KOALA CORPORATION Sample Clauses

KOALA CORPORATION. By: /s/ Jim Zazenski --------------------- Name: Jim Zazenski Title: Xxxxx Xxxxxting Officer PROMISSORY NOTE --------------- (Term Loan A) $4,833,333.33 June 28, 2002 Xxxxxx, Xxxxxxxx XXX XXXXX RECEIVED, the undersigned, KOALA CORPORATION, a Colorado corporation (hereinafter referred to as the "Borrower"), promises to pay to the order of KEYBANK NATIONAL ASSOCIATION (herein, together with its successors and assigns who become holders of this Note, called the "Lender") at 1675 Broadway, Suite 000 Xxxxxx, Xxxxxxxx 00000, xx xx xxxx xxxxx xxace as may be designated in writing by Lender from time to time, the principal sum of FOUR MILLION EIGHT HUNDRED THIRTY-THREE THOUSAND THREE HUNDRED THIRTY THREE AND 33/100 DOLLARS ($4,833,333.33), in accordance with the terms of the Revolving Credit and Security Agreement dated as of September 26, 2001 among Borrower and Lenders (as amended from time to time, the "Revolving Credit Agreement"), together with interest on the unpaid principal balances outstanding at the rate specified in the Revolving Credit Agreement. Principal and interest due under this Note shall be payable at the time or times provided in the Revolving Credit Agreement. In no contingency or event whatsoever, whether by reason of advancement of the proceeds hereof or otherwise, shall the amount paid or agreed to be paid by Borrower to Lender for the use, forbearance or detention of money advanced hereunder exceed the highest lawful rate permissible under any law which a court of competent jurisdiction may deem applicable hereto. If any Event of Default shall have occurred and be continuing, Borrower promises to pay the Default Rate, on the outstanding unpaid principal and interest balance hereof at the times and in the amount and manner provided for more particularly in the Revolving Credit Agreement. Interest on the amount of interest so unpaid shall be compounded monthly until paid in full. Principal, interest, fees, charges, expenses and other costs owing hereunder are payable in lawful money of the United States of America such that Lender has received immediately available funds for the credit of Borrower on the date that such payment or payments is or are due. This Note is secured by the Collateral listed in the Revolving Credit Agreement and other security instruments described in the Revolving Credit Agreement. The cancellation or surrender of this Note, upon payment or otherwise, shall not affect any right Lender has to retain the Collateral or ...
Sample 1
AutoNDA by SimpleDocs
KOALA CORPORATION. By: --------------------------------------- Name: Jim Zazenski Title: Chief Operating Officer Address: 11600 East 53rd Avenux, Xxxx X, Xxxxxx, XX 00000 Attn: Jim Zazenski, Chief Oxxxxxxxx Xxxicer Phone: (303) 770-3934 Facsimile: (303) 574-9000 LENDERS:
Sample 1
KOALA CORPORATION. By: ---------------------------------------------- Name: ------------------------------------------- Title: ------------------------------------------
Sample 1
KOALA CORPORATION. By: ----------------------------------- Name: Jim Zazenski Title: Chief Operating Officer Address: 7881 South Wheeling Cxxxx, Xxxxxxxxx XX 00000 Attn: Jim Zazenski, Chief Oxxxxxxxx Xxxicer Phone: (303) 539-8300 Facsimile: (303) 539-8399 LENDERS: U.S. BANK NATIONAL ASSOCIATION By: ----------------------------------- Name: Daniel J. Falstad Title: Vice President Address: U.S. Bancorp Center BC-MN-H22A 800 Nicollet Mall, 22xx Xxxxx Xxxxxxxxxxx, XX 00000 Attention: Daniel J. Falstad, Vixx Xxxxxxxxx Phone: (612) 303-4528 Facsimile: (612) 303-4662 KEYBANK NATIONAL ASSOCIATION By: ----------------------------------- Name: Lance E. Schaffer Title: Vice President Address: 1675 Broadway, Suite 000 Xxxxxx, XX 00000 Attn: Lance E. Schaffer Phone: (720) 904-4542 Fax: (720) 904-4515
Sample 1
KOALA CORPORATION. By: ---------------------------------------------- Authorized Representative Date: -------------------------------------------
