Loan Arrangement. 3.1 The price of purchase by Party D of all Party C’s equities held by Party A shall be provided by Party B in full, provided that Party D and Party B shall sign a Loan Agreement satisfactory to Party B according to the contents and format of Appendix III.
3.2 Party D agrees to and irrevocably instruct Party B to directly pay the aforesaid loan provided to Party D for the purchase of Party A’s equities to Party A under the terms and conditions set out in this Framework Agreement.
3.3 Party A agrees to use all income from the sale of Party C’s equities pursuant to this Agreement in the performance of the repayment obligation assumed thereby to Party B under the Loan Agreement. The debtor-creditor relationship of Party A under the Loan Agreement will terminate when Party A fulfills the repayment obligation according to the provisions of Article 4.2 hereof.
3.4 Party D agrees to sign a new Loan Agreement with Party B.
Loan Arrangement. 2.1 Under this Agreement, Bank of China Limited agrees to extend to the Borrower a term credit line totaling Three Hundred Million US Dollar (USD300,000,000), and Bank of China (Hong Kong) Limited, Shanghai Branch agrees to extend to the Borrower a term credit line totaling Two Hundred Million US Dollar (USD200,000,000).
2.2 The Borrower shall use all and any of the amount under the credit line described under Article
2.1 for the purpose of acquiring, directly or through its subsidiary, corresponding equity interest in PCCW. The Borrower shall not alter the purpose of such loan without the prior written consent of the Lending Banks.
Loan Arrangement. On the Effective Date, the Company will make a loan to the Executive in the principal amount of Four Hundred Twenty Five Thousand Dollars ($425,000) (the “Loan”). Prior to the Effective Date, the Company and the Executive shall enter customary agreements evidencing the Loan, which will incorporate the following terms: (a) the Loan will be evidenced by a promissory note; (b) the Loan will bear simple interest at a rate equal to the prime rate as of the first day of the month immediately preceding the Effective Date; (c) the Loan will be secured by all of the shares of stock in the Company currently owned by the Executive, plus the Preferred Stock (as defined below), plus the shares purchased or under the Option (“Executive Shares”); (d) in the event that the Executive defaults under the Loan, the Company’s sole recourse under the Loan shall be to take possession of a number of Executive Shares that have a value equal to the unpaid payment obligations of the Executive under the Loan; (e) Loan shall be forgiven (including any accrued interest) in the event that (I) the Company makes dividends or other dispositions to shareholders of the Company such that Comvest has received a two times return on its equity investment in the Company or (II) a change of control (to be defined in the Loan agreement) occurs and the value of Comvest’s equity interests at the time of such Change of Control is equal to two times (2x) the amount of equity invested by Comvest in the Company); (f) the Executive shall use One Hundred Fifty Thousand Dollars ($150,000) of the proceeds of the Loan to purchase Series A Preferred Stock of the Company at a purchase price of $0.12 per share (the “Preferred Stock”); (g) no interest or principal is required to be paid under the Loan until there is a Change of Control, provided, however, that in no event shall Executive be required to pay more under the Loan than the Executive receives as cash (or other liquid consideration) for the Executive Shares in connection with the Change of Control; and (h) the Executive shall have the right to prepay the Loan at any time and shall have the right to repay the Loan by delivering all of the Executive Shares and forfeiting the remaining portion of the Option.
