SECURED CONVERTIBLE MINIMUM BORROWING NOTE Clause Samples

SECURED CONVERTIBLE MINIMUM BORROWING NOTE. FOR VALUE RECEIVED, each of IWT TESORO CORPORATION, a Nevada corporation (the “Parent”), and the other companies listed on Exhibit A attached hereto (such other companies together with the Parent, each a “Company” and collectively, the “Companies”), jointly and severally, promises to pay to LAURUS MASTER FUND, LTD., c/o M&C Corporate Services Limited, ▇.▇. ▇▇▇ ▇▇▇ ▇▇, ▇▇▇▇▇▇ House, South Church Street, ▇▇▇▇▇▇ Town, Grand Cayman, Cayman Islands, Fax: ▇▇▇-▇▇▇-▇▇▇▇ (the “Holder”) or its registered assigns or successors in interest, the sum of Three Million Dollars ($3,000,000), or, if different, the aggregate principal amount of all Loans (as defined in the Security Agreement referred to below), together with any accrued and unpaid interest hereon, on August 25, 2008 (the “Maturity Date”) if not sooner paid. Capitalized terms used herein without definition shall have the meanings ascribed to such terms in the Security Agreement among the Companies and the Holder dated as of the date hereof (as amended, modified and/or supplemented from time to time, the “Security Agreement”). The following terms shall apply to this Minimum Borrowing Note (this “Note”):
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SECURED CONVERTIBLE MINIMUM BORROWING NOTE. FOR VALUE RECEIVED, each of ACCENTIA BIOPHARMACEUTICALS, INC., a Florida corporation (the “Parent”), and the other companies listed on Exhibit A attached hereto (such other companies together with the Parent, each a “Company” and collectively, the “Companies”), jointly and severally, promises to pay to LAURUS MASTER FUND, LTD., c/o M&C Corporate Services Limited, P.O. Box 309 GT, ▇▇▇▇▇▇ House, South Church Street, ▇▇▇▇▇▇ Town, Grand Cayman, Cayman Islands, Fax: ▇▇▇-▇▇▇-▇▇▇▇ (the “Holder”) or its registered assigns or successors in interest, the sum of Two Million Five Hundred Thousand Dollars ($2,500,000), or, if different, the aggregate principal amount of all Loans (as defined in the Security Agreement referred to below), together with any accrued and unpaid interest hereon, on April 29, 2006 (the “Maturity Date”) if not sooner indefeasibly paid in full; provided, however, if the Parent shall have consummated the initial public offering of Common Stock (as defined in the Security Agreement) on or prior to March 31, 2006, the Maturity Date shall be April 29, 2008. This Second Amended and Restated Secured Convertible Minimum Borrowing Note amends and restates in its entirety (and is given in substitution for and not in satisfaction of) that certain $2,500,000 Secured Convertible Minimum Borrowing Note made by the Companies in favor of the Holder on April 29, 2005 and amended and restated on or about September 13, 2005. Capitalized terms used herein without definition shall have the meanings ascribed to such terms in the Security Agreement among the Companies and the Holder dated as of the date hereof (as amended and restated, further amended, modified and/or supplemented from time to time, the “Security Agreement”). The following terms shall apply to this Second Amended and Restated Secured Convertible Minimum Borrowing Note (this “Note”):
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SECURED CONVERTIBLE MINIMUM BORROWING NOTE. FOR VALUE RECEIVED, COMC, INC. a Delaware corporation (the “Borrower”) promises to pay to LAURUS MASTER FUND, LTD., M&C Corporate Services Limited, P.O. Box 309 GT, ▇▇▇▇▇▇ House, South Church Street, ▇▇▇▇▇▇ Town, Grand Cayman, Cayman Islands, Fax: ▇▇▇-▇▇▇-▇▇▇▇ (the “Holder”) or its registered assigns, on order, the sum of One Million Dollars ($1,000,000), or, if different, the aggregate principal amount of all “Loans” (as such term is defined in the Security Agreement referred to below), together with any accrued and unpaid interest hereon, on November 30, 2007 (the “Maturity Date”). Capitalized terms used herein without definition shall have the meanings ascribed to such terms in the Security Agreement between Borrower, certain Subsidiaries of the Borrower and the Holder dated as of November 30, 2004 (as amended, modified and supplemented from time to time, the “Security Agreement”). The following terms shall apply to this Minimum Borrowing Note (the “Note”):
