Credit Facility Contract dated May 23, 2007 between Danske Bank A/S and K2mediagroup A/S (now Bark Corporation) for DKK 9,000,000 floating interest business credit line

Contract Categories: Business Finance - Credit Agreements
EX-10.6 11 exhibit10-6.htm CREDIT FACILITY CONTRACT DATED MAY 23, 2007 Filed by Automated Filing Services Inc. (604) 609-0244 - Bark Group Inc. - Exhibit 10.6

Translation * Page 1 of 8

Danske Bank

CREDIT FACILITY CONTRACT EXHIBIT 10.6
floating interest – business  

Borrower’s copy
   
  Page 1 of 11
   
  Credit facility type:
  Business credit
  Account: XXXXX

Lender Danske Bank A/S  
     
Borrower K2mediagroup A/S Customer number:
  Trommesalen 5 0029935106
  1614 Copenhagen V  
  Denmark  
     
  If there is more than one borrower, the terms and conditions of the contract shall apply to each borrower.
 

Credit line Credit line DKK 9,000,000.00

Establishment costs Establishment costs    
         Commitment fee DKK  
         Loan transaction fee DKK  
         Registration fee DKK  
    DKK  
    DKK  
       
  Total establishment costs to be debited to the accountDKK   0.00
       

Contents of the credit This credit facility contract consists of:
facility contract Part 1 Individual terms and conditions
  Part 2 The bank’s General Terms and Conditions of Business.
     

Part 1 Individual terms and conditions

Repayment and
duration of the credit

[           ] The credit facility shall be subject to renegotiation every year when the financial statements/annual statement from the Danish tax authorities are/is available.

     
  [           ] The credit maximum will be reduced by DKK on the last business day of
  every month, for the first time on  
     
  [           ] The credit shall be valid until further notice.  
     
  [X] The credit shall be repaid in full on 18 May 2009.  
     
  The debt shall not exceed the current line of credit.  



Translation * Page 2 of 8

 


 

  Page 2 of 11
  Account: XXXXX
   

Interest, commission Lending rate of interest
and fee

On the amounts drawn on the credit, the borrower shall pay a floating interest rate which shall correspond to Danske BOR for DKK with a variable supplement fixed by the bank, currently 1.5000 percentage points.

 

On 22 May 2007, Danske BOR for DKK is 4.0000 per cent p.a. Danske BOR is variable and fixed by the bank every business day with effect from that same day.

 
 

This results in an interest rate of currently 5.5000 per cent p.a.

 
 

Overdraft interest

The borrower shall pay a separate interest rate (authorised overdraft interest) on any authorised overdraft. Authorised overdraft interest shall be calculated on the utilised part of the authorised overdraft.

 

If the credit line is overdrawn without prior agreement with the bank, or if the utilisation of the credit facility contravenes any agreements entered into, the borrower shall pay separate overdraft interest on such overdraft.

 

Overdraft interest shall be payable from the first day that the credit facility is overdrawn.

 
 

Deposit rate of interest

The bank shall pay a floating interest rate on any account balance. The current rate of interest is 0 per cent p.a.

 
 

Fee

The bank shall be entitled to charge a fee in connection with the ongoing administration of the credit facility.

 
 

Addition of interest and commission

Lending and deposit interest as well as commission shall be added to the credit facility four times a year by the bank. Interest and commission shall be calculated in arrears on 31 March, 30 June, 30 September and 31 December and added on the last business day of the above-mentioned months. The first addition of interest shall take place at the end of this quarter.

 

The bank shall only add interest in March, June and September if the lending rate of interest – after offsetting the deposit interest – is higher than or equal to the minimum amount specified in the bank’s brochure on the calculation of interest etc. Interest, which is therefore not added, shall be carried forward by the bank and added in the following quarter, however, not later than on the last business day in December.

 
 

Changes

 

The interest rate shall be changed in accordance with any changes to Danske




Translation * Page 3 of 8

Page 3 of 11

Account: XXXXX

 

BOR.

The bank may change the floating interest rate supplement/deduction in accordance with its General Terms and Conditions of Business, part 2.

The bank may change the deposit interest, the variable commission rates and fees in accordance with its General Terms and Conditions of Business, part 2.

Bank statement

Unless otherwise agreed, the bank shall send a bank statement after each addition of interest to the account. If desired, the bank may send several bank statements against payment.



Translation * Page 4 of 8

Page 4 of 11

Account: XXXXX

   
Duty to disclose
information to the

In the event of a change of address, the borrower shall inform the bank of such change of address.

bank

The borrower shall be under an obligation to inform the bank of its financial affairs if requested to do so by the bank. This shall apply even if the bank has requested no such information when the loan was granted.

