Repayment of the Loan. 4.1 The Parties confirm that each Borrower shall not repay any Loan in advance unless the Lender agrees in writing in advance. 4.2 Each party confirms that the longest borrowing period of any Loan under this Agreement will be twenty (20) years after the Effective Date; or the expiration of the business term of the Lender (including its expansion from time to time); or the expiration of the business term of the Domestic Company (including its expansion from time to time); the earliest one shall prevail (hereinafter referred to as the “Term of the Loan”). After execution of this agreement, the newly added Loan shall be counted from the date of actual payment, and the maximum time limit shall not exceed the expiry date of the aforementioned Term of the Loan. When Term of the Loan expires: (a) If the applicable law allows the Lender to acquire the entire equities of the Domestic Company held by the Borrowers, the Borrowers have the right and obligation to directly reimburse all the Outstanding Payments by means of transferring all the equities thereof they hold. When the relevant government registration procedures or other transfer formalities of such equity transfer stipulated by law (whichever occurs later) finish, it shall be deemed that the Borrowers have fully repaid all the Loans under this Agreement. (b) If the applicable law allows the Lender to acquire a portion of the equities of the Domestic Company held by the Borrowers, the Borrowers have the right and obligation to directly reimburse the Outstanding Payments in proportion by means of transferring such equities thereof they hold. When the relevant government registration procedures or other transfer formalities of such equity transfer stipulated by law (whichever occurs later) finish, it shall be deemed that the Borrowers have repaid the corresponding percentage of Loans under this Agreement. The other unrepaid Loans are automatically extended to the date on which the applicable law allows the Lender or its successor to take over the remaining equities thereof held by the Borrowers. (c) If the applicable law does not allow the Lender to acquire the equities of the Domestic Company held by the Borrowers, the Term of the Loan that has not been repaid is automatically extended to such date, when the applicable law allows so. In the event that the Borrowers repay the Loan under this Agreement in the aforementioned manner, the Lender and the Borrowers do not have to pay the other Party any other payment, regardless of the value of the equities of the Domestic Company transferred at that time. 4.3 After the Term of the Loan and after the law allows the Lender to hold the equities of the Domestic Company, the Lender may issue a notice of repayment to the Borrowers (hereinafter referred to as the “Repayment Notice”) at any time thirty (30) days in advance, requesting the Borrowers for repayment of any or all of the Outstanding Repayments. The repayment amount of the Borrower under this Article 4.3 is limited to the actual equity transfer price it has received as described below, and the performance of its repayment obligation is predicated on its receipt of the full equity transfer price as described below. Under this circumstances, on the premise of not violating the applicable laws, the Lender shall purchase or designate a third party to purchase the corresponding equities of the Domestic Company held by the Borrowers with such equity transfer price which is equal to the requested Outstanding Repayment. The proportion of the equity that is required to be purchased accounting for the equity of the Domestic Company held by the Borrowers at that time should be the same as the proportion of the required Outstanding repayments accounting for the sum of the Outstanding Repayments of the Borrowers under this Agreement. 4.4 After the Term of the Loan and after the law allows the Lender to hold the equities of the Domestic Company, each Borrower may issue a notice of repayment to the Lender (hereinafter referred to as the “Repayment Notice”) at any time thirty (30) days in advance, requesting for repayment of any or all of the Outstanding Repayments. The repayment amount of the Borrower under this Article 4.4 is limited to the actual equity transfer price it has received as described below, and the performance of its repayment obligation is predicated on its receipt of the full equity transfer price as described below. Under this circumstances, on the premise of not violating the applicable laws, the Lender shall purchase or designate a third party to purchase all the equities of the Domestic Company held by the Borrowers with such equity transfer price which is equal to the sum of the amount which the Borrowers are to repay. 4.5 Where the applicable law allows the Lender to hold the equities of the Domestic Company, when the Borrowers repay the sum due under Articles 4.2 to 4.4, the Parties shall simultaneously complete the prescribed equity transfer and guarantee that at the same time as the payment of the Outstanding Repayment, the Lender or a third party designated by the Lender has legally and completely received the corresponding amount of equities thereof in accordance with the aforementioned arrangements, and there is no pledge or any other kind of encumbrance on such equities. When such equity transfer is carried out in accordance with the aforementioned arrangements, each Borrower shall provide all necessary cooperation. 4.6 After each Borrower transfers all equities of Domestic Company held by them to the Lender or a third party designated by the Lender according to the provisions of Articles 4.2 to 4.4, and after repaying all the Outstanding Repayments, the Borrower shall no longer bear the repayment obligations under this Agreement. 4.7 For avoidance of ambiguity, the Borrowers and their relatives are not obliged to repay the Loan under this Agreement with their own properties except for the agreed repayment methods under this Agreement.
Appears in 2 contracts
Samples: Loan Agreement (Tencent Music Entertainment Group), Loan Agreement (Tencent Music Entertainment Group)
Repayment of the Loan. 4.1 The Parties confirm that each Borrower before the expiration as in Section 4.2, the Borrowers shall repay the amount under this Agreement which equals to the consideration of equity interest transfer actually received by the Borrowers under the Ocean Transaction only when the Borrowers receive the consideration of equity interest from the Domestic Company; if the Domestic Company does not perform its obligations under the Ocean Transaction to pay the consideration of equity interest transfer due to any reasons that cannot be ascribed to the Borrowers, the Borrowers are not obligated to repay any the Loan in advance unless this Agreement to the Lender agrees before the expiration as in writing in advanceSection 4.2. Accordingly, (i) once the Domestic Company pays any or all the consideration of equity interest transfer to the Borrowers pursuant to the equity interest transfer agreement under the Ocean Transaction, the Borrowers shall transfer the aforementioned amount immediately upon reception to the bank account designated by the Lender to fulfil its obligation of repayment under this Agreement; or (ii) if the Domestic Company directly transfer any or all the consideration of equity interest transfer to the bank account designated by the Lender, it shall be deemed that the Borrowers have repaid the amount that equals to the consideration transferred. If any or all the consideration of equity interest transfer that received by the Borrowers or directly transferred to the bank account designated by the Lender is reduced by any taxes or fees (bank service charge included), the amount of the Loan shall be reduced accordingly by the amount of such taxes or fees.
4.2 Each party confirms that the longest borrowing period of any Loan under this Agreement will be twenty (20) years after the Effective Date; or the expiration of the business term of the Lender (including its expansion from time to time); or the expiration of the business term of the Domestic Company (including its expansion from time to time); the earliest one shall prevail (hereinafter referred to as the “Term of the Loan”). After execution of this agreement, the newly added Loan shall be counted from the date of actual payment, and the maximum time limit shall not exceed the expiry date of the aforementioned Term of the Loan. When Term of the Loan expires:
(a) If : if the applicable law allows the Lender to acquire the entire equities of the Domestic Company held by the Borrowers, the Borrowers have the right and obligation to directly reimburse all the Outstanding Payments by means of transferring all the equities thereof they hold. When the relevant government registration procedures or other transfer formalities of such equity transfer stipulated by law (whichever occurs later) finish, it shall be deemed that the Borrowers have fully repaid all the Loans under this Agreement.
(b) If ; if the applicable law allows the Lender to acquire a portion of the equities of the Domestic Company held by the Borrowers, the Borrowers have the right and obligation to directly reimburse the Outstanding Payments in proportion by means of transferring such equities thereof they hold. When the relevant government registration procedures or other transfer formalities of such equity transfer stipulated by law (whichever occurs later) finish, it shall be deemed that the Borrowers have repaid the corresponding percentage of Loans under this Agreement. The other unrepaid Loans are automatically extended to the date on which the applicable law allows the Lender or its successor to take over the remaining equities thereof held by the Borrowers.
(c) If ; if the applicable law does not allow the Lender to acquire the equities of the Domestic Company held by the Borrowers, the Term of the Loan that has not been repaid is automatically extended to such date, when the applicable law allows so. In the event that the Borrowers repay the Loan under this Agreement in the aforementioned manner, the Lender and the Borrowers do not have to pay the other Party any other payment, regardless of the value of the equities of the Domestic Company transferred at that time.
4.3 After the Term of the Loan and after the law allows the Lender to hold the equities of the Domestic Company, the Lender may issue a notice of repayment to the Borrowers (hereinafter referred to as the “Repayment Notice”) at any time thirty (30) days in advance, requesting anyone of each Borrower or the Borrowers for repayment of any or all of the Outstanding Repayments. The repayment amount of the Borrower under this Article 4.3 is limited to the actual equity transfer price it has received as described below, and the performance of its repayment obligation is predicated on its receipt of the full equity transfer price as described below. Under this circumstances, on the premise of not violating the applicable laws, the Lender shall purchase or designate a third party to purchase the corresponding equities of the Domestic Company held by the Borrowers with such equity transfer price which is equal to the requested Outstanding Repayment. The proportion of the equity that is required to be purchased accounting for the equity of the Domestic Company held by the Borrowers at that time should be the same as the proportion of the required Outstanding repayments accounting for the sum of the Outstanding Repayments of the Borrowers under this Agreement.
4.4 After the Term of the Loan and after the law allows the Lender to hold the equities of the Domestic Company, each Borrower may issue a notice of repayment to the Lender (hereinafter referred to as the “Repayment Notice”) at any time thirty (30) days in advance, requesting for repayment of any or all of the Outstanding Repayments. The repayment amount of the Borrower under this Article 4.4 is limited to the actual equity transfer price it has received as described below, and the performance of its repayment obligation is predicated on its receipt of the full equity transfer price as described below. Under this circumstances, on the premise of not violating the applicable laws, the Lender shall purchase or designate a third party to purchase all the equities of the Domestic Company held by the Borrowers with such equity transfer price which is equal to the sum of the amount which the Borrowers are to repay.