Sample 1
KOALA CORPORATION a Colorado corporation (the ------------ "Company"), and Rockmont Capital Limited (the "Selling Stockholder") propose to sell a total of 1,200,000 shares (the "Firm Shares") of common stock, $.10 par value per share (the "Common Stock"), to the several underwriters identified in Schedule II annexed hereto (the "Underwriters"), who are acting severally and not jointly. In addition, the Company has agreed to grant to the Underwriters an option to purchase up to 180,000 additional shares of Common Stock (the "Optional Shares") as provided in section 6 hereof. The Firm Shares and, to the extent such option is exercised, the Optional Shares are hereinafter collectively referred to as the "Shares." You, as representatives of the Underwriters (the "Representatives"), have advised the Company and the Selling Stockholder that the Underwriters propose to make a public offering of their respective portions of the Shares as soon hereafter as in your judgment is advisable and that the public offering price of the Shares initially will be $____ per share. The Company and the Selling Stockholder hereby confirm their respective agreements with the Underwriters and each other as follows:
Sample 1
KOALA CORPORATION. By:/s/ Jim Zazenski --------------------------- Name: Jim Zazenski Title: Chief Operating Officer Address: 11600 East 53rd Avenux, Xxxx X, Xxxxxx, XX 00000 Attn: Jim Zazenski, Chief Oxxxxxxxx Xxxicer Phone: (303) 770-3934 Facsimxxx: (000) 000-9000 LENDERS: U.S. BANK NATIONAL ASSOCIATION By:/s/ Richard J. Mikos ----------------------- Name: Richard J. Mikos Title: Vice President Address: 601 Second Avenue Souxx Xxxxxxxxxxx, XX 00000-0000 Attention: Richard J. Mikos, Vicx Xxxxxxxxx Phone: (612) 973-2134 Facsimile: (612) 973-2148 KEYBANK NATIONAL ASSOCIATION By: /s/Jeanette Ganousis ------------------------ Name: Jeanette Ganousis Title: Senior Vice President Address: 1675 Broadway, Suite 000 Xxxxxx, XX 00000 Attn: Jeanette Ganousis Phone: (720) 904-4542 Fax: (720) 904-4515 PROMISSORY NOTE --------------- (Term Loan A) $9,666,666.67 June 28, 2002 Xxxxxx, Xxxxxxxx XXX XXXXX RECEIVED, the undersigned, KOALA CORPORATION, a Colorado corporation (hereinafter referred to as the "Borrower"), promises to pay to the order of U.S. BANK NATIONAL ASSOCIATION (herein, together with its successors and assigns who become holders of this Note, called the "Lender") at 601 Second Avenue Souxx, Xxxxxxxxxxx, Xxxxxxxxx 00000, xx xx xxxx xxxxx xxace as may be designated in writing by Lender from time to time, the principal sum of NINE MILLION SIX HUNDRED SIXTY-SIX THOUSAND SIX HUNDRED SIXTY SIX AND 67/100 DOLLARS ($9,666,666.67), in accordance with the terms of the Revolving Credit and Security Agreement dated as of September 26, 2001 among Borrower and Lenders (as amended from time to time, the "Revolving Credit Agreement"), together with interest on the unpaid principal balances outstanding at the rate specified in the Revolving Credit Agreement. Principal and interest due under this Note shall be payable at the time or times provided in the Revolving Credit Agreement. In no contingency or event whatsoever, whether by reason of advancement of the proceeds hereof or otherwise, shall the amount paid or agreed to be paid by Borrower to Lender for the use, forbearance or detention of money advanced hereunder exceed the highest lawful rate permissible under any law which a court of competent jurisdiction may deem applicable hereto. If any Event of Default shall have occurred and be continuing, Borrower promises to pay the Default Rate, on the outstanding unpaid principal and interest balance hereof at the times and in the amount and manner provided for more particularly in the Revolv...
Sample 1
AutoNDA by SimpleDocs
KOALA CORPORATION. By: /s/ Jim Zazenski --------------------- Name: Jim Zazenski Title: Xxxxx Xxxxxting Officer
Sample 1

