Default so long as the Borrower is in compliance with all other terms and conditions of this Agreement and the other Facility Documents on the Step-Down Date."
Interim Loan. The Purchaser hereby covenants and agrees upon: (i) satisfaction of the conditions contained in Section 6.1(a)(ii), (b), (e) (with respect to (a)(ii) and (b) only), (h)(ii), (iii), and (iv), (k), and (m); and (ii) the delivery of a duly executed promissory note substantially in the form attached as Exhibit E hereto (the "Promissory Note") to lend to the Company Two Million Five Hundred Thousand Dollars ($2,500,000) pursuant to the terms of the Promissory Note.
Interim Loan. The terms and provisions of this Agreement shall have no effect on the Interim Loan which shall remain in full force and effect.