4.5 Where the applicable law allows the Lender to hold the equities of the Domestic Company, when the Borrowers repay the sum due under Articles 4.2 to 4.4, the Parties shall simultaneously complete the prescribed equity transfer and guarantee that at the same time as the payment of the Outstanding Repayment, the Lender or a third party designated by the Lender has legally and completely received the corresponding amount of equities thereof in accordance with the aforementioned arrangements, and there is no pledge or any other kind of encumbrance on such equities. When such equity transfer is carried out in accordance with the aforementioned arrangements, each Borrower shall provide all necessary cooperationcooperation and waive any rights of first refusal.
4.6 After each Borrower transfers all equities of Domestic Company held by them to the Lender or a third party designated by the Lender according to the provisions of Articles 4.2 to 4.4, and after repaying all the Outstanding Repayments, the Borrower shall no longer bear the repayment obligations under this Agreement.
4.7 For avoidance of ambiguity, the Borrowers and their relatives are not obliged to repay the Loan under this Agreement with their own properties except for the agreed repayment methods under this Agreement.
Appears in 2 contracts
Samples: Loan Agreement (Tencent Music Entertainment Group), Loan Agreement (Tencent Music Entertainment Group)
Repayment of the Loan. 4.1 The Parties confirm Subject to the terms and conditions set forth in the Subordination Agreement and the Senior Credit Agreement, the Borrower shall, until such time as all outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)) shall have been paid in full, repay to the Lender the outstanding principal balance of the Loan on each of September 10, 2020, December 10, 2020 and March 10, 2021, in an amount on each such date equal to $25,000,000 less any amount that each has been applied to pay any Senior Obligations pursuant to Section 2.05 of the Senior Credit Agreement on such date. For avoidance of doubt, except as otherwise as set forth in the immediately succeeding sentence, accrued interest on any such principal payment shall not become due and payable at such time, and shall instead be payable in accordance with Section 2.06 hereof. Notwithstanding the foregoing, if on any date on which a payment of principal is required to be made pursuant to the first sentence of this Section 2.05, less than the required payment amount of the principal balance of the Loan remains outstanding and unpaid, the Borrower shall not repay any Loan pay the following obligations (if any) in advance unless the Lender agrees following order until either the sum paid on such date equals the required payment amount for such date or all outstanding Obligations (other than Unasserted Obligations (as defined in writing the Subordination Agreement)) have been paid in advance.
4.2 Each party confirms that the longest borrowing period of any Loan under this Agreement will be twenty full: (20A) years after the Effective Date; or the expiration of the business term of the Lender (including its expansion from time to time); or the expiration of the business term of the Domestic Company (including its expansion from time to time); the earliest one shall prevail (hereinafter referred to as the “Term outstanding unpaid principal of the Loan”, (B) accrued and unpaid interest on the Loan and (C) all other outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)). After execution The outstanding unpaid principal balance of this agreement, the newly added Loan and all accrued and unpaid interest on the Loan shall be counted from due and payable on the date of actual payment, and the maximum time limit shall not exceed the expiry date Scheduled Maturity Date. If all of the aforementioned Term of the Loan. When Term outstanding principal balance of the Loan expires:
(a) If and accrued interest on the applicable law allows the Lender to acquire the entire equities of the Domestic Company held by the BorrowersLoan are fully repaid on any date, the Borrowers have the right and obligation to directly reimburse all the Outstanding Payments by means of transferring all the equities thereof they hold. When the relevant government registration procedures or other transfer formalities this Agreement shall terminate as of such equity transfer stipulated by law (whichever occurs later) finish, it shall be deemed that the Borrowers have fully repaid all the Loans under this Agreement.
(b) If the applicable law allows the Lender to acquire a portion of the equities of the Domestic Company held by the Borrowers, the Borrowers have the right and obligation to directly reimburse the Outstanding Payments in proportion by means of transferring such equities thereof they holddate. When the relevant government registration procedures Any repayment or other transfer formalities of such equity transfer stipulated by law (whichever occurs later) finish, it shall be deemed that the Borrowers have repaid the corresponding percentage of Loans under this Agreement. The other unrepaid Loans are automatically extended to the date on which the applicable law allows the Lender or its successor to take over the remaining equities thereof held by the Borrowers.
(c) If the applicable law does not allow the Lender to acquire the equities of the Domestic Company held by the Borrowers, the Term prepayment of the Loan that has not been repaid is automatically extended allocated to such date, when the applicable law allows so. In the event that the Borrowers repay the Loan under this Agreement in the aforementioned manner, the Lender and the Borrowers do not have to pay the other Party any other payment, regardless of the value of the equities of the Domestic Company transferred at that time.
4.3 After the Term principal amount of the Loan and after shall reduce the law allows Commitment of the Lender on a dollar for dollar basis. On each Scheduled Maturity Date prior to hold the equities Final Maturity Date, Borrower shall provide written notice (an “Extension Notice”) to the Lender not less than fifteen (15) Business Days prior to such Scheduled Maturity Date of the Domestic Companyupcoming Scheduled Maturity Date, and, subject to lender’s confirmation of receipt of such notice, such Scheduled Maturity Date shall be extended by one additional calendar year, unless the Lender may issue shall, in its sole and absolute discretion, have delivered written notice declining such Extension Notice not less than ten (10) Business Days prior to such Scheduled Maturity Date. If the Borrower fails to provide such Extension Notice (or fails to provide it not less than fifteen (15) Business Days prior to such Scheduled Maturity Date), then the Lender shall have the right to deliver a written notice of repayment to the Borrowers declining any further extension (hereinafter referred to as the a “Repayment Non-Renewal Notice”) at any time prior to thirty (30) calendar days in advanceafter the Scheduled Maturity Date, requesting and effective upon the Borrowers for repayment delivery of any or all of the Outstanding Repayments. The repayment amount of the Borrower under this Article 4.3 is limited such Non-Renewal Notice, (i) if delivered prior to the actual equity transfer price it has received as described belowapplicable Scheduled Maturity Date, and the performance of its repayment obligation is predicated on its receipt of the full equity transfer price as described below. Under this circumstances, then no extension shall occur on the premise of not violating applicable Scheduled Maturity Date and such Scheduled Maturity Date shall constitute the Final Maturity Date, or (ii) if delivered after the applicable lawsScheduled Maturity Date, the Lender date occurring two Business Days following the date of such Non-Renewal Notice shall purchase constitute the Final Maturity Date. If no Extension Notice or designate a third party to purchase the corresponding equities of the Domestic Company held by the Borrowers with such equity transfer price which Non-Renewal Notice is equal to the requested Outstanding Repayment. The proportion of the equity that is required to be purchased accounting for the equity of the Domestic Company held by the Borrowers at that time should be the same as the proportion of the required Outstanding repayments accounting for the sum of the Outstanding Repayments of the Borrowers under this Agreement.
4.4 After the Term of the Loan and after the law allows the Lender to hold the equities of the Domestic Company, each Borrower may issue a notice of repayment to the Lender (hereinafter referred to as the “Repayment Notice”) at any time thirty (30) days in advance, requesting for repayment of any or all of the Outstanding Repayments. The repayment amount of the Borrower under this Article 4.4 is limited to the actual equity transfer price it has received as described below, and the performance of its repayment obligation is predicated on its receipt of the full equity transfer price as described below. Under this circumstances, on the premise of not violating the applicable lawsdelivered, the Lender Scheduled Maturity Date shall purchase or designate a third party to purchase all the equities of the Domestic Company held be extended by the Borrowers with such equity transfer price which is equal to the sum of the amount which the Borrowers are to repayone additional calendar year.
4.5 Where the applicable law allows the Lender to hold the equities of the Domestic Company, when the Borrowers repay the sum due under Articles 4.2 to 4.4, the Parties shall simultaneously complete the prescribed equity transfer and guarantee that at the same time as the payment of the Outstanding Repayment, the Lender or a third party designated by the Lender has legally and completely received the corresponding amount of equities thereof in accordance with the aforementioned arrangements, and there is no pledge or any other kind of encumbrance on such equities. When such equity transfer is carried out in accordance with the aforementioned arrangements, each Borrower shall provide all necessary cooperation.
4.6 After each Borrower transfers all equities of Domestic Company held by them to the Lender or a third party designated by the Lender according to the provisions of Articles 4.2 to 4.4, and after repaying all the Outstanding Repayments, the Borrower shall no longer bear the repayment obligations under this Agreement.
4.7 For avoidance of ambiguity, the Borrowers and their relatives are not obliged to repay the Loan under this Agreement with their own properties except for the agreed repayment methods under this Agreement.
Appears in 2 contracts
Samples: Subordination Agreement (Beneficient Co Group, L.P.), Subordination Agreement (GWG Holdings, Inc.)
Repayment of the Loan. 4.1 (1) The Parties confirm that each Borrower shall not repay any Loan in advance unless provisions of this paragraph are subject to the Lender agrees in writing in advanceprovisions of paragraph 5.
4.2 Each party confirms (2) Except where the Borrower has obtained the FSA’s prior written consent and that the longest borrowing period of any Loan under this Agreement will be twenty (20) years after the Effective Date; consent has not been withdrawn, no repayment or the expiration prepayment of the business term of the Lender (including its expansion from time to time); or the expiration of the business term of the Domestic Company (including its expansion from time to time); the earliest one shall prevail (hereinafter referred to as the “Term of the Loan”). After execution of this agreement, the newly added Loan shall be counted from the date of actual paymentmade, and the maximum time limit shall not exceed the expiry date of the aforementioned Term of the Loan. When Term of the Loan expiresin whole or in part, earlier than a date:
(a) If the applicable law allows the Lender to acquire the entire equities of the Domestic Company held by the Borrowers, the Borrowers have the right and obligation to directly reimburse all the Outstanding Payments by means of transferring all the equities thereof they hold. When the relevant government registration procedures or other transfer formalities of such equity transfer stipulated by law (whichever occurs later) finish, it shall be deemed that the Borrowers have fully repaid all the Loans under this Agreement.
