LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 10th, 2003 • Mackie Designs Inc • Radio & tv broadcasting & communications equipment • Florida
This Loan and Security Agreement dated March 31, 2003 is entered into by and among Mackie Designs Inc., a Washington corporation (“US Borrower”), Mackie Designs UK Plc, a company incorporated under the laws of England and Wales with registration number 02506901 (“UK Borrower” and, together with US Borrower, each individually a “Borrower” and collectively, “Borrowers), Mackie Designs Manufacturing, Inc., a Washington corporation (“Mackie Manufacturing”), SIA Software Company, Inc., a New York corporation (“SIA”), Mackie Investment Co., a Washington corporation (“Mackie Investment”, and together with Mackie Manufacturing and SIA, each individually a “Guarantor” and collectively, “Guarantors”), the financial institutions from time to time parties hereto as lenders, whether by execution of this Agreement or an Assignment and Acceptance (each individually, a “Lender” and collectively, “Lenders”) and Congress Financial Corporation (Florida) , a Florida corporation, in its capacity as agent f
GUARANTEEGuarantee • April 10th, 2003 • Mackie Designs Inc • Radio & tv broadcasting & communications equipment • Florida
Congress Financial Corporation (Florida), in its capacity as agent pursuant to the Loan Agreement (as hereinafter defined) acting for and on behalf of the financial institutions which are parties thereto as lenders (in such capacity “Agent”), and the financial institutions which are parties to the Loan Agreement as lenders (individually, a “Lender” and collectively, “Lenders”) have entered into financing arrangements with Borrower and the undersigned pursuant to which Lenders (or Agent on behalf of Lenders) may make loans and advances and provide other financial accommodations to Borrower as set forth in the Loan and Security Agreement, dated of even date herewith, by and among Borrower, the undersigned, Agent and Lenders (as the same now exists or may hereafter be amended, modified, supplemented, extended, renewed, restated or replaced, the “Loan Agreement”), and the other agreements, documents and instruments referred to therein or at any time executed and/or delivered in connection
ContractStock Purchase Warrant • April 10th, 2003 • Mackie Designs Inc • Radio & tv broadcasting & communications equipment • Delaware
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY OTHER APPLICABLE SECURITIES LAWS. IT MAY NOT BE SOLD, OFFERED FOR SALE, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF WITHOUT EFFECTIVE REGISTRATION UNDER SUCH ACT AND LAWS OR EXEMPTION THEREFROM.
PATENT COLLATERAL ASSIGNMENT AND SECURITY AGREEMENTPatent Collateral Assignment and Security Agreement • April 10th, 2003 • Mackie Designs Inc • Radio & tv broadcasting & communications equipment • Florida
THIS AGREEMENT (“Agreement”), dated March 31, 2003, is by and between MACKIE DESIGNS INC., a Washington corporation (“Debtor”) and CONGRESS FINANCIAL CORPORATION (FLORIDA), a Florida corporation, in its capacity as agent (“Secured Party”), pursuant to the Loan Agreement (as hereinafter defined) acting for and on behalf of the financial institutions which are parties thereto as lenders (each individually, a “Lender” and collectively, “Lenders”).
COPYRIGHT COLLATERAL ASSIGNMENT AND SECURITY AGREEMENTCopyright Collateral Assignment and Security Agreement • April 10th, 2003 • Mackie Designs Inc • Radio & tv broadcasting & communications equipment • Florida
As of this day of , 2003, before me personally came , to me known, who being duly sworn, did depose and say, that he/she is the of Mackie Designs Inc., the corporation which executed the foregoing instrument; and that he signed his name thereto by order of the Board of Directors of said corporation.
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • April 10th, 2003 • Mackie Designs Inc • Radio & tv broadcasting & communications equipment • Florida
THIS PLEDGE AND SECURITY AGREEMENT (“Pledge Agreement”), dated March 31, 2003, is by Mackie Designs Inc., a Washington corporation (“Pledgor”), with its chief executive office at 16220 Woodinville-Redmond Road, N.E., Woodinville, Washington 98072 to and in favor of Congress Financial Corporation (Florida), a Florida corporation, in its capacity as agent pursuant to the Loan Agreement (as hereinafter defined) acting for and on behalf of the financial institutions which are parties thereto as lenders (in such capacity “Pledgee”) having an office at 777 Brickell Avenue, Miami, Florida 33131.
INTERCREDITOR AND SUBORDINATION AGREEMENTIntercreditor and Subordination Agreement • April 10th, 2003 • Mackie Designs Inc • Radio & tv broadcasting & communications equipment • Florida
THIS INTERCREDITOR AND SUBORDINATION AGREEMENT (“Intercreditor Agreement”) dated as of March 31, 2003, is by and among CONGRESS FINANCIAL CORPORATION (FLORIDA), a Florida corporation in its capacity as agent pursuant to the Senior Loan Agreement (as hereinafter defined) acting for and on behalf of the financial institutions from time to time party thereto as lenders (in such capacity, “Senior Creditor Agent” as hereinafter further defined), and the financial institutions from time to time party to the Senior Loan Agreement as lenders (“Lenders” as hereinafter further defined), and U.S. BANK NATIONAL ASSOCIATION, a national banking association (“Junior Creditor” as hereinafter further defined).
SECOND AMENDED AND RESTATED SUBORDINATED CREDIT AGREEMENT Between and AmongSubordinated Credit Agreement • April 10th, 2003 • Mackie Designs Inc • Radio & tv broadcasting & communications equipment • Washington
This Second Amended and Restated Subordinated Credit Agreement (the “Agreement”) is entered into on March 31, 2003, between and among U.S. BANK NATIONAL ASSOCIATION (“U.S. Bank”); MACKIE DESIGNS INC. (“Mackie”); and MACKIE DESIGNS MANUFACTURING, INC., SIA SOFTWARE COMPANY, INC, and MACKIE INVESTMENT CO. (collectively, the “Guarantors”).
ContractSubordinated Promissory Note • April 10th, 2003 • Mackie Designs Inc • Radio & tv broadcasting & communications equipment • Delaware
THIS NOTE IS SUBORDINATED TO THE PAYMENT AND SATISFACTION IN FULL OF THE SENIOR DEBT, AS DEFINED IN AND PURSUANT TO THE TERMS OF THE SUBORDINATION AGREEMENT REFERRED TO BELOW.
TRADEMARK COLLATERAL ASSIGNMENT AND SECURITY AGREEMENTTrademark Collateral Assignment and Security Agreement • April 10th, 2003 • Mackie Designs Inc • Radio & tv broadcasting & communications equipment • Florida
On the day of , 2003, before me personally came , to me known, who being by me duly sworn, did depose, acknowledge and say that he/she is the of Mackie Designs Inc., the corporation which executed the foregoing instrument and that he/she signed his/her name thereto by order of the Board of Directors of said corporation.
