FR EA

Extract to table

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

Extract to table / secretarys-certificate.docx
secretarys-certificate.docx · 1042-00001

Parties

Meridian Whitcomb LLC
Brightfield Cloud Services Inc
Capitol Registered Agents LLC
Solara Holdings Group LLC
General Corp
Pryor LLP
Secretary Brightfield Cloud Services Inc
Original Inc

Dates

August 12, 2022
July 28, 2022
December 31, 2021

Amounts

$35,000,000
$15,000,000
$8,237,422
$8,200,000
$37,422
$11,500,000
$9,800,000
$3,500,000
$1,650,000
$350,000

Obligations

Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to such terms in the Term Loan Agreement
NOW, THEREFORE, BE IT RESOLVED, that the Company is hereby authorized to enter into, execute, and deliver the Term Loan Agreement, the Security Agreement, and each of the other Loan Documents to which the Company is or will be a party, in substantially the forms presented to the Board of Directors, with such changes, modifications, and amendments thereto as the officers executing such documents shall approve, such approval to be conclusively evidenced by the execution and delivery thereof; RESOLVED FURTHER, that the Company is hereby authorized to borrow the aggregate principal amount of $35,000,000 under the Term Loan Agreement on the terms and conditions set forth therein; RESOLVED FURTHER, that the Company is hereby authorized to grant a first-priority perfected security interest in substantially all of its assets to the Collateral Agent for the benefit of Pinnacle, including, without limitation, accounts receivable, inventory, equipment (including server hardware and data center equipment), intellectual property (including software, patents, and trademarks), deposit accounts, general intangibles, chattel paper, instruments, investment property, letter-of-credit rights, commercial tort claims, and equity interests in subsidiaries (limited to sixty-five percent (65%) of the voting stock of any first-tier foreign subsidiary), all as more fully described in the Security Agreement; RESOLVED FURTHER, that the Company is hereby authorized to use the proceeds of the Term Loan for the following purposes and in the following approximate amounts: Note: Any shortfall or excess in the foregoing allocations shall be applied to or from working capital and general corporate purposes