(b) If the applicable law allows the Lender to acquire a portion of the equities of the Domestic Company held by the Borrowers, the Borrowers have the right and obligation to directly reimburse the Outstanding Payments in proportion by means of transferring such equities thereof they hold. When the relevant government registration procedures or other transfer formalities of such equity transfer stipulated by law (whichever occurs later) finish, it shall be deemed that the Borrowers have repaid the corresponding percentage of Loans under this Agreement. The other unrepaid Loans are automatically extended to not less than two years from the date on which the applicable law allows the Lender or its successor to take over the remaining equities thereof held by the Borrowers.Loan was first made; or
(cb) If not less than two years from the applicable law does not allow date on which the Lender Borrower gave notice in writing to acquire the equities of the Domestic Company held by the Borrowers, the Term of the Loan that has not been repaid is automatically extended to such date, when the applicable law allows so. In the event that the Borrowers repay the Loan under this Agreement in the aforementioned manner, the Lender and the Borrowers do not have to pay the other Party any other payment, regardless of the value of the equities of the Domestic Company transferred at that timeFSA.
4.3 After (3) If default is made for a period of 7 days or more in the Term payment of any principal due in respect of the Loan or for a period of 14 days or more in the payment of any interest due in respect of the Loan the Lender may, in order to enforce payment, at its discretion and after taking such preliminary steps as may be necessary and after notifying the law allows FSA, institute proceedings for the Lender to hold the equities of the Domestic Company, the Lender may issue a notice of repayment to the Borrowers (hereinafter referred to as the “Repayment Notice”) at any time thirty (30) days in advance, requesting the Borrowers for repayment of any or all of the Outstanding Repayments. The repayment amount Insolvency of the Borrower [or the Insolvency of all or any Partners**]. If an order is made or an effective resolution is passed for the winding up of the Borrower, the Loan shall become repayable.
(4) The Lender may at its discretion, subject to the provisions which follow, institute proceedings for the Insolvency of the Borrower [or the Insolvency of all or any Partners**] to enforce any obligation, condition or provision binding on the Borrower [or on all or any Partners**+] under this Article 4.3 Agreement (other than any obligation for the payment of principal moneys or interest in respect of the Loan) provided that the borrower [or any Partner**] shall not by virtue of the institution of any such proceedings be obliged to pay any sum or sums sooner than the same would otherwise have been payable by it. The Lender may only institute such proceedings to enforce the obligations referred to above if (i) the default is limited not remedied to the actual equity transfer price it has received as described below, and the performance of its repayment obligation is predicated on its receipt satisfaction of the full equity transfer price as described below. Under this circumstances, on Lender within 60 days after notice of such default is not remedied to the premise satisfaction of not violating the applicable laws, the Lender shall purchase or designate a third party within 60 days after notice of such default has been given to purchase the corresponding equities of the Domestic Company held Borrower by the Borrowers Lender (with such equity transfer price which is equal a copy to the requested Outstanding Repayment. The proportion of FSA) requiring the equity that is default to be remedied and (ii) the Lender has taken all preliminary steps required to be purchased accounting for taken by it prior to the equity institution of the Domestic Company held by the Borrowers at that time should be the same as the proportion of the required Outstanding repayments accounting for the sum of the Outstanding Repayments of the Borrowers under this Agreementsuch proceedings.
4.4 After (5) No remedy against the Term of the Loan and after the law allows the Lender to hold the equities of the Domestic Company, each Borrower may issue a notice of repayment [or any Partner**] other than as specifically provided by this paragraph shall be available to the Lender (hereinafter referred to as whether for the “Repayment Notice”) at any time thirty (30) days recovery of amounts owing under this Agreement or in advance, requesting for repayment respect of any or all of the Outstanding Repayments. The repayment amount of breach by the Borrower under this Article 4.4 is limited to the actual equity transfer price it has received as described below, and the performance [or any Partners**] of any of its repayment obligation is predicated on its receipt of the full equity transfer price as described below. Under this circumstances, on the premise of not violating the applicable laws, the Lender shall purchase or designate a third party to purchase all the equities of the Domestic Company held by the Borrowers with such equity transfer price which is equal to the sum of the amount which the Borrowers are to repay.
4.5 Where the applicable law allows the Lender to hold the equities of the Domestic Company, when the Borrowers repay the sum due under Articles 4.2 to 4.4, the Parties shall simultaneously complete the prescribed equity transfer and guarantee that at the same time as the payment of the Outstanding Repayment, the Lender or a third party designated by the Lender has legally and completely received the corresponding amount of equities thereof in accordance with the aforementioned arrangements, and there is no pledge or any other kind of encumbrance on such equities. When such equity transfer is carried out in accordance with the aforementioned arrangements, each Borrower shall provide all necessary cooperation.
4.6 After each Borrower transfers all equities of Domestic Company held by them to the Lender or a third party designated by the Lender according to the provisions of Articles 4.2 to 4.4, and after repaying all the Outstanding Repayments, the Borrower shall no longer bear the repayment obligations under this Agreement.
4.7 For avoidance of ambiguity, the Borrowers and their relatives are not obliged to repay the Loan under this Agreement with their own properties except for the agreed repayment methods under this Agreement.
Appears in 2 contracts
Samples: Subordinated Loan Agreement, Subordinated Loan Agreement
Repayment of the Loan. 4.1 The Parties confirm that Borrower shall, until such time as all outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)) shall have been paid in full, repay to the Lender the outstanding unpaid principal balance of the Loan in equal installments of $25,000,000 on each of September 10, 2020, December 10, 2020 and March 10, 2021. For avoidance of doubt, except as otherwise as set forth in the immediately succeeding sentence, accrued interest on any such installment shall not become due and payable at such time, and shall instead be payable in accordance with Section 2.06 hereof. Notwithstanding the foregoing, if on any date on which an installment of principal is required to be paid pursuant to the first sentence of this Section 2.05, less than $25,000,000 of the principal balance of the Loan remains outstanding and unpaid, the Borrower shall not repay any Loan pay the following obligations (if any) in advance unless the Lender agrees following order until either the sum paid on such date equals $25,000,000 or all outstanding Obligations (other than Unasserted Obligations (as defined in writing the Subordination Agreement)) have been paid in advance.
4.2 Each party confirms that the longest borrowing period of any Loan under this Agreement will be twenty full: (20A) years after the Effective Date; or the expiration of the business term of the Lender (including its expansion from time to time); or the expiration of the business term of the Domestic Company (including its expansion from time to time); the earliest one shall prevail (hereinafter referred to as the “Term outstanding unpaid principal of the Loan”, (B) accrued and unpaid interest on the Loan and (C) all other outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)). After execution The outstanding unpaid principal balance of this agreement, the newly added Loan and all accrued and unpaid interest on the Loan shall be counted from due and payable on the date of actual payment, and the maximum time limit shall not exceed the expiry date Scheduled Maturity Date. If all of the aforementioned Term of the Loan. When Term outstanding principal balance of the Loan expires:
(a) If and accrued interest on the applicable law allows the Lender to acquire the entire equities of the Domestic Company held by the BorrowersLoan are fully repaid on any date, the Borrowers have the right and obligation to directly reimburse all the Outstanding Payments by means of transferring all the equities thereof they hold. When the relevant government registration procedures or other transfer formalities this Agreement shall terminate as of such equity transfer stipulated by law (whichever occurs later) finish, it shall be deemed that the Borrowers have fully repaid all the Loans under this Agreement.
(b) If the applicable law allows the Lender to acquire a portion of the equities of the Domestic Company held by the Borrowers, the Borrowers have the right and obligation to directly reimburse the Outstanding Payments in proportion by means of transferring such equities thereof they holddate. When the relevant government registration procedures Any repayment or other transfer formalities of such equity transfer stipulated by law (whichever occurs later) finish, it shall be deemed that the Borrowers have repaid the corresponding percentage of Loans under this Agreement. The other unrepaid Loans are automatically extended to the date on which the applicable law allows the Lender or its successor to take over the remaining equities thereof held by the Borrowers.
(c) If the applicable law does not allow the Lender to acquire the equities of the Domestic Company held by the Borrowers, the Term prepayment of the Loan that has not been repaid is automatically extended allocated to such date, when the applicable law allows so. In the event that the Borrowers repay the Loan under this Agreement in the aforementioned manner, the Lender and the Borrowers do not have to pay the other Party any other payment, regardless of the value of the equities of the Domestic Company transferred at that time.
4.3 After the Term principal amount of the Loan and after shall reduce the law allows Commitment of the Lender on a dollar for dollar basis. On each Scheduled Maturity Date prior to hold the equities Final Maturity Date, Borrower shall provide written notice (an “Extension Notice”) to the Lender not less than fifteen (15) Business Days prior to such Scheduled Maturity Date of the Domestic Companyupcoming Scheduled Maturity Date, and, subject to lender’s confirmation of receipt of such notice, such Scheduled Maturity Date shall be extended by one additional calendar year, unless the Lender may issue shall, in its sole and absolute discretion, have delivered written notice declining such Extension Notice not less than ten (10) Business Days prior to such Scheduled Maturity Date. If the Borrower fails to provide such Extension Notice (or fails to provide it not less than fifteen (15) Business Days prior to such Scheduled Maturity Date), then the Lender shall have the right to deliver a written notice of repayment to the Borrowers declining any further extension (hereinafter referred to as the a “Repayment Non-Renewal Notice”) at any time prior to thirty (30) calendar days in advanceafter the Scheduled Maturity Date, requesting and effective upon the Borrowers for repayment delivery of any or all of the Outstanding Repayments. The repayment amount of the Borrower under this Article 4.3 is limited such Non-Renewal Notice, (i) if delivered prior to the actual equity transfer price it has received as described belowapplicable Scheduled Maturity Date, and the performance of its repayment obligation is predicated on its receipt of the full equity transfer price as described below. Under this circumstances, then no extension shall occur on the premise of not violating applicable Scheduled Maturity Date and such Scheduled Maturity Date shall constitute the Final Maturity Date, or (ii) if delivered after the applicable lawsScheduled Maturity Date, the Lender date occurring two Business Days following the date of such Non-Renewal Notice shall purchase constitute the Final Maturity Date. If no Extension Notice or designate a third party to purchase the corresponding equities of the Domestic Company held by the Borrowers with such equity transfer price which Non-Renewal Notice is equal to the requested Outstanding Repayment. The proportion of the equity that is required to be purchased accounting for the equity of the Domestic Company held by the Borrowers at that time should be the same as the proportion of the required Outstanding repayments accounting for the sum of the Outstanding Repayments of the Borrowers under this Agreement.