 

As such, the bank shall be entitled to demand disclosure of all accounting, budgetary and auditing information, including any long-form audit reports, which the bank may deem necessary in order to shed light on the borrower’s financial affairs. For companies, such information could be an audited annual report with specifications as well as budgets, and for other business borrowers, including owner-managed businesses, financial statements with a statement of income and assets.

 

Furthermore, the bank may demand information about the owner’s/principal shareholder’s personal finances, such as income tax returns, annual statements from the Danish tax authorities and budgets.

 
Information to third- party mortgagor/guarantor

The bank may inform any third-party mortgagors/guarantors of the balance of the facilities secured by a mortgage or a guarantee.

 

 

 
Insurance premium
on pledged assets

If the bank has a pledge on a car, boat and other chattels or real property and the pledged asset includes loss insurance and/or fire insurance, the borrower shall pay the premium fixed by the insurance company from time to time.

 

If security has been furnished by a third party, the borrower shall pay the insurance premium if it is not paid by such third party.

 
 
Calling-in

The borrower may terminate the credit facility contract and repay the outstanding debt, in full or in part, to the bank at any time.

 

Notwithstanding any repayment provisions, the bank may call in the loan at any time without notice.

   
Breach of contract The borrowings under the credit facility shall be repaid immediately, if:
and other events of    
default

any amount under this credit facility contract is not paid when due

     

 

 

the borrower or guarantor

     

 

becomes the subject of execution or attachment, suspends payments, becomes subject to insolvency proceedings, commences negotiations on debt restructuring or composition, including asking the bank or another creditor for voluntary composition

     

 

takes up residence outside Denmark and prior to the move fails to make an agreement with the bank about how the borrowings under the credit facility should be repaid

     

 

   

dies

       



Translation * Page 5 of 8

 

discontinues its operations through a merger with another company or a demerger

     

 

 

the value of security that the borrower or a third party has furnished in the form of shares, bonds, currency, mortgages or other price-sensitive securities, or in financial assets, is reduced significantly, and no additional security is furnished which is satisfactory to the bank within 14 days of the bank having requested such security

     

 

 

insurance taken out on pledged items is not maintained, and if the pledgor does not, within 8 days of the bank having issued a written request for remedial action to be taken, produce a receipt proving that remedial action has been taken

     

 

 

the bank estimates that there has been a significant negative change in the borrower’s or guarantor’s financial affairs

     

 

 

the borrower does not inform the bank of its financial affairs as provided above under “Duty to disclose information to the bank”.

       

Environmental affairs

The borrower undertakes to comply with all environmental legislation in force from time to time and any environmental approvals that may apply to the borrower’s business. The borrower shall inform the bank of any changes in the environmental status of the borrower’s business.




Translation * Page 6 of 8

Special provisions Individual conditions – Duty to disclose information to the bank
   
  The section
   


“Furthermore, the bank may demand information about the holder’s/principal
shareholder’s personal finances, such as income tax returns, annual statements
from the Danish tax authorities and budgets.”
   
  shall not apply to this credit contract.
   
Other terms and The following shall also apply to the credit facility contract:
conditions  
• Part 2 The bank’s General Terms and Conditions of Business unless derogated from in Part 1.
   
The Terms and Conditions of Business contain, among other things, provisions on:

  Interest, commission and fee
  Offsetting
  The bank’s liability in damages.
     

Borrower’s signature

By signing this credit facility contract, the borrower accepts that the bank may change its General Terms and Conditions of Business subject to the notice specified in the Terms and Conditions of Business.

 

By signing this document, the borrower declares to owe the bank the borrowings under the credit facility from time to time plus interest, commission and any fees and costs.

 

If there is more than one borrower, the borrowers shall be jointly and severally liable.

 

At the same time, the borrower acknowledges receipt of a copy of the credit facility contract.




Translation * Page 7 of 8

       
  [Handwritten] 23.05.07    
  Date   Date
       
  /s/ Bent Helvang    
  Binding signature   Witness
  CHAIRMAN BENT HELVANG    
       
       
  Date   Date
       
  /s/ Jesper Svane    
  Binding signature   Witness
  BOARD MEMBER JESPER SVANE    
       
       



Translation * Page 8 of 8

THIS IS TO CERTIFY

 

that the foregoing

“Credit facility contract”

is a true and faithful translation of the attached copy
in the Danish language produced to me.

 

 

 

 

This translation consists of eight (8) pages.

 

In witness whereof I have hereonto set
my hand and affixed my seal of office
this 7th day of December 2007.

 

 

 

 

Malene Popov
Sworn Translator and Interpreter of the English language
Aarhus, Denmark