FR EA

Extract to table

Pull the structured facts out of a document: parties, dates, amounts, obligations.

Extract to table / officers-closing-certificate.docx
officers-closing-certificate.docx · 1008-00001

Parties

Lumos Analytics Inc
Delaware General Corp
Brindoval Thornton LLP
Capitol Registered Agents LLC
Harkness LLP

Dates

March 9, 2023
March 5, 2023
December 31, 2022

Amounts

$30,000,000
$5,000,000
$10,000,000

Obligations

Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Credit Agreement
The Resolutions, among other things, authorize: (i) the Borrower's entry into the Credit Agreement and each of the other Loan Documents, including the Security Agreement and the intellectual Property Security Agreement, and the performance by the Borrower of its obligations thereunder; (ii) the borrowings and other extensions of credit under the Credit Agreement in an aggregate principal amount of up to Thirty Million Dollars ($30,000,000), including the making of borrowing requests, the issuance of compliance certificates, and the taking of all other actions contemplated by the Credit Agreement in connection with such borrowings and extensions of credit; (iii) the granting of first-priority security interests in substantially all assets of the Borrower to Ridgeline National Bank, National Association, as Collateral Agent, for the benefit of the Secured Parties, including without limitation security interests in all personal property, real property interests (if any), intellectual property (including patents, patent applications, trademarks, trademark applications, copyrights, copyright registrations, trade secrets, and domain names), accounts, chattel paper, deposit accounts, securities accounts, general intangibles, inventory, equipment, and all proceeds and products thereof; (iv) the execution and delivery of all documents and instruments contemplated by the Loan Documents in connection with the perfection of the security interests granted pursuant to the Security Agreement and the intellectual Property Security Agreement, including without limitation UCC-1 financing statements to be filed with the Secretary of State of the State of Delaware and the Secretary of State of the State of California, deposit account control agreements with respect to the Borrower's deposit accounts, and filings and recordations with the United States Patent and Trademark Office and the United States Copyright Office; and (v) the designation of the Authorized Officers (as set forth in Section 3 below) to execute and deliver the Loan Documents and any and all certificates, notices, borrowing requests, compliance certificates, and other documents and instruments on behalf of the Borrower as such Authorized Officers shall deem necessary, advisable, or appropriate in connection with the Credit Facility and the Loan Documents
The Administrative Agent shall be entitled to rely on the authority of each such Authorized Officer as set forth herein until such written notice is received, regardless of whether any such Authorized Officer shall have ceased to hold such office
The undersigned is delivering this Certificate in his capacity as General Counsel and Secretary of the Borrower and not in his individual capacity, and the undersigned shall have no personal liability with respect to any of the certifications or statements made herein