AMENDMENT TO CONSTRUCTION LOAN AGREEMENTConstruction Loan Agreement |
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Exhibit 99.1
AMENDMENT TO CONSTRUCTION LOAN AGREEMENT
THIS AMENDMENT TO MORTGAGE LOAN AGREEMENT (this “Amendment”) is made and entered into as of the 11th day of September, 2006 by and between WEBSTER BANK, NATIONAL ASSOCIATION (f/k/a Webster Bank) a national banking association, having an office located at 80 Elm Street, New Haven, Connecticut 06510 (the “Bank”), and TECHNOLOGY DRIVE LLC, a Connecticut limited liability company, having a principal place of business located at 10 Technology Drive, Wallingford, Connecticut 06492 (the “Borrower”).
WHEREAS, this Amendment amends that certain Construction Loan Agreement dated December 7, 2001 by and between the Bank and Borrower (the “Loan Agreement”). Capitalized terms used in this Amendment and not defined herein shall have the meanings set forth in the Loan Agreement.
WHEREAS, Borrower has requested that certain terms and provisions of the Loan Agreement be amended and Bank has agreed to amend such terms and provisions pursuant to this Amendment.
NOW, THEREFORE, in consideration of the premises and the mutual covenants and conditions herein contained, the parties hereby agree as follows:
1. Acknowledgments and Affirmations. Borrower hereby represents and warrants that:
(a) Borrower has the power and authority to enter into this Amendment and the transactions contemplated herein, and has taken all necessary action to authorize this Amendment and the transactions contemplated herein.
(b) With the exception of that certain Event of Default which was previously waived by the Bank pursuant to a waiver dated June 14, 2006, no Event of Default has occurred and is continuing, and no event or condition has occurred or exists which would constitute an Event of Default but for the giving of notice or passage of time or both.
(c) The consummation of the transactions contemplated herein (i) is not prevented or limited by, nor does it conflict with or result in a breach of the terms, conditions or provisions of Borrower’s articles of incorporation or bylaws, or any evidence of indebtedness, agreement or instrument of whatever nature to which Borrower is a party or by which it is bound, (ii) does not constitute a default under any of the foregoing, and (iii) does not violate any federal, state or local law, regulation or order of any court or agency which is binding upon Borrower.
(d) Each and every one of the representations and warranties made by Borrower to Bank in the Loan Agreement and the schedules and exhibits attached to the Loan Agreement and Financing Agreements, as amended by this Amendment, are true and correct in all material respects on and as of the date hereof except to the extent that any of such representations and warranties relate, by the express terms thereof, solely to a date prior hereto.
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(e) Borrower has duly and properly performed, complied with and observed each of the covenants, agreements and obligations contained in the Financing Agreements, as amended by this Amendment.
2. Amendments
(a) General. References in the Loan Agreement to “this Agreement” shall be deemed references to the Loan Agreement as amended and supplemented by this Amendment and as subsequently amended. References in the other Financing Agreements to the “Loan Agreement” shall be deemed references to the Loan Agreement as amended and supplemented by this Amendment and as subsequently amended.
(b







