Additional Debentures. For so long as any Buyer beneficially owns any Debentures, the Company shall not issue any other securities that would cause a breach or default under the Debentures.
Additional Debentures. The Company may, without the consent of, or notice to, the Holders and notwithstanding Section 2.01, issue up to $3,500,000 aggregate principal amount of Debentures required to be issued by the Company pursuant to the Subscription Agreements in the event a Liquidity Event is not consummated on or prior to June 6, 2020. The Additional Debentures shall have the same terms as the Initial Debentures (other than differences in the issue date, the issue price, interest accrued prior to the issue date of such Additional Debentures, the first Interest Payment Date with respect thereto and, if applicable, restrictions on transfer in respect of such additional Debentures). The Initial Debentures and the Additional Debentures would rank equally and ratably and would be treated as a single series of debt securities for all purposes under this Indenture. Prior to the issuance of any such Additional Debentures, the Company shall deliver to the Trustee a Company Order, an Officer’s Certificate and an Opinion of Counsel, such Officer’s Certificate and Opinion of Counsel to cover such matters, in addition to those required by Section 15.05, as the Trustee may reasonably request.
Additional Debentures. Concurrently herewith, the Company shall issue to each Holder a convertible debenture (collectively the "Additional Debentures"), substantially in the form of the Debentures, with a principal amount equal to 10% of the principal amount of Debentures outstanding and held by such Holder on the date hereof. The principal amount of Additional Debentures issuable to each Holder are set forth on ANNEX C attached hereto. The rights and obligations of the Company with respect to the Additional Debentures and the shares of Common Stock issuable pursuant to the Additional Debentures (the "Additional Underlying Shares") shall be identical in all respects to the rights and obligations of the Company with respect to the Debentures and the Underlying Shares issued and issuable pursuant to the Transaction Documents. Each Transaction Document is hereby amended so that the term "Debentures" includes the Additional Debentures and the term "Underlying Shares" includes the Additional Underlying Shares. The Company acknowledges and agrees that the obligations of the Company and its Subsidiaries under the Additional Debentures and this Agreement shall be "Obligations" as defined under the Security Agreement and under the deed of trust for the benefit of the Holders granting a first-position lien and encumbrance upon certain real property owned by the LLC as required under the Purchase Agreement. In the event of any redemption pursuant to Section 4 above and Section 4 of the Other Agreements, the Additional Debentures must be redeemed in full along with the Debentures.
Additional Debentures. So long as any Buyer beneficially owns any Debentures, neither Parent nor Company will issue any Debentures (other than to the Buyers as contemplated hereby and the Prior Debentures) and the Parent shall not issue any other securities that would cause a breach or default under the Debentures.
Additional Debentures. After the $12,500,000 principal amount of 1987 Debentures, or such lesser amount thereof as shall have been authorized, issued and sold as provided in Section 4.03, have been certified and delivered, Additional Debentures may, subject to the provisions of Section 4.05 and to such restrictions as may be set forth in any Additional Debentures or in any indenture under which any Additional Debentures are issued and subject to compliance with such provisions, if any, of the Bank Act as may at such time be applicable and subject as hereinafter provided, from time to time be executed and issued by the Bank and certified and delivered by the Trustee upon application by the Bank but only upon receipt by the Trustee of:
(a) A written order of the Bank requesting the certification of such Additional Debentures in the principal amount applied for, specifying the person or persons to whom such Debentures shall be delivered;
(b) A certified resolution of the Bank certified within 10 days prior to the date of such written order, authorizing the issue and requesting the certification of Additional Debentures of the principal amount applied for and specifying the series thereof, and the particulars and provisions to be expressed in or which are to relate to such Additional Debentures in accordance with the provisions hereof;
(c) An Officers' Certificate dated within 10 days prior to the date of such written order, stating:
(i) The principal amount of bank debentures outstanding at the date thereof prior to the issue of the Additional Debentures at such time requested to be certified by the Trustee, and the date or dates of final maturity of such bank debentures;
(ii) The amount at such date of the paid-up capital stock and rest account of the Bank;
(iii) That to the best of the knowledge and belief of the signers no event of default under this indenture has occurred and is continuing and the Bank will not by the issue of such Additional Debentures be in default under this indenture or in violation of the provisions of the Bank Act as it may at such time be applicable;
(d) An opinion of Counsel that all requisite indentures supplemental hereto, if any are required, have been duly executed by the Bank and that such indentures or the Additional Debentures contain all appropriate provisions as to dates, maturities, rates of interest, form, denominations, places and media of payment, numbers, exchange and redemption or call, and that all legal requirements in respect of the pr...