Loan Arrangement. Provided that Xxxxxxxx Xx and Haihui Dalian fully perform this Memorandum, the WFOE agrees to enter into a loan agreement (hereinafter, the “Loan Agreement”) with Xxxxxxxx Xx, pursuant to which it will provide Xxxxxxxx Xx with a loan with a principal of RMB16,573,260, upon the completion of the Proposed Change. The form and substance of such Loan Agreement shall be satisfactory to the WFOE and shall include the following provisions:
(a) the purpose of the loan shall be limited to: (i) a total amount of approximately RMB11,676,615 shall be used for the payment of the Onshore Change Consideration, the transfer price of the building under the Building Purchase Agreement and the transfer price of the vehicle under the Vehicle Transfer Agreement to be made by a third party, and the share transfer price to be paid by the third party designated by Xxxxxxxx Xx acting as the purchaser under the Offshore Share Transfer Agreement, and (ii) a total amount of approximately RMB4,896,645 shall be used for the establishment of the Designated Third Party by Xxxxxxxx Xx and the Subsequent Onshore Operation of the Training Center. (b) the principal shall be withdrawn in two installments, among which:
(i) the amount of one of the withdrawals shall be RMB11,676,615, to be paid to Haihui Dalian directly by the WFOE and certified by a confirmation letter issued by Haihui Dalian, of which the withdrawal date shall not be earlier than the date on which all the shareholders of Haihui Dalian become the WFOE Designated Parties through amendment registration with the administration for industry and commerce pursuant to the Onshore Share Transfer Agreement;
(ii) the amount of the other withdrawal shall be the balance after deducting the amount of withdrawal in the above section (i) from the principal amount, which is RMB4,896,645, and the date of its withdrawal shall be within fourteen (14) working days after the fulfillment of the following conditions:
(1) All conditions under sections (i), (iii), (iv), (v), (vi) and (vii) under Article 4(f) of this Memorandum have been fulfilled;
(2) Xxxxxxxx Xx has provided the WFOE with the materials regarding pre-approval of name of the Designated Third Party; and
(3) Xxxxxxxx Xx has duly signed, and has caused Haihui Dalian to duly sign the Onshore Share Transfer Agreement, the Offshore Share Transfer Agreement, the Advisor Engagement Agreement and the Pledge Agreement.
(c) the repayment date of the principal amount shall be the date twelve (12) ...
Loan Arrangement. The Company and PNC Bank, National Association, as agent for itself and others, and other financial institutions (the "Lenders") each shall have executed and delivered the Loan Arrangement and the Lenders shall have advanced to the Company $3,600,000 less $111,000 pursuant to the Loan Arrangement.
Loan Arrangement. The Loan Arrangement shall have been executed and delivered by the Company and PNC Bank, National Association, as agent for itself and others and the Lenders shall have advised Buyer that conditions precedent to the advance of funds under Section 2.2(a)(ii) of this Agreement shall have been satisfied.
Loan Arrangement. 1. The Lender agrees to provide the Borrower with a loan of RMB 22,387,724.67. Unless otherwise agreed to by the parties, the Loan term shall be 3 years from the date of loan drawdown and may be extended with the written consent of both parties.
2. The parties confirm that the Loan under this Agreement is interest-free.
3. For the Loan under this Agreement, the Borrower agrees to pledge all shares held in BVI-1 Company, all shares held in BVI-2 Company through BVI-1 Company, and all shares held in the Company through BVI-2 Company to the Lender as collateral.
Loan Arrangement. JDE may provide, at its sole discretion, the Customer with Equipment, as set out in the Commercial Terms on a free on loan or rental basis.
Loan Arrangement. (a) Each of Lone Star and Welspun agree that they will work together to attempt to arrange for (i) term loan facilities or a bond facility for the Company in an aggregate amount of $33,000,000 or more as may be commercially viable (the “Project Financing”) and (ii) working capital loan facilities for the Company in an aggregate amount of $20,000,000 or more (the “Working Capital Loan”, together with the Project Financing, the “Loan”), in each case, on terms and conditions which are acceptable to the Board of Managers. Neither Lone Star nor Welspun shall be obligated to guarantee or provide any other credit support in order for the Company to secure any loans, and the Loan and any future financing obtained by the Company shall be with recourse solely to the Company and its assets. Notwithstanding the prior sentence, either Lone Star or Welspun may guarantee or provide any other credit support in order for the Company to secure any Project Financing or other loans, in their sole discretion. For the avoidance of doubt, the Working Capital Loan shall not reduce the Capital Contributions pursuant to Sections 3.2 and 3.3.
(b) If after both Members have paid all their Capital Contributions to the Company and the Company requires additional capital but the Project Financing is not available, then the Members shall use their commercially reasonable efforts, subject to mutually acceptable documentation, to provide bridge financing (“Bridge Loans”) in proportion to each Member’s Percentage Interest on the terms set forth on Schedule D, and in the event that one of the Members is unable to provide such bridge financing, the other Member may provide, in its sole discretion, the Bridge Loans on the terms set forth on Schedule D.
Loan Arrangement. Chengtong Industrial agreed to provide the Loan in the principal amount of RMB40,000,000 (equivalent to HK$50,080,000), which will be funded by the Group, to the Borrower. The interest rate for the Loan is 10% per annum. Interests for the Loan shall be settled by the Borrower on a biannually basis.