4.4 After the Term of the Loan and after the law allows the Lender to hold the equities of the Domestic Company, each Borrower may issue a notice of repayment to the Lender (hereinafter referred to as the “Repayment Notice”) at any time thirty (30) days in advance, requesting for repayment of any or all of the Outstanding Repayments. The repayment amount of the Borrower under this Article 4.4 is limited to the actual equity transfer price it has received as described below, and the performance of its repayment obligation is predicated on its receipt of the full equity transfer price as described below. Under this circumstances, on the premise of not violating the applicable lawsdelivered, the Lender Scheduled Maturity Date shall purchase or designate a third party to purchase all the equities of the Domestic Company held be extended by the Borrowers with such equity transfer price which is equal to the sum of the amount which the Borrowers are to repayone additional calendar year.
4.5 Where the applicable law allows the Lender to hold the equities of the Domestic Company, when the Borrowers repay the sum due under Articles 4.2 to 4.4, the Parties shall simultaneously complete the prescribed equity transfer and guarantee that at the same time as the payment of the Outstanding Repayment, the Lender or a third party designated by the Lender has legally and completely received the corresponding amount of equities thereof in accordance with the aforementioned arrangements, and there is no pledge or any other kind of encumbrance on such equities. When such equity transfer is carried out in accordance with the aforementioned arrangements, each Borrower shall provide all necessary cooperation.
4.6 After each Borrower transfers all equities of Domestic Company held by them to the Lender or a third party designated by the Lender according to the provisions of Articles 4.2 to 4.4, and after repaying all the Outstanding Repayments, the Borrower shall no longer bear the repayment obligations under this Agreement.
4.7 For avoidance of ambiguity, the Borrowers and their relatives are not obliged to repay the Loan under this Agreement with their own properties except for the agreed repayment methods under this Agreement.
Appears in 2 contracts
Samples: Credit Agreement (Beneficient Co Group, L.P.), Credit Agreement (GWG Holdings, Inc.)
Repayment of the Loan. 4.1 (1) The Parties confirm that each Borrower shall not repay any Loan in advance unless provisions of this paragraph are subject to the Lender agrees in writing in advanceprovisions of paragraph 5.
4.2 Each party confirms (2) Except where the Borrower has obtained FSA’s prior written consent and that the longest borrowing period of any Loan under this Agreement will be twenty (20) years after the Effective Date; consent has not been withdrawn, no repayment or the expiration prepayment of the business term of the Lender (including its expansion from time to time); or the expiration of the business term of the Domestic Company (including its expansion from time to time); the earliest one shall prevail (hereinafter referred to as the “Term of the Loan”). After execution of this agreement, the newly added Loan shall be counted from the date of actual paymentmade, and the maximum time limit shall not exceed the expiry date of the aforementioned Term of the Loan. When Term of the Loan expiresin whole or in part, earlier than a date:
(a) If the applicable law allows the Lender to acquire the entire equities of the Domestic Company held by the Borrowers, the Borrowers have the right and obligation to directly reimburse all the Outstanding Payments by means of transferring all the equities thereof they hold. When the relevant government registration procedures or other transfer formalities of such equity transfer stipulated by law (whichever occurs later) finish, it shall be deemed that the Borrowers have fully repaid all the Loans under this Agreement.
(b) If the applicable law allows the Lender to acquire a portion of the equities of the Domestic Company held by the Borrowers, the Borrowers have the right and obligation to directly reimburse the Outstanding Payments in proportion by means of transferring such equities thereof they hold. When the relevant government registration procedures or other transfer formalities of such equity transfer stipulated by law (whichever occurs later) finish, it shall be deemed that the Borrowers have repaid the corresponding percentage of Loans under this Agreement. The other unrepaid Loans are automatically extended to not less than [five years] [two years] from the date on which the applicable law allows Loan was first made; or
(b) not less than [five years] [two years] from the date on which the Borrower gave notice in writing to the Lender or its successor to take over the remaining equities thereof held by the Borrowers.and FSA, or
(c) If not less than [five years] [two years] from the applicable law does not allow date on which the Lender gave notice in writing to acquire the equities Borrower and FSA.
(3) If default is made for a period of 7 days or more in the Domestic Company held by the Borrowers, the Term payment of any principal due in respect of the Loan that has not been repaid is automatically extended to such date, when or for a period of 14 days or more in the applicable law allows so. In the event that the Borrowers repay payment of any interest due in respect of the Loan the Lender may, in order to enforce payment, at its discretion and after taking such preliminary steps as may be necessary and after notifying FSA, institute proceedings for the Insolvency of the Borrower [or the Insolvency of all or any Partners**]. If an order is made or an effective resolution is passed for the winding up of the Borrower, the Loan shall become repayable.
(4) The Lender may at its discretion, subject to the provisions which follow, institute proceedings for the Insolvency of the Borrower [or the Insolvency of all or any Partners**] to enforce any obligation, condition or provision binding on the Borrower [or on all or any Partners**+] under this Agreement (other than any obligation for the payment of principal moneys or interest in respect of the aforementioned manner, Loan) provided that the borrower [or any Partner**] shall not by virtue of the institution of any such proceedings be obliged to pay any sum or sums sooner than the same would otherwise have been payable by it. The Lender may only institute such proceedings to enforce the obligations referred to above if (i) the default is not remedied to the satisfaction of the Lender and within 60 days after notice of such default is not remedied to the Borrowers do not have to pay the other Party any other payment, regardless satisfaction of the value Lender within 60 days after notice of such default has been given to the equities of the Domestic Company transferred at that time.
4.3 After the Term of the Loan and after the law allows Borrower by the Lender (with a copy to hold FSA) requiring the equities of the Domestic Company, default to be remedied and (ii) the Lender may issue a notice of repayment to the Borrowers (hereinafter referred to as the “Repayment Notice”) at any time thirty (30) days in advance, requesting the Borrowers for repayment of any or has taken all of the Outstanding Repayments. The repayment amount of the Borrower under this Article 4.3 is limited to the actual equity transfer price it has received as described below, and the performance of its repayment obligation is predicated on its receipt of the full equity transfer price as described below. Under this circumstances, on the premise of not violating the applicable laws, the Lender shall purchase or designate a third party to purchase the corresponding equities of the Domestic Company held by the Borrowers with such equity transfer price which is equal to the requested Outstanding Repayment. The proportion of the equity that is preliminary steps required to be purchased accounting for taken by it prior to the equity institution of the Domestic Company held by the Borrowers at that time should be the same as the proportion of the required Outstanding repayments accounting for the sum of the Outstanding Repayments of the Borrowers under this Agreementsuch proceedings.
4.4 After (5) No remedy against the Term of the Loan and after the law allows the Lender to hold the equities of the Domestic Company, each Borrower may issue a notice of repayment [or any Partner**] other than as specifically provided by this paragraph shall be available to the Lender (hereinafter referred to as whether for the “Repayment Notice”) at any time thirty (30) days recovery of amounts owing under this Agreement or in advance, requesting for repayment respect of any or all of the Outstanding Repayments. The repayment amount of breach by the Borrower under this Article 4.4 is limited to the actual equity transfer price it has received as described below, and the performance [or any Partners**] of any of its repayment obligation is predicated on its receipt of the full equity transfer price as described below. Under this circumstances, on the premise of not violating the applicable laws, the Lender shall purchase or designate a third party to purchase all the equities of the Domestic Company held by the Borrowers with such equity transfer price which is equal to the sum of the amount which the Borrowers are to repay.
4.5 Where the applicable law allows the Lender to hold the equities of the Domestic Company, when the Borrowers repay the sum due under Articles 4.2 to 4.4, the Parties shall simultaneously complete the prescribed equity transfer and guarantee that at the same time as the payment of the Outstanding Repayment, the Lender or a third party designated by the Lender has legally and completely received the corresponding amount of equities thereof in accordance with the aforementioned arrangements, and there is no pledge or any other kind of encumbrance on such equities. When such equity transfer is carried out in accordance with the aforementioned arrangements, each Borrower shall provide all necessary cooperation.
4.6 After each Borrower transfers all equities of Domestic Company held by them to the Lender or a third party designated by the Lender according to the provisions of Articles 4.2 to 4.4, and after repaying all the Outstanding Repayments, the Borrower shall no longer bear the repayment obligations under this Agreement.
4.7 For avoidance of ambiguity, the Borrowers and their relatives are not obliged to repay the Loan under this Agreement with their own properties except for the agreed repayment methods under this Agreement.
Appears in 1 contract
Samples: Subordinated Loan Agreement
Repayment of the Loan. 4.1 (1) The Parties confirm that each Borrower shall not repay any Loan in advance unless provisions of this paragraph are subject to the Lender agrees in writing in advanceprovisions of paragraph 5.