Additional Debentures. The Corporation hereby covenants that, upon issuance, each of the First Additional Debentures, the Second Additional Debentures, the Third Additional Debentures, the Fourth Additional Debentures, the Fifth Additional Debentures and the Sixth Additional Debentures shall be validly issued from the treasury of the Corporation and free and clear of any Encumbrance.
Additional Debentures. For so long as any Buyer beneficially owns any Securities, the Company will not issue any Debentures other than to the Buyers as contemplated hereby and the Company shall not issue any other securities that would cause a breach or default under the Debentures; provided, however, that the Company may issue up to an additional $25 million principal amount of additional Debentures ("Additional Debentures") within five (5) Business Days after the Closing Date on terms and conditions which are no more favorable, either individually or in the aggregate, than the terms and conditions set forth in the Transaction Documents and provided further that (X) the market price for the Common Stock is less than the Conversion Price and (Y) to no more than three (3) additional investors who are approved by the initial Buyers, such approval not to be unreasonably withheld. The parties hereto agree to amend the Transaction Documents as is reasonably necessary to provide solely for the issuance of the Additional Debentures.
Additional Debentures. 17 SECTION 4.05 NO ADDITIONAL DEBENTURES TO BE ISSUED DURING DEFAULT.....................................18 SECTION 4.06 CONCERNING RESOLUTIONS, CERTIFICATES AND REPORTS.........................................18 SECTION 4.07 CHARGES ON EXCHANGE OF 1987 DEBENTURES...................................................18
Additional Debentures. If the Investor shall not exercise any portion of the Warrant which has been properly and validly called for Partial Redemption by the Company by the Partial Redemption Date, then the Investor shall be obligated, and hereby agrees, on not less than three (3) Business Days' written notice from the Company, to purchase from the Company an Additional Debenture in the principal amount of the Exercise Price which would have been applicable to such Partial Redemption of the Warrant. The Additional Debenture shall be identical in form and substance to the Convertible Debenture, except that the issuance date shall be the date of payment therefor. All such Additional Debentures shall have a maturity date of December 1, 2001. The Conversion Shares issuable upon conversion of any Additional Debenture shall be Registrable Securities as provided in the Registration Rights Agreement, subject to the limitations as provided therein. The Investor's obligation to purchase any Additional Debentures shall terminate if the SEC shall require that the Investor be named in any Registration Statement as an underwriter of the Warrant Shares or the Conversion Shares issuable upon conversion of the Additional Debentures. Each purchase of an Additional Debenture shall be closed through escrow as provided in the Escrow Agreement.
Additional Debentures. For so long as any Buyer beneficially owns any Securities, the Company will not issue any Debentures other than to the Buyers as contemplated hereby and the Company shall not issue any other securities that would cause a breach or default under the Debentures; provided, however, that the Company may issue to Viacom Inc., Societe Generale and Velocity Investment Partners Ltd. an additional principal amount of additional Initial Debentures not to exceed in the aggregate the amount set forth on Schedule 4(l)(i) and additional Additional Debentures not to exceed in the aggregate the amount set forth on Schedule 4(l)(ii), each as required by the contractual participation rights held on the Initial Closing Date by each such party, within fifteen (15) Business Days after the Additional Closing Date on terms and conditions which are no more favorable, either individually or in the aggregate, than the terms and conditions set forth in the Transaction Documents. On or before 8:30 a.m. on the Business Day following the consummation of the sale of any Debentures contemplated by this Section 4(l) the Company shall file a Current Report on Form 8-K with the SEC describing the transaction consummated.
