Promissory Note and Security Agreement. Purchaser shall have executed and delivered to Seller the Promissory Note and Security Agreement.
Promissory Note and Security Agreement. At the time of Closing, Xxxxx shall execute in favor of the Seller a Promissory Note as set forth in paragraph E above, personally guaranteed by the Buyer(s) or the shareholders of the Buyer, if a corporation. Buyer shall execute a Security Agreement giving Seller a lien against all assets purchased hereunder until the indebtedness is paid in full. Payment in full shall be due if any of the secured assets are sold to a third party other than in the ordinary course of business. The Security Agreement shall be subordinate to any existing liens described herein and shall contain the right of the Seller to obtain, if the Note is in default, a court appointed receiver to preserve the business assets. Further, Buyer shall execute UCC-1 forms which shall be recorded in the State of Florida public records, as per the Uniform Commercial Code. The collateral for the Security Agreement and Note shall be the following:
a) All furniture, fixtures and equipment listed in Schedule "A", together with all substitutions and replacements, as well as the product inventory of the Business, Accounts Receivable and all records as a going concern.
b) A collateral assignment of the Lease Agreement as consented to by the Landlord, if required, indicating that a default in either the Note or the Lease Agreement by Buyer shall constitute a default in both, giving the Seller, at Seller's option, the right to assume the Lease Agreement, re-enter the premises and take control of the Business.
Promissory Note and Security Agreement. Any promissory note issued by Xxxxxxx Xxxx or Xxxxx Xxxx in payment of the balance of the purchase price for the Shares purchased pursuant to this Article 9 shall be paid in sixty (60) equal monthly installments of principal and interest, and shall bear interest at an annual rate equal to 1% over the rate of interest publicly announced by Citicorp, N.A. as its reference rate on the date of the note. Any note issued pursuant to this Agreement shall contain the provisions set forth in this Article 11 and such further terms and conditions as set forth in EXHIBIT A attached hereto. Such note shall be secured by a security interest in the Shares purchased pursuant to this Agreement, which security interest shall be substantially in the form of EXHIBIT B attached hereto.
Promissory Note and Security Agreement. Concurrently with the execution of this Agreement, GTS will execute and deliver to the Stockholder the Promissory Note and Security Agreement.
Promissory Note and Security Agreement. At the Closing, Alpha shall execute and deliver to SciClone the Promissory Note and Security Agreement, in the form attached hereto as Exhibit E.
Promissory Note and Security Agreement. In consideration of the execution of this Agreement and the mutual release of obligations contained herein, Aventisub and MannKind are terminating the Promissory Note and the Security Agreement pursuant to the Pay-Off Letter attached hereto as Exhibit A.
Promissory Note and Security Agreement. At Closing, Purchaser shall issue to Seller a promissory note made to the order of a Seller or promissory notes made to the order of each Seller (apportioning the principal balance thereof as directed in writing by Seller), in the form annexed hereto as Exhibit C (the “Promissory Note”), in the original principal amount of $4,000,000. Obligations of Purchaser under the Promissory Note shall be secured by, among other things, a first lien on the Assets purchased by Purchaser at Closing pursuant to a security agreement in the form annexed hereto as Exhibit D-1 (the “Security Agreement”) and a deed of trust with assignment of rents and security agreement in the form annexed hereto as Exhibit D-2 (“Deed of Trust”). The obligations owing under the Promissory Note shall be guarantied by Nevada Gold & Casinos, Inc. pursuant to a guaranty in the form annexed hereto as Exhibit D-3 (“Guaranty”). The Promissory Note, the Security Agreement, the Deed of Trust and the Guaranty shall collectively be referred to herein as the “Seller Finance Documents.”
Promissory Note and Security Agreement. At the time of Closing, Bxxxx shall execute in favor of the Seller a Promissory Note as set forth in paragraph E above, personally guaranteed by the Buyer(s). Buyer shall execute a Security Agreement giving Seller a lien against all assets purchased hereunder until the indebtedness is paid in full. Payment in full shall be due if any of the secured assets are sold to a third party other than in the ordinary course of business. The Security Agreement shall be subordinate to any existing liens described herein and shall contain the right of the Seller to obtain, if the Note is in default, a court appointed receiver to preserve the business assets. Further, Bxxxx shall execute UCC-1 forms which shall be recorded in the State of MINNESOTA public records, as per the Uniform Commercial Code. The collateral for the Security Agreement and Note shall be the following:
a) All furniture, fixtures and equipment listed in Schedule “A”, together with all substitutions and replacements, as well as the product inventory of the Business, Accounts Receivable and all records as a going concern.
b) A collateral assignment of the Lease Agreement as consented to by the Landlord, if required, indicating that a default in either the Note or the Lease Agreement by Buyer shall constitute a default in both, giving the Seller, at Seller’s option, the right to assume the Lease Agreement, re-enter the premises and take control of the Business.
Promissory Note and Security Agreement. Burnx xxxll have executed and delivered to Dynacs the Promissory Note and the Security Agreement.
Promissory Note and Security Agreement. Notwithstanding any other provision of this Agreement, including any limitations set forth in this Section 10.2.2, in the event of a Seller Event of Default, Buyer shall have all rights and remedies available under the Promissory Note, Security Agreement (Assets) and Security Agreement (Membership Interests).