4.2 Each party confirms (2) Except where the Borrower has obtained the FCA or PRA (delete as appropriate) prior written consent and that the longest borrowing period of any Loan under this Agreement will be twenty (20) years after the Effective Date; consent has not been withdrawn, no repayment or the expiration prepayment of the business term of the Lender (including its expansion from time to time); or the expiration of the business term of the Domestic Company (including its expansion from time to time); the earliest one shall prevail (hereinafter referred to as the “Term of the Loan”). After execution of this agreement, the newly added Loan shall be counted from the date of actual paymentmade, and the maximum time limit shall not exceed the expiry date of the aforementioned Term of the Loan. When Term of the Loan expiresin whole or in part, earlier than a date:
(a) If the applicable law allows the Lender to acquire the entire equities of the Domestic Company held by the Borrowers, the Borrowers have the right and obligation to directly reimburse all the Outstanding Payments by means of transferring all the equities thereof they hold. When the relevant government registration procedures or other transfer formalities of such equity transfer stipulated by law (whichever occurs later) finish, it shall be deemed that the Borrowers have fully repaid all the Loans under this Agreement.
(b) If the applicable law allows the Lender to acquire a portion of the equities of the Domestic Company held by the Borrowers, the Borrowers have the right and obligation to directly reimburse the Outstanding Payments in proportion by means of transferring such equities thereof they hold. When the relevant government registration procedures or other transfer formalities of such equity transfer stipulated by law (whichever occurs later) finish, it shall be deemed that the Borrowers have repaid the corresponding percentage of Loans under this Agreement. The other unrepaid Loans are automatically extended to not less than five years from the date on which the applicable law allows the Lender or its successor to take over the remaining equities thereof held by the Borrowers.Loan was first made; or
(cb) If not less than five years from the applicable law does not allow date on which the Lender Borrower gave notice in writing to acquire the equities of the Domestic Company held by the Borrowers, the Term of the Loan that has not been repaid is automatically extended to such date, when the applicable law allows so. In the event that the Borrowers repay the Loan under this Agreement in the aforementioned manner, the Lender and the Borrowers do not have to pay the other Party any other payment, regardless of the value of the equities of the Domestic Company transferred at that timeFCA or PRA (delete as appropriate).
4.3 After (3) If default is made for a period of 7 days or more in the Term payment of any principal due in respect of the Loan or for a period of 14 days or more in the payment of any interest due in respect of the Loan the Lender may, in order to enforce payment, at its discretion and after taking such preliminary steps as may be necessary and after notifying the law allows FCA or PRA (delete as appropriate), institute proceedings for the Lender to hold the equities of the Domestic Company, the Lender may issue a notice of repayment to the Borrowers (hereinafter referred to as the “Repayment Notice”) at any time thirty (30) days in advance, requesting the Borrowers for repayment of any or all of the Outstanding Repayments. The repayment amount Insolvency of the Borrower [or the Insolvency of all or any Partners**]. If an order is made or an effective resolution is passed for the winding up of the Borrower, the Loan shall become repayable.
(4) The Lender may at its discretion, subject to the provisions which follow, institute proceedings for the Insolvency of the Borrower [or the Insolvency of all or any Partners**] to enforce any obligation, condition or provision binding on the Borrower [or on all or any Partners**+] under this Article 4.3 Agreement (other than any obligation for the payment of principal moneys or interest in respect of the Loan) provided that the borrower [or any Partner**] shall not by virtue of the institution of any such proceedings be obliged to pay any sum or sums sooner than the same would otherwise have been payable by it. The Lender may only institute such proceedings to enforce the obligations referred to above if (i) the default is limited not remedied to the actual equity transfer price it has received as described below, and the performance of its repayment obligation is predicated on its receipt satisfaction of the full equity transfer price as described below. Under this circumstances, on Lender within 60 days after notice of such default is not remedied to the premise satisfaction of not violating the applicable laws, the Lender shall purchase or designate a third party within 60 days after notice of such default has been given to purchase the corresponding equities of the Domestic Company held Borrower by the Borrowers Lender (with such equity transfer price which is equal a copy to the requested Outstanding Repayment. The proportion of FCA or PRA (delete as appropriate)) requiring the equity that is default to be remedied and (ii) the Lender has taken all preliminary steps required to be purchased accounting for taken by it prior to the equity institution of the Domestic Company held by the Borrowers at that time should be the same as the proportion of the required Outstanding repayments accounting for the sum of the Outstanding Repayments of the Borrowers under this Agreementsuch proceedings.
4.4 After (5) No remedy against the Term of the Loan and after the law allows the Lender to hold the equities of the Domestic Company, each Borrower may issue a notice of repayment [or any Partner**] other than as specifically provided by this paragraph shall be available to the Lender (hereinafter referred to as whether for the “Repayment Notice”) at any time thirty (30) days recovery of amounts owing under this Agreement or in advance, requesting for repayment respect of any or all of the Outstanding Repayments. The repayment amount of breach by the Borrower under this Article 4.4 is limited to the actual equity transfer price it has received as described below, and the performance [or any Partners**] of any of its repayment obligation is predicated on its receipt of the full equity transfer price as described below. Under this circumstances, on the premise of not violating the applicable laws, the Lender shall purchase or designate a third party to purchase all the equities of the Domestic Company held by the Borrowers with such equity transfer price which is equal to the sum of the amount which the Borrowers are to repay.
4.5 Where the applicable law allows the Lender to hold the equities of the Domestic Company, when the Borrowers repay the sum due under Articles 4.2 to 4.4, the Parties shall simultaneously complete the prescribed equity transfer and guarantee that at the same time as the payment of the Outstanding Repayment, the Lender or a third party designated by the Lender has legally and completely received the corresponding amount of equities thereof in accordance with the aforementioned arrangements, and there is no pledge or any other kind of encumbrance on such equities. When such equity transfer is carried out in accordance with the aforementioned arrangements, each Borrower shall provide all necessary cooperation.
4.6 After each Borrower transfers all equities of Domestic Company held by them to the Lender or a third party designated by the Lender according to the provisions of Articles 4.2 to 4.4, and after repaying all the Outstanding Repayments, the Borrower shall no longer bear the repayment obligations under this Agreement.
4.7 For avoidance of ambiguity, the Borrowers and their relatives are not obliged to repay the Loan under this Agreement with their own properties except for the agreed repayment methods under this Agreement.
Appears in 1 contract
Samples: Subordinated Loan Agreement
Repayment of the Loan. 4.1 (1) The Parties confirm that each Borrower shall not repay any Loan in advance unless provisions of this paragraph are subject to the Lender agrees in writing in advanceprovisions of paragraph 5.
4.2 Each party confirms (2) Except where the Borrower has obtained the FSA’s prior written consent and that the longest borrowing period of any Loan under this Agreement will be twenty (20) years after the Effective Date; consent has not been withdrawn, no repayment or the expiration prepayment of the business term of the Lender (including its expansion from time to time); or the expiration of the business term of the Domestic Company (including its expansion from time to time); the earliest one shall prevail (hereinafter referred to as the “Term of the Loan”). After execution of this agreement, the newly added Loan shall be counted from the date of actual paymentmade, and the maximum time limit shall not exceed the expiry date of the aforementioned Term of the Loan. When Term of the Loan expiresin whole or in part, earlier than a date:
(a) If the applicable law allows the Lender to acquire the entire equities of the Domestic Company held by the Borrowers, the Borrowers have the right and obligation to directly reimburse all the Outstanding Payments by means of transferring all the equities thereof they hold. When the relevant government registration procedures or other transfer formalities of such equity transfer stipulated by law (whichever occurs later) finish, it shall be deemed that the Borrowers have fully repaid all the Loans under this Agreement.
(b) If the applicable law allows the Lender to acquire a portion of the equities of the Domestic Company held by the Borrowers, the Borrowers have the right and obligation to directly reimburse the Outstanding Payments in proportion by means of transferring such equities thereof they hold. When the relevant government registration procedures or other transfer formalities of such equity transfer stipulated by law (whichever occurs later) finish, it shall be deemed that the Borrowers have repaid the corresponding percentage of Loans under this Agreement. The other unrepaid Loans are automatically extended to not less than two years from the date on which the applicable law allows the Lender or its successor to take over the remaining equities thereof held by the Borrowers.Loan was first made; or
(cb) If not less than two years from the applicable law does not allow date on which the Lender Borrower gave notice in writing to acquire the equities of the Domestic Company held by the Borrowers, the Term of the Loan that has not been repaid is automatically extended to such date, when the applicable law allows so. In the event that the Borrowers repay the Loan under this Agreement in the aforementioned manner, the Lender and the Borrowers do not have to pay FSA. MIPRU Chapter 4 - 1 January 2007 4
(3) If default is made for a period of 7 days or more in the other Party payment of any other payment, regardless of the value of the equities of the Domestic Company transferred at that time.
4.3 After the Term principal due in respect of the Loan or for a period of 14 days or more in the payment of any interest due in respect of the Loan the Lender may, in order to enforce payment, at its discretion and after taking such preliminary steps as may be necessary and after notifying the law allows FSA, institute proceedings for the Lender to hold the equities of the Domestic Company, the Lender may issue a notice of repayment to the Borrowers (hereinafter referred to as the “Repayment Notice”) at any time thirty (30) days in advance, requesting the Borrowers for repayment of any or all of the Outstanding Repayments. The repayment amount Insolvency of the Borrower [or the Insolvency of all or any Partners**]. If an order is made or an effective resolution is passed for the winding up of the Borrower, the Loan shall become repayable.
(4) The Lender may at its discretion, subject to the provisions which follow, institute proceedings for the Insolvency of the Borrower [or the Insolvency of all or any Partners**] to enforce any obligation, condition or provision binding on the Borrower [or on all or any Partners**+] under this Article 4.3 Agreement (other than any obligation for the payment of principal moneys or interest in respect of the Loan) provided that the borrower [or any Partner**] shall not by virtue of the institution of any such proceedings be obliged to pay any sum or sums sooner than the same would otherwise have been payable by it. The Lender may only institute such proceedings to enforce the obligations referred to above if (i) the default is limited not remedied to the actual equity transfer price it has received as described below, and the performance of its repayment obligation is predicated on its receipt satisfaction of the full equity transfer price as described below. Under this circumstances, on Lender within 60 days after notice of such default is not remedied to the premise satisfaction of not violating the applicable laws, the Lender shall purchase or designate a third party within 60 days after notice of such default has been given to purchase the corresponding equities of the Domestic Company held Borrower by the Borrowers Lender (with such equity transfer price which is equal a copy to the requested Outstanding Repayment. The proportion of FSA) requiring the equity that is default to be remedied and (ii) the Lender has taken all preliminary steps required to be purchased accounting for taken by it prior to the equity institution of the Domestic Company held by the Borrowers at that time should be the same as the proportion of the required Outstanding repayments accounting for the sum of the Outstanding Repayments of the Borrowers under this Agreementsuch proceedings.