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SECURED CONVERTIBLE MINIMUM BORROWING NOTE. FOR VALUE RECEIVED, each of ACCENTIA BIOPHARMACEUTICALS, INC., a Florida corporation (the “Parent”), and the other companies listed on Exhibit A attached hereto (such other companies together with the Parent, each a “Company” and collectively, the “Companies”), jointly and severally, promises to pay to LAURUS MASTER FUND, LTD., c/o M&C Corporate Services Limited, P.O. Box 309 GT, ▇▇▇▇▇▇ House, South Church Street, ▇▇▇▇▇▇ Town, Grand Cayman, Cayman Islands, Fax: ▇▇▇-▇▇▇-▇▇▇▇ (the “Holder”) or its registered assigns or successors in interest, the sum of Two Million Five Hundred Thousand Dollars ($2,500,000), or, if different, the aggregate principal amount of all Loans (as defined in the Security Agreement referred to below), together with any accrued and unpaid interest hereon, on April 29, 2006 (the “Maturity Date”) if not sooner indefeasibly paid in full; provided, however, if the Parent shall have consummated the initial public offering of Common Stock (as defined in the Security Agreement) on or prior to March 31, 2006, the Maturity Date shall be April 29, 2008. Capitalized terms used herein without definition shall have the meanings ascribed to such terms in the Security Agreement among the Companies and the Holder dated as of the date hereof (as amended, modified and/or supplemented from time to time, the “Security Agreement”). The following terms shall apply to this Amended and Restated Secured Convertible Minimum Borrowing Note (this “Note”):
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SECURED CONVERTIBLE MINIMUM BORROWING NOTE. FOR VALUE RECEIVED, each of T▇▇▇▇▇ EQUIPMENT, INC. (f/k/a Maxim Mortgage Corporation), a Delaware corporation (“T▇▇▇▇▇ Equipment”), and T▇▇▇▇▇ VENTURES, INC., a Delaware corporation (“T▇▇▇▇▇ Ventures” and together with T▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, each a “Borrower” and collectively the “Borrowers”), jointly and severally promises to pay to LAURUS MASTER FUND, LTD., c/o M&C Corporate Services Limited, P.O. Box 309 GT, U▇▇▇▇▇ House, South Church Street, G▇▇▇▇▇ Town, Grand Cayman, Cayman Islands, Fax: 3▇▇-▇▇▇-▇▇▇▇ (the “Holder”) or its registered assigns, on order, the sum of Eight Million Dollars ($8,000,000), or, if different, the aggregate principal amount of all “Revolving Loans” (as such term is defined in the Security Agreement referred to below), together with any accrued and unpaid interest hereon, on November 9, 2007 (the “Maturity Date”). Capitalized terms used herein without definition shall have the meanings ascribed to such terms in the Security and Purchase Agreement among Borrowers and the Holder dated as of November 9, 2004 (as amended, modified and supplemented from time to time, the “Security Agreement”). The following terms shall apply to this Minimum Borrowing Note (the “Note”):
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SECURED CONVERTIBLE MINIMUM BORROWING NOTE. FOR VALUE RECEIVED, CONVERSION SERVICES INTERNATIONAL, INC. a Delaware corporation (the “Borrower”) promises to pay to LAURUS MASTER FUND, LTD., c/o Ogier Fiduciary Services (Cayman) Limited, P.O. Box 1234, Queensgate House, South Church Street, G▇▇▇▇▇ Town, Grand Cayman, Cayman Islands, British West Indies, Fax: 3▇▇-▇▇▇-▇▇▇▇ (the “Holder”) or its registered assigns, on order, the sum of Two Million Dollars ($2,000,000), of, if different, the aggregate principal amount of all “Loans” (as such term is defined in the Security Agreement referred to below), together with any accrued and unpaid interest hereon, on August 15, 2007 (the “Maturity Date”). This Note amends and restates in its entirety, and is given in substitution for and not in satisfaction of, that certain Secured Convertible Minimum Borrowing Note issued in the original principal amount of $2,000,000 by the Company in favor of the Holder on August 16, 2004. Capitalized terms used herein without definition shall have the meanings ascribed to such terms in the Security Agreement between Borrower, certain Subsidiaries of the Borrower and the Holder dated as of August 16, 2004 (as amended, modified and supplemented from time to time, the “Security Agreement”). The following terms shall apply to this Minimum Borrowing Note (the “Note”):
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Related to SECURED CONVERTIBLE MINIMUM BORROWING NOTE

  • Minimum Borrowing Amount The aggregate principal amount of each Borrowing by the Borrower shall not be less than the Minimum Borrowing Amount.

