Legal Clauses, Contract Language, Sample Documents and More

Borrowed Debt. Except upon the prior written consent of BANK, Customer shall not directly or indirectly incur or permit to exist any debt of Customer for borrowed money or the lease under a capital lease or deferred purchase price of real or personal property other than: (i) debt to BANK and (ii) debt existing as [...]

Personal Liquidity. The aggregate cash and unencumbered marketable securities and other financial assets owned and controlled by [___________] (excluding cash, securities and other financial assets in an IRA, 401K or other retirement account) shall at all times exceed $_________.
Personal Liquidity. So long as there are any Obligations, the aggregate cash and unencumbered marketable securities and [...]

Key Man Insurance. Customer shall provide and maintain throughout the entire term hereof a policy or policies of key man life insurance on the life of ___________. Each such policy shall name Bank as the sole loss payee, and shall provide that Bank will receive not less than 10 days prior written notice of any [...]

Distributions by Guarantors. Except upon the prior written consent of Bank, neither _______ nor _____ shall directly or indirectly pay any dividends or make any other distributions on account of their stock to their respective shareholders except to the extent that the annual aggregate of such distributions do not exceed the annual federal and state [...]

No Loans or Guaranties. Except upon the prior written consent of Bank, Customer shall not directly or indirectly lend any moneys to, or guaranty the debt of, any person or entity.
Loans to Affiliated Persons and Entities. The total amount of all loans and advances directly or indirectly made by Customer to any affiliated persons or [...]

Right to Require Collateral. Upon the occurrence of (i) an Event of Default, (ii) a net loss by Customer for two consecutive fiscal quarters, or (iii) a net loss by Customer for any fiscal year, Customer shall upon the request of Bank furnish to Bank perfected first liens and security interests upon all Accounts, Inventory [...]

Negative Pledge of Real Property. Except upon the prior written consent of Bank and except for the existing first mortgage which will be paid off with the proceeds of the Loan, Customer shall not directly or indirectly: (i) sell, assign, transfer, mortgage or otherwise encumber the Real Property to or for the benefit of anyone [...]

The sum of (x) Customer’s aggregate subordinated debt and (y) Customer’s “Tangible Net Worth,” shall at all times exceed . For the purposes hereof, subordinated debt shall mean any debt of Customer for borrowed money which is subordinated in right of payment and is payable on terms and conditions junior to Bank. The term “Tangible [...]

Customer’s “Tangible Net Worth” shall at all times exceed . For the purposes hereof, the term “Tangible Net Worth” shall mean Customer’s net worth as shown on Customer’s regular financial statements prepared in accordance with GAAP, but excluding an amount equal to: (i) any Intangible Assets, and (ii) any amounts now or hereafter directly or [...]

The “Net Cash Flow” of Customer as of the end of each  year shall not be less than ?. For purposes hereof, “Net Cash Flow” shall mean (i) the sum of Customer’s net after-tax income plus depreciation, amortization and  similar non-cash charges, less (ii) the sum of Customer’s current maturities of long term debt for [...]