4.4 After (5) No remedy against the Term of the Loan and after the law allows the Lender to hold the equities of the Domestic Company, each Borrower may issue a notice of repayment [or any Partner**] other than as specifically provided by this paragraph shall be available to the Lender (hereinafter referred to as whether for the “Repayment Notice”) at any time thirty (30) days recovery of amounts owing under this Agreement or in advance, requesting for repayment respect of any or all of the Outstanding Repayments. The repayment amount of breach by the Borrower under this Article 4.4 is limited to the actual equity transfer price it has received as described below, and the performance [or any Partners**] of any of its repayment obligation is predicated on its receipt of the full equity transfer price as described below. Under this circumstances, on the premise of not violating the applicable laws, the Lender shall purchase or designate a third party to purchase all the equities of the Domestic Company held by the Borrowers with such equity transfer price which is equal to the sum of the amount which the Borrowers are to repay.
4.5 Where the applicable law allows the Lender to hold the equities of the Domestic Company, when the Borrowers repay the sum due under Articles 4.2 to 4.4, the Parties shall simultaneously complete the prescribed equity transfer and guarantee that at the same time as the payment of the Outstanding Repayment, the Lender or a third party designated by the Lender has legally and completely received the corresponding amount of equities thereof in accordance with the aforementioned arrangements, and there is no pledge or any other kind of encumbrance on such equities. When such equity transfer is carried out in accordance with the aforementioned arrangements, each Borrower shall provide all necessary cooperation.
4.6 After each Borrower transfers all equities of Domestic Company held by them to the Lender or a third party designated by the Lender according to the provisions of Articles 4.2 to 4.4, and after repaying all the Outstanding Repayments, the Borrower shall no longer bear the repayment obligations under this Agreement.
4.7 For avoidance of ambiguity, the Borrowers and their relatives are not obliged to repay the Loan under this Agreement with their own properties except for the agreed repayment methods under this Agreement.
Appears in 1 contract
Samples: Subordinated Loan Agreement
Repayment of the Loan. 4.1 The Parties confirm that each Borrower shall not repay any Loan in advance unless the Lender agrees in writing in advance.
4.2 Each party confirms that the longest borrowing period of any Loan under this Agreement will be twenty (20) years after the Effective Date; or the expiration of the business term of the Lender (including its expansion from time to time); or the expiration of the business term of the Domestic Company (including its expansion from time to time); the earliest one shall prevail (hereinafter referred to as the “Term of the Loan”). After execution of this agreement, the newly added Loan shall be counted from the date of actual payment, and the maximum time limit shall not exceed the expiry date of the aforementioned Term of the Loan. When Term Section 2.3 of the Loan expiresAgreement shall be --------------------- amended to reflect the modifications in the repayment provisions of the Note as follows:
(a) If Lender has advanced the applicable law allows full above-referenced $12,750,000 of Loan proceeds to Borrower. Concurrent with the execution of this First Amendment, Lender to acquire shall advance the entire equities first additional disbursement of $1,875,000, resulting in a then aggregate principal advance of $14,625,000. Principal and precomputed interest thereon shall be payable in 84 equal consecutive monthly installments. For purposes of amortization and payment of the Domestic Company held by principal and precomputed interest under the BorrowersNote, the Borrowers have the right and obligation to directly reimburse all the Outstanding Payments by means of transferring all the equities thereof they hold. When the relevant government registration procedures or other transfer formalities of such equity transfer stipulated by law (whichever occurs later) finish, it Term Out Period shall be deemed to commence June 1, 1995 with the first installment payment in the amount of $234,279.80 being due on July 1, 1995 and thereafter payable in eighty-three (83) equal consecutive monthly payments. Provided, however, that at such time as the Borrowers have fully repaid all second disbursement of $1,875,000 is made by Lender, the Loans under this Agreementsecond disbursement will be added to the then outstanding principal balance of the Note and the then remaining installments during the remaining Term Out Period shall be recalculated to provide for equal consecutive monthly installments of the then aggregate unpaid principal balance and precomputed interest thereon for the remainder of the Term Out Period.
(b) If The principal balance outstanding under the applicable law allows Note, and all accrued and unpaid interest and charges not sooner paid when due under the Lender to acquire a portion Note, and all other Obligations of Borrower owing under any and all of the equities Loan Documents shall be due and payable in full on the last day of the Domestic Company held by Term Out Period (June 1, 2002) unless due and payable earlier as provided in the Borrowers, the Borrowers have the right and obligation to directly reimburse the Outstanding Payments in proportion by means of transferring such equities thereof they hold. When the relevant government registration procedures or other transfer formalities of such equity transfer stipulated by law (whichever occurs later) finish, it shall be deemed that the Borrowers have repaid the corresponding percentage of Loans under this Agreement. The other unrepaid Loans are automatically extended to the date on which the applicable law allows the Lender or its successor to take over the remaining equities thereof held by the BorrowersLoan Documents.
(c) If In the applicable law does event the DSN Plant shall not allow be fully operational, and the Lender to acquire requirements for the equities of the Domestic Company held DSN Plant Completion Date shall not have been completed by the BorrowersOctober 15, 1995, the Term principal balance outstanding under the Note and all accrued and unpaid interest and charges not sooner paid when due under the Note, and all other Obligations of Borrower owing under any and all of the Loan that has not been repaid is automatically extended to such date, when the applicable law allows so. In the event that the Borrowers repay the Loan under this Agreement in the aforementioned manner, the Lender and the Borrowers do not have to pay the other Party any other payment, regardless of the value of the equities of the Domestic Company transferred at that time.
4.3 After the Term of the Loan and after the law allows the Lender to hold the equities of the Domestic Company, the Lender may issue a notice of repayment to the Borrowers (hereinafter referred to as the “Repayment Notice”) at any time thirty (30) days in advance, requesting the Borrowers for repayment of any or all of the Outstanding Repayments. The repayment amount of the Borrower under this Article 4.3 is limited to the actual equity transfer price it has received as described below, and the performance of its repayment obligation is predicated on its receipt of the full equity transfer price as described below. Under this circumstances, on the premise of not violating the applicable laws, the Lender Documents shall purchase or designate a third party to purchase the corresponding equities of the Domestic Company held by the Borrowers with such equity transfer price which is equal to the requested Outstanding Repayment. The proportion of the equity that is required to be purchased accounting for the equity of the Domestic Company held by the Borrowers at that time should be the same as the proportion of the required Outstanding repayments accounting for the sum of the Outstanding Repayments of the Borrowers under this Agreement.
4.4 After the Term of the Loan and after the law allows the Lender to hold the equities of the Domestic Company, each Borrower may issue a notice of repayment to the Lender (hereinafter referred to as the “Repayment Notice”) at any time thirty (30) days in advance, requesting for repayment of any or all of the Outstanding Repayments. The repayment amount of the Borrower under this Article 4.4 is limited to the actual equity transfer price it has received as described below, and the performance of its repayment obligation is predicated on its receipt of the full equity transfer price as described below. Under this circumstances, on the premise of not violating the applicable laws, the Lender shall purchase or designate a third party to purchase all the equities of the Domestic Company held by the Borrowers with such equity transfer price which is equal to the sum of the amount which the Borrowers are to repay.
4.5 Where the applicable law allows the Lender to hold the equities of the Domestic Company, when the Borrowers repay the sum due under Articles 4.2 to 4.4, the Parties shall simultaneously complete the prescribed equity transfer and guarantee that at the same time as the payment option of the Outstanding RepaymentLender, the Lender or a third party designated by the Lender has legally be fully due and completely received the corresponding amount of equities thereof in accordance with the aforementioned arrangementspayable on October 15, and there is no pledge or any other kind of encumbrance on such equities. When such equity transfer is carried out in accordance with the aforementioned arrangements, each Borrower shall provide all necessary cooperation1995.
4.6 After each Borrower transfers all equities of Domestic Company held by them to the Lender or a third party designated by the Lender according to the provisions of Articles 4.2 to 4.4, and after repaying all the Outstanding Repayments, the Borrower shall no longer bear the repayment obligations under this Agreement.
4.7 For avoidance of ambiguity, the Borrowers and their relatives are not obliged to repay the Loan under this Agreement with their own properties except for the agreed repayment methods under this Agreement.
Appears in 1 contract
Samples: Loan and Security Agreement (Environmental Group International LTD)
Repayment of the Loan. 4.1 The Parties confirm that each Article 18 Unless otherwise agreed by the Lenders, the Borrower shall not will repay any Loan to the Lenders in advance unless equal installments the Lender agrees in writing in advance.
4.2 Each party confirms that the longest borrowing period of any Loan under this Agreement will be twenty (20) years after the Effective Date; or the expiration remaining balance of the business term of the Lender (including its expansion from time to time); or the expiration of the business term of the Domestic Company (including its expansion from time to time); the earliest one shall prevail (hereinafter referred to as the “Term of the Loan”). After execution of this agreement, the newly added Loan shall be counted from the date of actual payment, and the maximum time limit shall not exceed the expiry date of the aforementioned Term of the Loan. When Term principal amount of the Loan expires:
(a) If the applicable law allows the Lender to acquire the entire equities on each anniversary of the Domestic Company held by Completion Date commencing from the Borrowers, eighth (8th) anniversary of the Borrowers Completion Date to the Final Repayment Date.
