Line of Credit Agreement (2007)Full Document 

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This Line Of Credit Agreement (the “Agreement”) is made and entered into as of the 30 day of March 2007 (the “Effective Date”) between Northern Ethanol, Inc., a Delaware corporation (“NEI”), and Union Capital Trust (“UCT”), a trust formed pursuant to the laws of ____________. For purposes of this Agreement, each of NEI and UCT may be referred to individually as a “Party” and both NEI and UCT may be referred to together as the “Parties”.




A.           UCT has agreed to make advances and to extend credit to NEI up to a maximum principal amount of U.S. $6,000,000 (the “Loan”).


B.            NEI desires to borrow amounts from UCT and has agreed to repay those amounts and accrued interest and other amounts according to the terms and conditions of this Agreement.




In consideration of the premises and mutual covenants contained in this Agreement, the Parties agree as follows:








UCT will loan money to NEI pursuant to the terms and conditions set forth in this Agreement, including the Promissory Note (the “Note”) attached to and made part of this Agreement as Exhibit A. This Agreement and the Promissory Note may be referred to together in this Agreement as the “Loan Documents”. During the term of this Agreement, UCT shall from time to time upon NEI’s request make an advance and loan (an “Advance”) to NEI up to an aggregate outstanding principal amount of all Advances equal to U.S. $6,000,000 (the “Maximum Loan Amount”), in increments of $200,000. Repayment of the Advances and all other amounts included in the Loan shall be made pursuant to the terms of the Note. At the time of each Advance pursuant to this Agreement, UCT shall annotate the Note to indicate the amount of the Advance and the date of the Advance.


2.            No Security or Guarantees. The repayment of the Loan and all amounts that become due and payable to UCT pursuant to either Loan Document (the “Obligations”) shall not be secured or guaranteed.




NEI’s Warranties. NEI represents and warrants to UCT as follows:




NEI has full power and authority to execute this Agreement and all the Loan Documents;




NEI is duly organized and in good standing under the laws of the State of Delaware; and








NEI has full authority and power to own its properties and to operate its business as now conducted.


4.            Condition Precedent To The Loan. The obligation of UCT to make any Advance is subject to the satisfaction of the following conditions precedent:




NEI shall have duly authorized, executed and delivered this Agreement and the Note to UCT on or before the Effective Date;




(i) The representations and warranties of NEI contained in Section 3 of this Agreement and in the Note shall be true and correct on the Effective Date and as of the date (the “Advance Date”) on which each Advance is to be made; (ii) no Event Of Default shall have occurred and be continuing on the Effective Date or any Advance Date either before or after giving effect to the making of that Advance or any subsequent Advance; and (iii) no events or state of affairs which could reasonably be expected to result (or has resulted) in a “Material Adverse Effect” (as defined below) on NEI and its subsidiaries, if any, shall have occurred since January 1, 2007. For purposes of this Agreement, a Material Adverse Effect means (A) a material adverse effect on the business, assets, operations or condition (financial or otherwise) or prospects of NEI and its subsidiaries, if any, taken as a whole, or (B) material impairment of the ability of NEI or any of its subsidiaries to perform timely any of its respective obligations under either Loan Document to which it is or will be a party, or (C) material impairment of the rights of or benefits available to UCT under either Loan Document;

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