This loan agreement (this Loan Agreement) is made and entered into as of January 28, 2020 (the Effective Date), between Mavenir Systems, Inc., a Delaware corporation (hereinafter referred to as Lender), and Sierra Private Investments L.P., a Cayman Islands exempted limited partnership organized (hereinafter referred to as Borrower and jointly with the Lender as the Parties or each of them as a Party).
Granting of the Loan
1.1 As of the Effective Date, Lender has loaned $15,000,000 (the Loan Amount) to Borrower. Borrower hereby agrees to repay the Loan Amount to Lender pursuant to the terms of this Loan Agreement.
2.1 The unpaid portion of the Loan Amount shall bear interest at a rate equal to 2.00% above the term loan under the Credit Agreement, dated as of May 8, 2018, among the Lender, Mavenir Private Holdings II Ltd, the financial institutions from time to time party thereto as lenders and issuing lenders, Goldman Sachs Lending Partners LLC as administrative agent and collateral agent.
3.1 The Loan Amount and/or any interest accrued thereon pursuant to Section 2.1 above shall be payable by Borrower on May 8, 2026. Borrower may prepay the Loan Amount and/or any amount of interest accrued thereon pursuant to Section 2.1 above in whole or in part at any time or from time to time without premium or penalty.
3.2 Notwithstanding the foregoing, in the case of termination of this Loan Agreement in accordance with Article 4 below, Borrower shall continue to owe Lender any and all outstanding amounts due under this Loan Agreement, and any such amounts shall become due immediately following any termination.
4.1 The Lender shall be entitled to terminate this Loan Agreement, at any point in time, with immediate effectiveness if Borrower goes into bankruptcy, voluntary or involuntary dissolution, is declared insolvent or unable to pay its debts within the meaning of the Insolvency Act 1986 or any other applicable insolvency legislation, makes an assignment for the benefit of creditors, becomes subject to proceedings under any bankruptcy or insolvency law, or suffers the appointment of a receiver or trustee over all of or substantially all of its assets or properties.
4.2 Either Party is, irrespective of the termination right according to Section 4.1 above, entitled to terminate this Loan Agreement, at any point in time.
5.1 Borrower shall make all payments to be made by it to the Lender under this Loan Agreement without any withholding or deduction unless a withholding or deduction is required by law.