SWINGLINE LOAN NOTE
Exhibit 10.1.4
| USD$4,000,000 | November 14, 2016 |
FOR VALUE RECEIVED, the undersigned hereby promises to pay to the order of East West Bank (the “Swingline Lender”), on each Swingline Payment Date and on the Maturity Date (as each such term is defined in the Credit Agreement referred to below) the principal amount of FOUR MILLION DOLLARS AND 00/100 (USD$4,000,000), or such lesser principal amount of the Swingline Loan (as defined in the Credit Agreement referred to below) payable by Borrower to Swingline Lender on each such Swingline Payment Date or the Maturity Date under that certain Credit Agreement, dated as of November 14, 2016, by and among Fusion NBS Acquisition Corp., a Delaware corporation (“Borrower”), East West Bank (“EWB”), as Administrative Agent, Swingline Lender, an Issuing Bank, and a Lender, and each other Lender from time to time party thereto (as amended, restated, extended, supplemented or otherwise modified in writing from time to time (the “Credit Agreement”). Capitalized terms used herein without definition shall have the meanings ascribed to them in the Credit Agreement.
Borrower shall make such prepayments on this Note as are required by Section 2.13 of the Credit Agreement.
Xxxxxxxx promises to pay interest on the unpaid principal amount of each Swingline Loan from the date of the making of such Swingline Loan until such principal amount is paid in full, at such interest rates, and payable at such times, as are specified in the Credit Agreement.
All payments of principal and interest shall be made to Swingline Lender for the account of Swingline Lender in Dollars in immediately available funds at Swingline Lender’s payment office or at such other address as the Swingline Lender may, from time to time, designate in writing.
If any amount is not paid in full when due hereunder, such unpaid amount shall bear interest, to be paid upon demand, from the due date thereof until the date of actual payment (and before as well as after judgment) computed at the Default Rate.
This Swingline Loan Note is one of the “Notes” referred to in the Credit Agreement. Reference is hereby made to the Credit Agreement for rights and obligations of payment and prepayment, Events of Default and the right of Administrative Agent to accelerate the maturity hereof upon the occurrence of such Events of Default. The Swingline Loans shall be evidenced by one or more loan accounts or records maintained by Swingline Lender in the ordinary course of business. Swingline Lender may also attach schedules to this Swingline Loan Note and endorse thereon the date, amount and maturity of the Swingline Loans and payments with respect thereto.
Borrower, for itself, its successors and assigns, hereby waives diligence, presentment, protest and demand and notice of protest, demand, dishonor and non-payment of this Note.
Xxxxxxxx agrees to pay all reasonable collection expenses, court costs and Attorney Costs (whether or not litigation is commenced) which may be incurred by Swingline Lender in connection with the collection or enforcement of this Swingline Loan Note.
THIS SWINGLINE LOAN NOTE SHALL BE GOVERNED BY AND CONSTRUED AND ENFORCED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO CONFLICTS OF LAW PRINCIPLES.
[signature page follows]
| FUSION NBS ACQUISITION CORP., a Delaware corporation, as the Borrower | ||
| By: | ||
| Name: Xxxxxx Xxxxxxxx, Xx. | ||
| Title: President and Chief Operating Officer | ||
LOANS AND PAYMENTS WITH RESPECT THERETO
| Date | End of Interest Period |
Amount of Principal of Interest Paid This Date |
Outstanding Principal Balance This Date |
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