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COMMERCIAL LOAN AGREEMENT

Loan Agreement

COMMERCIAL LOAN AGREEMENT | Document Parties: MGP INGREDIENTS INC You are currently viewing:
This Loan Agreement involves

MGP INGREDIENTS INC

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Title: COMMERCIAL LOAN AGREEMENT
Date: 9/11/2009
Industry: Food Processing     Sector: Consumer/Non-Cyclical

COMMERCIAL LOAN AGREEMENT, Parties: mgp ingredients inc
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Exhibit 4.5

 

LOAN NUMBER

 

LOAN NAME

 

ACCT. NUMBER

 

NOTE DATE

 

INITIALS

 

 

MGP Ingredients, Inc.

 

 

 

03/31/09

 

DB

 

NOTE AMOUNT

 

INDEX (w/Margin)

 

RATE

 

MATURITY DATE

 

LOAN PURPOSE

$

1,500,000.00

 

3 Year Treasury Index plus 6.000%

 

7.250

%

03/31/14

 

Commercial

 

Creditor Use Only

 

COMMERCIAL LOAN AGREEMENT

Single Advance Loan

 

DATE AND PARTIES.   The date of this Commercial Loan Agreement (Agreement) is March 31, 2009.  The parties and their addresses are:

 

LENDER:

UNION STATE BANK - BANK OF ATCHISON

545 Main Street

Everest, KS  66424

 

BORROWER:

MGP INGREDIENTS, INC.

a Kansas Corporation

PO Box 130

Atchison, KS  66002

 

1.               DEFINITIONS.   For the purposes of this Agreement, the following terms have the following meanings:

 

A.             Accounting Terms.   In this Agreement, any accounting terms that are not specifically defined will have their customary meanings under generally accepted accounting principles.

 

B.             Insiders.   Insiders include those defined as insiders by the United States Bankruptcy Code, as amended; or to the extent left undefined, include without limitation any officer, employee, stockholder or member, director, partner, or any immediate family member of any of the foregoing, or any person or entity which, directly or indirectly, controls, is controlled by or is under common control with me.

 

C.             Loan.   The Loan refers to this transaction generally, including obligations and duties arising from the terms of all documents prepared or submitted for this transaction.

 

D.             Loan Documents.   Loan Documents refer to all the documents executed as a part of or in connection with the Loan.

 

E.               Pronouns.   The pronouns “I”, “me” and “my” refer to every Borrower signing this Agreement, individually or together.  “You” and “your” refers to the Loan’s lender.

 

F.               Property.   Property is any property, real, personal or intangible, that secures my performance of the obligations of this Loan.

 

2.               SINGLE ADVANCE.   In accordance with the terms of this Agreement and other Loan Documents, you will provide me with a term note in the amount of $1,500,000.00 (Principal).  I will receive the funds from this Loan in one advance.  No additional advances are contemplated, except those made to protect and preserve your interests as provided in this Agreement or other Loan Documents.

 

3.               MATURITY DATE.   I agree to fully repay the Loan by March 31, 2014.

 

4.               WARRANTIES AND REPRESENTATIONS.   I make to you the following warranties and representations which will continue as long as this Loan is in effect, except when this Agreement provides otherwise.

 

A.             Power.   I am duly organized, and validly existing and in good standing in all jurisdictions in which I operate.  I have the power and authority to enter into this transaction and to carry on my business or activity as it is now being conducted and as applicable, am qualified to do so in each jurisdiction in which I operate.

 

B.             Authority.   The execution, delivery and performance of this Loan and the obligation evidenced by the Note are within my powers, have been duly authorized, have received all necessary governmental approval, will not violate any provision of law, or order of court or governmental agency, and will not violate any agreement to which I am a party or to which I am or any of my property is subject.

 

C.             Name and Place of Business.   Other than previously disclosed in writing to you I have not changed my name or principal place of business within the last 10 years and have not used any other trade or fictitious name.  Without your prior written consent, I do not and will not use any other name and will preserve my existing name, trade names and franchises.

 

D.             Hazardous Substances.   Except as I previously disclosed in writing and you acknowledge in writing, no Hazardous Substance, underground tanks, private dumps or open wells are currently located at, on, in, under or about the Property.

 

E.               Use of Property.   After diligent inquiry, I do not know or have reason to know that any Hazardous Substance has been discharged, leached or disposed of, in violation of any Environmental Law, from the property onto, over or into any other property, or from any other property onto, over or into the property.

 

F.               Environmental Laws.   I have no knowledge or reason to believe that there is any materials, pending or threatened investigation, claim, judgment or order, violation, lien, or other notice under any Environmental Law that concerns me or the property.  The property and any activities on the property are in full compliance with all Environmental Law.

 

G.             Loan Purpose.   The purpose of this Loan is Cash Infusion to Working Capital.

 

H.             No Other Liens.   I own or lease all property that I need to conduct my business and activities.  I have good and marketable title to all property that I own or lease.  All of my Property is free and clear of all liens, security interests, encumbrances and other adverse claims and interests, except those to you or those you consent to in writing.

 

I.                  Compliance With Laws.   I am not violating any laws, regulations, rules, orders, judgments or decrees applicable to me or my property, except for those which I am challenging in good faith through proper proceedings after providing adequate reserves to fully pay the claim and its challenge should I lose.

 

MGP Ingredients, Inc.

 

 

Kansas Commercial Loan Agreement

 

Initials

 

 

 

 

KS/4CTHARMAN00000000000156025033109N

© 1996 Bankers Systems, Inc., St. Cloud, MN  

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