Related to KOALA CORPORATION

  • NCL CORPORATION LTD an exempted company incorporated under the laws of Bermuda with its registered office at Park Xxxxx, 00 Xxx-xx-Xxxxx Xxxx, Xxxxxxxx XX 00, Bermuda (the "Guarantor")

  • Corporation The Corporation will not, by amendment of its Articles or through any reorganization, recapitalization, transfer of assets, consolidation, merger, dissolution, issue or sale of securities or any other action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed hereunder by the Corporation, but will at all times in good faith assist in the carrying out of all the provisions of this Warrant and in the taking of all such action as may be necessary or appropriate in order to protect the rights of the holder of the Warrant against impairment.

  • Corporation, etc The Buyer is a corporation (other than a bank, savings and loan association or similar institution), Massachusetts or similar business trust, partnership, or charitable organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended.

  • Residential Funding Corporation If Residential Funding Corporation is found by a court of competent jurisdiction to no longer be able to fulfill its obligations as REMIC Administrator under this Agreement the Master Servicer or Trustee acting as Master Servicer shall appoint a successor REMIC Administrator, subject to assumption of the REMIC Administrator obligations under this Agreement.

  • The Limited Liability Company 8 2.1 Formation; Effective Date of Agreement .................................... 8 2.2 Name ...................................................................... 8 2.3 Business Purpose .......................................................... 9 2.4 Powers .................................................................... 9 2.5 Duration .................................................................. 9 2.6 Registered Office and Registered Agent .................................... 9 2.7

  • Name of Surviving Corporation After the merger, the Surviving Corporation shall have the name "Capital Bank Corporation"

  • S Corporation The Company has not made an election to be taxed as an "S" corporation under Section 1362(a) of the Code.

  • LTD By: __________________________ Name: Title: SIGNATURE PAGE TO UNDERTAKING AGREEMENT XXXXXX XXXXXX By: __________________________ Name: Title: SIGNATURE PAGE TO UNDERTAKING AGREEMENT EXHIBIT A IRREVOCABLE PROXY The undersigned shareholder of ECI Telecom Ltd., a company formed under the laws of the State of Israel (the "COMPANY") hereby irrevocably appoints and constitutes Xxxxx Xxxxx and/or Zohar Uzdin as the attorney and proxy of the undersigned with full power of substitution and resubstitution to the full extent of the undersigned's rights with respect to (i) the issued and outstanding ordinary shares, par value NIS 0.12 per share of the Company ("COMPANY SHARES"), owned of record by the undersigned as of the date of this proxy, which shares are specified on the final page of this proxy and (ii) any and all other Company Shares which the undersigned may acquire of record after the date hereof (collectively, the "SUBJECT SECURITIES"). Upon execution of this proxy, all prior proxies given by the undersigned with respect to any of the Subject Securities regarding the matters that are the subject hereof, are hereby revoked and no subsequent proxies will be given with respect to any of the Subject Securities. This proxy is irrevocable and coupled with an interest, until the earliest to occur of any of the events specified in clauses (i) through (iii) of the following paragraph, at which time this proxy shall automatically be revoked. Each of the attorneys and proxies named above are hereby instructed and authorized to exercise this proxy to appear in the name and instead of the undersigned for the purpose of establishing a quorum and to vote (or cause to be voted) all of the Subject Securities, at any general, special or other meeting of the shareholders of the Company, and at any adjournment(s) or postponement(s) thereof, however called or convened, or pursuant to any consent in lieu of a meeting or otherwise, which the undersigned has the right to so vote during the period from the date hereof until the earlier of (i) immediately prior to the termination of the Agreement and Plan of Merger (the "MERGER AGREEMENT"), dated the date hereof, among the Company, Epsilon 1 Ltd. , an Israeli company ("PURCHASER") and Epsilon 3 Ltd., an Israeli company and an indirect wholly owned subsidiary of Purchaser ("MERGER SUB"), in accordance with its terms, (ii) the agreement of Purchaser and the undersigned to terminate this proxy, and (iii) the Effective Time (as defined in the Merger Agreement):

  • Corporate Services This Agreement sets forth the terms and conditions for the provision by PROVIDING PARTY to RECEIVING PARTY of various corporate services and products, as more fully described below and in Schedule 1.1(a) attached hereto (the Scheduled Services, the Omitted Services, the Resumed Services and Special Projects (as defined below), collectively, the "Corporate Services").

  • Limited Liability Company Agreement The Member hereby states that except as otherwise provided by the Act or the Certificate of Formation, the Company shall be operated subject to the terms and conditions of this Agreement.

Time is Money Join Law Insider Premium to draft better contracts faster.