Article 19 The final repayment date shall be the date falling on the fifteenth (15th) anniversary of the Completion Date (the “Final Repayment Date”).
Article 20 The Borrower shall have the right and obligation to directly reimburse all prepay the Outstanding Payments by means of transferring all the equities thereof they hold. When the relevant government registration procedures whole or other transfer formalities of such equity transfer stipulated by law (whichever occurs later) finish, it shall be deemed that the Borrowers have fully repaid all the Loans under this Agreement.
(b) If the applicable law allows the Lender to acquire a portion of the equities of the Domestic Company held by the Borrowers, the Borrowers have the right and obligation to directly reimburse the Outstanding Payments in proportion by means of transferring such equities thereof they hold. When the relevant government registration procedures or other transfer formalities of such equity transfer stipulated by law (whichever occurs later) finish, it shall be deemed that the Borrowers have repaid the corresponding percentage of Loans under this Agreement. The other unrepaid Loans are automatically extended to the date on which the applicable law allows the Lender or its successor to take over the remaining equities thereof held by the Borrowers.
(c) If the applicable law does not allow the Lender to acquire the equities of the Domestic Company held by the Borrowers, the Term any part of the Loan that has (but, if in part, by a minimum of US$25,000,000 or such other amount as agreed between the Borrower and the Lenders) by giving the Lenders (i) not been repaid is automatically extended to less than sixty (60) days (or such date, when shorter period as the applicable law allows so. In Lenders may agree) prior written notice in the event that the Borrowers repay the Loan under this Agreement in the aforementioned manner, the Lender and the Borrowers do amount of prepayment is equal to or more than US$5 billion; (ii) not have to pay the other Party any other payment, regardless of the value of the equities of the Domestic Company transferred at that time.
4.3 After the Term of the Loan and after the law allows the Lender to hold the equities of the Domestic Company, the Lender may issue a notice of repayment to the Borrowers (hereinafter referred to as the “Repayment Notice”) at any time less than thirty (30) days (or such shorter period as the Lenders may agree) prior written notice in advance, requesting the Borrowers for repayment event that the amount of prepayment is equal to or more than US$1 billion but less than US$5 billion; or (iii) not less than twenty (20) days (or such shorter period as the Lenders may agree) prior written notice in the event that the amount of prepayment is less than US$1 billion. No fees or penalties shall be payable by the Borrower to the Lenders in the event of prepayment. The Borrower shall make the prepayment to the Lenders on a proportional basis.
Article 21 The Borrower shall have the right to cancel the whole or any or all part of the Outstanding Repaymentsavailable unutilized Loan (but, if in part, by a minimum of US$25,000,000 or such other amount as agreed between the Borrower and the Lenders) by giving the Lenders not less than twenty (20) Business Days (or such shorter period as the Lenders may agree) prior written notice. For the avoidance of doubt, no fees or penalties shall be payable by the Borrower to the Lenders in the event of cancellation. The repayment amount Borrower shall cancel the Loan Commitment Amounts of the Lenders on a proportional basis.
Article 22 The Borrower shall not request for redrawing any prepaid or cancelled amount.
Article 23 The Borrower shall (unless the Lenders otherwise agree) prepay the Loan in an amount equal to any Net Disposal Proceeds received by the Borrower, except to the extent the Net Disposal Proceeds shall be used by the Borrower or its relevant Subsidiaries in the ordinary course of business. Any prepayment made under this Article 4.3 is limited to 23 shall be made on the actual equity transfer price it has received as described below, and last date of the performance Interest Period for the date of its repayment obligation is predicated on its receipt of the full equity transfer price as described below. Under this circumstances, on the premise of not violating the applicable laws, the Lender shall purchase or designate a third party to purchase the corresponding equities of the Domestic Company held Net Disposal Proceeds by the Borrowers with such equity transfer price which is equal to the requested Outstanding Repayment. The proportion of the equity that is required to be purchased accounting for the equity of the Domestic Company held by the Borrowers at that time should be the same as the proportion of the required Outstanding repayments accounting for the sum of the Outstanding Repayments of the Borrowers under this AgreementBorrower.
4.4 After the Term of the Loan and after the law allows the Lender to hold the equities of the Domestic Company, each Borrower may issue a notice of repayment to the Lender (hereinafter referred to as the “Repayment Notice”) at any time thirty (30) days in advance, requesting for repayment of any or all of the Outstanding Repayments. The repayment amount of the Borrower under this Article 4.4 is limited to the actual equity transfer price it has received as described below, and the performance of its repayment obligation is predicated on its receipt of the full equity transfer price as described below. Under this circumstances, on the premise of not violating the applicable laws, the Lender shall purchase or designate a third party to purchase all the equities of the Domestic Company held by the Borrowers with such equity transfer price which is equal to the sum of the amount which the Borrowers are to repay.
4.5 Where the applicable law allows the Lender to hold the equities of the Domestic Company, when the Borrowers repay the sum due under Articles 4.2 to 4.4, the Parties shall simultaneously complete the prescribed equity transfer and guarantee that at the same time as the payment of the Outstanding Repayment, the Lender or a third party designated by the Lender has legally and completely received the corresponding amount of equities thereof in accordance with the aforementioned arrangements, and there is no pledge or any other kind of encumbrance on such equities. When such equity transfer is carried out in accordance with the aforementioned arrangements, each Borrower shall provide all necessary cooperation.
4.6 After each Borrower transfers all equities of Domestic Company held by them to the Lender or a third party designated by the Lender according to the provisions of Articles 4.2 to 4.4, and after repaying all the Outstanding Repayments, the Borrower shall no longer bear the repayment obligations under this Agreement.
4.7 For avoidance of ambiguity, the Borrowers and their relatives are not obliged to repay the Loan under this Agreement with their own properties except for the agreed repayment methods under this Agreement.
Appears in 1 contract
Repayment of the Loan. 4.1 (1) The Parties confirm that each Borrower shall not repay any Loan in advance unless provisions of this paragraph are subject to the Lender agrees in writing in advanceprovisions of paragraph 5.
4.2 Each party confirms (2) Except where the Borrower has obtained FCA’s prior written consent and that the longest borrowing period of any Loan under this Agreement will be twenty (20) years after the Effective Date; consent has not been withdrawn, no repayment or the expiration prepayment of the business term of the Lender (including its expansion from time to time); or the expiration of the business term of the Domestic Company (including its expansion from time to time); the earliest one shall prevail (hereinafter referred to as the “Term of the Loan”). After execution of this agreement, the newly added Loan shall be counted from the date of actual paymentmade, and the maximum time limit shall not exceed the expiry date of the aforementioned Term of the Loan. When Term of the Loan expiresin whole or in part, earlier than a date:
(a) If the applicable law allows the Lender to acquire the entire equities of the Domestic Company held by the Borrowers, the Borrowers have the right and obligation to directly reimburse all the Outstanding Payments by means of transferring all the equities thereof they hold. When the relevant government registration procedures or other transfer formalities of such equity transfer stipulated by law (whichever occurs later) finish, it shall be deemed that the Borrowers have fully repaid all the Loans under this Agreement.
(b) If the applicable law allows the Lender to acquire a portion of the equities of the Domestic Company held by the Borrowers, the Borrowers have the right and obligation to directly reimburse the Outstanding Payments in proportion by means of transferring such equities thereof they hold. When the relevant government registration procedures or other transfer formalities of such equity transfer stipulated by law (whichever occurs later) finish, it shall be deemed that the Borrowers have repaid the corresponding percentage of Loans under this Agreement. The other unrepaid Loans are automatically extended to not less than [five years] [two years] from the date on which the applicable law allows Loan was first made; or
(b) not less than [five years] [two years] from the date on which the Borrower gave notice in writing to the Lender or its successor to take over the remaining equities thereof held by the Borrowers.and FCA, or
(c) If not less than [five years] [two years] from the applicable law does not allow date on which the Lender gave notice in writing to acquire the equities Borrower and FCA.
(3) If default is made for a period of 7 days or more in the Domestic Company held by the Borrowers, the Term payment of any principal due in respect of the Loan that has not been repaid is automatically extended to such date, when or for a period of 14 days or more in the applicable law allows so. In the event that the Borrowers repay payment of any interest due in respect of the Loan the Lender may, in order to enforce payment, at its discretion and after taking such preliminary steps as may be necessary and after notifying FCA, institute proceedings for the Insolvency of the Borrower [or the Insolvency of all or any Partners**]. If an order is made or an effective resolution is passed for the winding up of the Borrower, the Loan shall become repayable.
(4) The Lender may at its discretion, subject to the provisions which follow, institute proceedings for the Insolvency of the Borrower [or the Insolvency of all or any Partners**] to enforce any obligation, condition or provision binding on the Borrower [or on all or any Partners**+] under this Agreement (other than any obligation for the payment of principal moneys or interest in respect of the aforementioned manner, Loan) provided that the borrower [or any Partner**] shall not by virtue of the institution of any such proceedings be obliged to pay any sum or sums sooner than the same would otherwise have been payable by it. The Lender may only institute such proceedings to enforce the obligations referred to above if (i) the default is not remedied to the satisfaction of the Lender and within 60 days after notice of such default is not remedied to the Borrowers do not have to pay the other Party any other payment, regardless satisfaction of the value Lender within 60 days after notice of such default has been given to the equities of the Domestic Company transferred at that time.
