Bridge Revolving Credit Facility Agreement过桥融资贷款协议AAA AND BBB CORPORATION
as Borrower
CCC, N.A.
as Administrative Agent
and
DDD LLC
as Lead Arranger
and Sole Book Manager
_________(M,D,Y)
Prepared by
EEE LLP
Address: _________积化和差公式
Telephone: _________
EXECUTION
_________(YEAR) BRIDGE LOAN AGREEMENT
Dated as of _________(M,D,Y)
among
AAA AND BBB CORPORATION
as Borrower
THE BANKS PARTY HERETO
CCC, N.A., as Administrative Agent
and
DDD LLC, as
Lead Arranger and Sole Book Manager
TABLE OF CONTENTS
Article 1 DEFINITIONS AND ACCOUNTING TERMS
1.1 Defined Terms
1.2 Other Definitional Provisions
凉面的调料
Article 2 LOANS
2.1 Loans-General
2.2 Alternate Ba Rate Loans
2.3 JJJ Loans
2.4 Intentionally Omitted
2.5 Intentionally Omitted
2.6 Voluntary Reduction of Commitment
2.7 Administrative Agent's Right to Assume Funds Available Article 3 PAYMENTS AND FEES
3.1 Principal and Interest
3.2 Upfront Fee
3.3 Commitment Fees
3.4 Utilization Fee
3.5 Underwriting Fee
3.6 Other Payment Provisions
Article 4 REPRESENTATIONS AND WARRANTIES
Article 5 AFFIRMATIVE COVENANTS (OTHER THAN INFORMATION AND REPORTING REQUIREMENTS)崇明岛农家乐
Article 6 NEGATIVE COVENANTS相位对焦
上海周边自驾游Article 7 INFORMATION AND REPORTING REQUIREMENTS
电脑键盘学习Article 8 CONDITIONS
8.1 Initial Advances, Etc
8.2 Any Advance
Article 9 EVENTS OF DEFAULT AND REMEDIES UPON EVENT OF DEFAULT
9.1 Events of Default
9.2 Remedies Upon Event of Default
Article 10 THE ADMINISTRATIVE AGENT
Article 11 MISCELLANEOUS
Article 12 ADDITIONAL MODIFICATIONS .
12.1 Amendments to Primary Loan Agreement .
12.2 Incorporation by Reference .
12.3 Exhibits and Schedules .
12.4 Relationship to Primary Loan Agreement .
Exhibits
A - Commitment Assignment and Acceptance
B - Note
C-1 - Opinion of Counl - Munger, Tolles & Olson LLP
C-2 - Opinion of Counl - Barton P. Pachino
D - Subsidiary Guaranty
Schedules
1.1 Bank Commitments
4.4 Significant Subsidiaries
4.7 Existing Liens and Rights of Others
4.9 Existing Indebtedness and Contingent Obligations
6.4 Investments
_________(YEAR) BRIDGE LOAN AGREEMENT
Dated as of _________(M,D,Y)
This _________(YEAR) BRIDGE LOAN AGREEMENT ("Agreement") is entered into by and among AAA and BBB Corporation, a _________(STATE) corporation ("Borrower"), each bank who name is t forth on the signature pages of this Agreement and each lender which may hereafter become a party to this Agreement pursuant to Section 11.8 (collectively, the "Banks" and individually, a "Bank"), and CCC, N.A. ("CCC"), formerly known as CCC National Trust and Savings Association, as Administrative Agent, and DDD LLC, as Lead Arranger and Sole Book Manager.
RECITALS
你所不知道的事A. Borrower, the banks who names are t forth on the signature pages thereof (collectively, the "Primary Loan Agreement Bank Group"), CCC, as Administrative Agent and Co-Syndication Agent, EEE, N.A., as Syndication Agent, Credit Lyonnais, as Documentation Agent, and Guaranty Federal Bank F.S.
B., Societe Generale and FFF, N.A., as Co-Agents, are parties to that certain _________(YEAR) Revolving Loan Agreement dated as of _________(M,D,Y) (as amended through the date hereof, the "Primary Loan Agreement"), pursuant to which the Primary Loan Agreement Bank Group provided the Borrower with certain revolving loan and letter of credit facilities.
B. The Borrower has requested that one or more banks provide the Borrower with an additional, supplemental $,_________ bridge revolving credit facility and the Banks and the Administrative Agent are willing to provide the Borrower with, and administer, such additional facility on the terms and conditions hereinafter t
forth.
In consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:
Article 1.
DEFINITIONS AND ACCOUNTING TERMS
1.1 Defined Terms. As ud in this Agreement, the following terms shall have the meanings t forth below:
"Acquisition" means any transaction, or any ries of related transactions, consummated after the Closing Date, by which Borrower and/or any of its Subsidiaries directly or indirectly (a) acquires any ongoing business or all or substantially all of the asts of any firm, corporation or division thereof, whether through purcha of asts, merger or otherwi, (b) acquires control of curities of a corporation reprenting 50% or more of the ordinary voting power for the election of directors or (c) acquires control of a 50% or more ownership interest in any partnership, joint venture or other business entity.
"Administrative Agent's Office" means CCC, N.A., Address: _________, or such other office as the Administrative Agent may designate in writing to Borrower and the Banks.
"Advance" means any advance made or to be made by any Bank to Borrower as provided in Article 2.
"Agreement" means this _________(YEAR) Bridge Loan Agreement, either as originally executed or as it may from time to time be supplemented, modified, amended, restated or extended.
"Alternate Ba Rate Advance" means an Advance made by a Bank to fund its Pro Rata Share of an Alternate Ba Rate Loan.
"Alternate Ba Rate Loan" means a Loan made hereunder and designated or redesignated as an Alternate Ba Rate Loan in accordance with Article 2, or converted to an Alternate Ba Rate Loan in accordance with Article 3.
"Applicable Alternate Ba Rate Spread" means, as of any date of determination, the interest rate spread t forth below opposite the Applicable Pricing Level as of such date:
Applicable Alternate Ba Rate首尾相应