Examples of Parent Promissory Note in a sentence
Concurrently with the execution of this Agreement, the Parent agrees that it will lend to the Company $250,000 and that the Company shall issue a promissory note in favor of the Parent (the "Parent Promissory Note"), which note is substantially in the form attached hereto as Exhibit 7.18.
If this Agreement is terminated by the Company pursuant to Section 14.1(b)(ii), then the Company's obligation to repay the Parent Promissory Note shall be cancelled ("Parent Break-up Fee") and the Parent and Acquisition Sub shall be relieved from any liability in connection with any termination or breach of this Agreement, whether intended, willful or otherwise.
The proceeds of the Term Loan Facility shall be used to (i) repay the Existing Facilities, (ii) repay approximately $400.0 million of Permitted Vehicle Indebtedness, (iii) fund a loan of up to $123,100,000 to Parent under the Parent Promissory Note to fund the redemption of Parent’s preferred equity and (iv) pay the related fees, commissions, premiums and expenses in connection therewith.
The Shareholders’ Representative shall, upon receipt of any replacement Parent Promissory Note reflecting such reduced amount, promptly return the original copy of any previously received Parent Promissory Note to Parent marked “Replaced.” Parent agrees to provide to Shareholder’s Representative a description of all such Damages in reasonable detail promptly following the incurrence thereof.
Parent shall take, or cause to be taken, all actions necessary, proper or advisable to cause the security interest granted under the Master Parent Promissory Note to be perfected as promptly as practicable following the Closing by the filing of a form UCC-1 financing statement (in a form acceptable to the Company prior to Closing) in the appropriate jurisdiction and in accordance with Section 4 of the Master Parent Promissory Note.