4.3 After the Term of the Loan and after the law allows Borrower by the Lender (with a copy to hold FCA) requiring the equities of the Domestic Company, default to be remedied and (ii) the Lender may issue a notice of repayment to the Borrowers (hereinafter referred to as the “Repayment Notice”) at any time thirty (30) days in advance, requesting the Borrowers for repayment of any or has taken all of the Outstanding Repayments. The repayment amount of the Borrower under this Article 4.3 is limited to the actual equity transfer price it has received as described below, and the performance of its repayment obligation is predicated on its receipt of the full equity transfer price as described below. Under this circumstances, on the premise of not violating the applicable laws, the Lender shall purchase or designate a third party to purchase the corresponding equities of the Domestic Company held by the Borrowers with such equity transfer price which is equal to the requested Outstanding Repayment. The proportion of the equity that is preliminary steps required to be purchased accounting for taken by it prior to the equity institution of the Domestic Company held by the Borrowers at that time should be the same as the proportion of the required Outstanding repayments accounting for the sum of the Outstanding Repayments of the Borrowers under this Agreementsuch proceedings.
4.4 After (5) No remedy against the Term of the Loan and after the law allows the Lender to hold the equities of the Domestic Company, each Borrower may issue a notice of repayment [or any Partner**] other than as specifically provided by this paragraph shall be available to the Lender (hereinafter referred to as whether for the “Repayment Notice”) at any time thirty (30) days recovery of amounts owing under this Agreement or in advance, requesting for repayment respect of any or all of the Outstanding Repayments. The repayment amount of breach by the Borrower under this Article 4.4 is limited to the actual equity transfer price it has received as described below, and the performance [or any Partners**] of any of its repayment obligation is predicated on its receipt of the full equity transfer price as described below. Under this circumstances, on the premise of not violating the applicable laws, the Lender shall purchase or designate a third party to purchase all the equities of the Domestic Company held by the Borrowers with such equity transfer price which is equal to the sum of the amount which the Borrowers are to repay.
4.5 Where the applicable law allows the Lender to hold the equities of the Domestic Company, when the Borrowers repay the sum due under Articles 4.2 to 4.4, the Parties shall simultaneously complete the prescribed equity transfer and guarantee that at the same time as the payment of the Outstanding Repayment, the Lender or a third party designated by the Lender has legally and completely received the corresponding amount of equities thereof in accordance with the aforementioned arrangements, and there is no pledge or any other kind of encumbrance on such equities. When such equity transfer is carried out in accordance with the aforementioned arrangements, each Borrower shall provide all necessary cooperation.
4.6 After each Borrower transfers all equities of Domestic Company held by them to the Lender or a third party designated by the Lender according to the provisions of Articles 4.2 to 4.4, and after repaying all the Outstanding Repayments, the Borrower shall no longer bear the repayment obligations under this Agreement.
4.7 For avoidance of ambiguity, the Borrowers and their relatives are not obliged to repay the Loan under this Agreement with their own properties except for the agreed repayment methods under this Agreement.
Appears in 1 contract
Samples: Subordinated Loan Agreement
Repayment of the Loan. 4.1 The Parties confirm that Borrower shall, until such time as all outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)) shall have been paid in full, repay to the Lender the outstanding unpaid principal balance of the Loan in equal instalments of $5,000,000 on each of September 10, 2021, December 10, 2021 and March 10, 2022. For avoidance of doubt, except as otherwise as set forth in the immediately succeeding sentence, accrued interest on any such installment shall not become due and payable at such time, and shall instead be payable in accordance with Section 2.06 hereof. Notwithstanding the foregoing, if on any date on which an installment of principal is required to be paid pursuant to the first sentence of this Section 2.05, less than $25,000,0005,000,000 of the principal balance of the Loan remains outstanding and unpaid, the Borrower shall not repay any Loan pay the following obligations (if any) in advance unless the Lender agrees following order until either the sum paid on such date equals $25,000,0005,000,000 or all outstanding Obligations (other than Unasserted Obligations (as defined in writing the Subordination Agreement)) have been paid in advance.
4.2 Each party confirms that the longest borrowing period of any Loan under this Agreement will be twenty full: (20A) years after the Effective Date; or the expiration of the business term of the Lender (including its expansion from time to time); or the expiration of the business term of the Domestic Company (including its expansion from time to time); the earliest one shall prevail (hereinafter referred to as the “Term outstanding unpaid principal of the Loan”, (B) accrued and unpaid interest on the Loan and (C) all other outstanding Obligations (other than Unasserted Obligations (as defined in the Subordination Agreement)). After execution The outstanding unpaid principal balance of this agreement, the newly added Loan and all accrued and unpaid interest on the Loan shall be counted from due and payable on the date of actual payment, and the maximum time limit shall not exceed the expiry date Scheduled Maturity Date. If all of the aforementioned Term of the Loan. When Term outstanding principal balance of the Loan expires:
(a) If and accrued interest on the applicable law allows the Lender to acquire the entire equities of the Domestic Company held by the BorrowersLoan are fully repaid on any date, the Borrowers have the right and obligation to directly reimburse all the Outstanding Payments by means of transferring all the equities thereof they hold. When the relevant government registration procedures or other transfer formalities this Agreement shall terminate as of such equity transfer stipulated by law (whichever occurs later) finish, it shall be deemed that the Borrowers have fully repaid all the Loans under this Agreement.
(b) If the applicable law allows the Lender to acquire a portion of the equities of the Domestic Company held by the Borrowers, the Borrowers have the right and obligation to directly reimburse the Outstanding Payments in proportion by means of transferring such equities thereof they holddate. When the relevant government registration procedures Any repayment or other transfer formalities of such equity transfer stipulated by law (whichever occurs later) finish, it shall be deemed that the Borrowers have repaid the corresponding percentage of Loans under this Agreement. The other unrepaid Loans are automatically extended to the date on which the applicable law allows the Lender or its successor to take over the remaining equities thereof held by the Borrowers.
(c) If the applicable law does not allow the Lender to acquire the equities of the Domestic Company held by the Borrowers, the Term prepayment of the Loan that has not been repaid is automatically extended allocated to such date, when the applicable law allows so. In the event that the Borrowers repay the Loan under this Agreement in the aforementioned manner, the Lender and the Borrowers do not have to pay the other Party any other payment, regardless of the value of the equities of the Domestic Company transferred at that time.
4.3 After the Term principal amount of the Loan and after shall reduce the law allows Commitment of the Lender on a dollar for dollar basis. On each Scheduled Maturity Date prior to hold the equities Final Maturity Date, the Borrower shall provide written notice (an “ Extension Notice”) to the Lender not less than fifteen (15) Business Days prior to such Scheduled Maturity Date of the Domestic Companyupcoming Scheduled Maturity Date, and, subject to lender’ s confirmation of receipt of such notice, such Scheduled Maturity Date shall be extended by one additional calendar year, unless the Lender may issue shall, in its sole and absolute discretion, have delivered written notice declining such Extension Notice not less than ten (10) Business Days prior to such Scheduled Maturity Date. If the Borrower fails to provide such Extension Notice (or fails to provide it not less than fifteen (15) Business Days prior to such Scheduled Maturity Date), then the Lender shall have the right to deliver a written notice of repayment to the Borrowers declining any further extension (hereinafter referred to as the “Repayment a “ Non-Renewal Notice”) at any time prior to thirty (30) calendar days in advanceafter the Scheduled Maturity Date, requesting and effective upon the Borrowers for repayment delivery of any or all of the Outstanding Repayments. The repayment amount of the Borrower under this Article 4.3 is limited such Non-Renewal Notice, (i) if delivered prior to the actual equity transfer price it has received as described belowapplicable Scheduled Maturity Date, and the performance of its repayment obligation is predicated on its receipt of the full equity transfer price as described below. Under this circumstances, then no extension shall occur on the premise of not violating applicable Scheduled Maturity Date and such Scheduled Maturity Date shall constitute the Final Maturity Date, or (ii) if delivered after the applicable lawsScheduled Maturity Date, the Lender date occurring two Business Days following the date of such Non-Renewal Notice shall purchase constitute the Final Maturity Date. If no Extension Notice or designate a third party to purchase the corresponding equities of the Domestic Company held by the Borrowers with such equity transfer price which Non-Renewal Notice is equal to the requested Outstanding Repayment. The proportion of the equity that is required to be purchased accounting for the equity of the Domestic Company held by the Borrowers at that time should be the same as the proportion of the required Outstanding repayments accounting for the sum of the Outstanding Repayments of the Borrowers under this Agreement.
4.4 After the Term of the Loan and after the law allows the Lender to hold the equities of the Domestic Company, each Borrower may issue a notice of repayment to the Lender (hereinafter referred to as the “Repayment Notice”) at any time thirty (30) days in advance, requesting for repayment of any or all of the Outstanding Repayments. The repayment amount of the Borrower under this Article 4.4 is limited to the actual equity transfer price it has received as described below, and the performance of its repayment obligation is predicated on its receipt of the full equity transfer price as described below. Under this circumstances, on the premise of not violating the applicable lawsdelivered, the Lender Scheduled Maturity Date shall purchase or designate a third party to purchase all the equities of the Domestic Company held be extended by the Borrowers with such equity transfer price which is equal to the sum of the amount which the Borrowers are to repayone additional calendar year.
4.5 Where the applicable law allows the Lender to hold the equities of the Domestic Company, when the Borrowers repay the sum due under Articles 4.2 to 4.4, the Parties shall simultaneously complete the prescribed equity transfer and guarantee that at the same time as the payment of the Outstanding Repayment, the Lender or a third party designated by the Lender has legally and completely received the corresponding amount of equities thereof in accordance with the aforementioned arrangements, and there is no pledge or any other kind of encumbrance on such equities. When such equity transfer is carried out in accordance with the aforementioned arrangements, each Borrower shall provide all necessary cooperation.
4.6 After each Borrower transfers all equities of Domestic Company held by them to the Lender or a third party designated by the Lender according to the provisions of Articles 4.2 to 4.4, and after repaying all the Outstanding Repayments, the Borrower shall no longer bear the repayment obligations under this Agreement.
4.7 For avoidance of ambiguity, the Borrowers and their relatives are not obliged to repay the Loan under this Agreement with their own properties except for the agreed repayment methods under this Agreement.
Appears in 1 contract
Samples: Loan Agreement (GWG Holdings, Inc.)