  • Minimum Borrowing Amounts; Maximum Eurodollar Loans Each Borrowing of Base Rate Loans advanced under the applicable Facility shall be in an amount not less than $1.0 million or such greater amount that is an integral multiple of $1.0 million. Each Borrowing of Eurodollar Loans advanced, continued or converted under the applicable Facility shall be in an amount equal to $1.0 million or such greater amount that is an integral multiple of $1.0 million. Without the Administrative Agent’s consent, there shall not be more than fifteen (15) Borrowings of Eurodollar Loans outstanding at any one time.

  • Optional Conversion of Revolving Credit Advances The Borrower may on any Business Day, upon notice given to the Agent not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Conversion and subject to the provisions of Sections 2.07 and 2.11(a), Convert all Revolving Credit Advances of one Type comprising the same Borrowing into Revolving Credit Advances of the other Type (it being understood that such Conversion of a Revolving Credit Advance or of its Interest Period does not constitute a repayment or prepayment of such Revolving Credit Advance); provided, however, that any Conversion of Eurodollar Rate Advances into Base Rate Advances shall be made only on the last day of an Interest Period for such Eurodollar Rate Advances, any Conversion of Base Rate Advances into Eurodollar Rate Advances shall be in an amount not less than the minimum amount specified in Section 2.02(b) and no Conversion of any Revolving Credit Advances shall result in more separate Borrowings than permitted under Section 2.02(b). Each such notice of a Conversion shall be substantially in the form of Exhibit H hereto, and shall, within the restrictions specified above, specify (i) the date of such Conversion, (ii) the Revolving Credit Advances to be Converted, and (iii) if such Conversion is into Eurodollar Rate Advances, the duration of the initial Interest Period for each such Eurodollar Rate Advance. Each notice of Conversion shall be irrevocable and binding on the Borrower.

  • Term Loans (i) Subject to the terms and conditions hereof, (x) each Lender holding a Closing Date Term Loan Commitment severally agrees to make, in Dollars, in a single draw on the Closing Date, one or more term loans (each, a “Closing Date Term Loan”) to the Borrower in an aggregate principal amount not to exceed the amount set forth opposite such Lender’s name in Schedule A-1 under the heading “Closing Date Term Loan Commitment”, as such amount may be adjusted or reduced pursuant to the terms hereof and (y) each Lender holding a Delayed Draw Term Loan Commitment severally agrees to make, in Dollars, from time to time during the Delayed Draw Term Loan Commitment Period, subject to the terms and conditions hereof, delayed draw term loans on no more than two occasions (each, a “Delayed Draw Term Loan”) to the Borrower in an aggregate principal amount not to exceed the amount set forth opposite such lender’s name in Schedule A-2 under the heading “Delayed Draw Term Loan Commitment”, as such amount may be adjusted or reduced pursuant to the terms and conditions hereof. (ii) The Term Loans, except as hereinafter provided, shall, at the option of the Borrower, be incurred and maintained as, and/or converted into, ABR Loans or Eurocurrency Loans; provided that unless the Administrative Agent either otherwise agrees in its sole discretion or has determined that the Syndication Date has occurred, all Closing Date Term Loans shall be maintained during (A) the first week following the Closing Date as ABR Loans and (B) thereafter, until the date that is 90 days following the Closing Date, shall be maintained as (x) ABR Loans or (y) Eurocurrency Loans with an Interest Period of one month, with the first such Interest Period commencing on the first day of the period described in this clause (B). (iii) The Term Loans shall be made by each such Lender in an aggregate principal amount which (x) in the case of Closing Date Term Loans, does not exceed the Closing Date Term Loan Commitment of such Lender and (y) in the case of Delayed Draw Term Loans made on the Closing Date, when aggregated with all Delayed Draw Term Loans made under subsection 2.1(a)(i)(y), does not exceed the Delayed Draw Term Loan Commitment of such Lender on the Closing Date and (C) in the case of Delayed Draw Term Loans made in any borrowing after the Closing Date, does not exceed the unused and available Delayed Draw Term Loan Commitment of such Lender at such time. Once repaid, Term Loans incurred hereunder may not be reborrowed.

  • Amount of Borrowing Tranche Each Borrowing Tranche of Loans under the LIBOR Rate Option shall be in integral multiples of $500,000 and not less than $1,000,000; and