Loan Terms - The maximum principal amount of the Line of Credit is $3,500,000.00[5] - Interest on outstanding Advances is set at a rate of 10% per annum, payable on the Maturity Date[11] - A $10,000.00 Structuring Fee is also payable on the Maturity Date[11] - The Maturity Date is set for six months from the Effective Date, with the possibility of a six-month extension upon mutual consent[7][15] Borrower Obligations - All Advances are contingent upon unanimous approval by Borrower's Special Line of Credit Committee[12] - Borrower may prepay the Principal Indebtedness without prior written consent or payment of any premium or penalty[14] - Borrower must notify Lender of any events that may result in a Material Adverse Event[26] - Borrower is prohibited from liquidating, merging, or selling substantially all assets without Lender's prior written consent[28] - Borrower is responsible for all reasonable fees and costs incurred by Lender in the preparation and collection of this Agreement[37] Default and Enforcement - In the event of a Default, Lender may declare the outstanding Principal Indebtedness immediately due and payable[34] - The obligations under the Agreement are continuing and will not terminate until all amounts are fully paid[42] - In case of default, the defaulting party is responsible for all costs, including attorney fees, incurred by the non-defaulting party[51] Agreement Provisions - The Agreement includes provisions for waivers, stating that failure to enforce strict compliance does not waive any rights of either party[41] - Neither party may assign their rights or obligations without prior written consent from the other party[43] - Notices must be in writing and delivered through specified methods to be effective[44] - If any provision of the Agreement is deemed unenforceable, it does not affect the validity of other provisions[45] - The Agreement does not create a partnership or joint venture between the parties[46] - The Agreement is governed by the laws of the state of Delaware[48] - The Agreement may be executed in counterparts, each considered an original[50] - The Agreement allows for digital signatures to be legally binding[53]
Brand Engagement Network Inc.(BNAI) - 2025 Q1 - Quarterly Results