Description of Financing Sample Clauses

Description of Financing. The Issuer is a political subdivision of the State of Florida created and existing under the laws of the State of Florida. The Issuer is authorized and empowered under Parts VI and VII, Chapter 159, Florida statutes, and other applicable provisions (the “Act”), to issue bonds and loan the proceeds thereof private entities to acquire, by construction or purchase, properties and for other purposes described in the Act in order to promote and develop the growth, health and welfare of Lake County, Florida. The Issuer is further authorized by the Act to issue revenue bonds (including refunding revenue bonds) payable by the Issuer solely from a revenue-producing source and secured by a pledge of said revenues in order to provide funds for any purpose authorized by the Act. The Series 2017 Bonds are being issued for the purpose of providing funds to finance all or a portion of the costs of: (i) acquiring, constructing, developing, furnishing and equipping a 125 unit facility to be owned by the Owner, and leased to the Operator pursuant to a Lease Agreement dated on the date of issuance of the Series 2017 Bonds (the “Affiliate Lease”), configured to operate approximately 130 beds, providing assisted living and memory support services, containing approximately 65,000 square feet, with 100 assisted living units accommodating 100 beds and approximately 25 memory care units accommodating 30 beds to be known as Village Veranda at Lady Lake, located or to be located on approximately [5] acres at the intersection of US Highway 27 and Linden Street in Lady Lake, Lake County, Florida (the “Project”); (ii) funding all or a portion of the capitalized interest on the Series 2017 Bonds and certain reserves; and (iii) paying all or a portion of the expenses incurred in connection with the issuance of the Series 2017 Bonds. It is anticipated that the Obligated Group will provide its equity for the purpose of funding some or all of the costs of (a) acquiring, constructing, developing, furnishing and equipping the Project, (b) capitalized interest on the Series 2017 Bonds, (c) working capital, and (d) certain operating reserves for the Project. The Series 2017 Bonds are payable solely from the revenues received pursuant to the Loan Agreement, as described therein. The Owner owns the real property upon which the Project will be located. The Series 2017 Bonds are being issued pursuant to the Indenture and the Act. The Issuer will loan the proceeds of the Series 2017 Bonds to the Obl...
Sample 1
AutoNDA by SimpleDocs
Description of Financing. Buyer intends to finance the transaction through a combination of common equity contributed by the existing shareholders of Buyer, trust preferred securities to be issued by a statutory trust to be organized by Buyer and subordinated debt to be issued by Buyer. Buyer has obtained a Subscription Agreement from its principal shareholder pursuant to which that shareholder has agreed to purchase up to $8.5 million in additional common stock of Buyer. It is anticipated that the ultimate amount of common equity which will be necessary for Buyer to issue will be less than this $8.5 million amount and the common stock to be issued will be purchased by several (and perhaps all) of Buyer's existing shareholders. Buyer has provided to Seller a letter, dated January 3, 2005, from FTN Financial Group confirming that FTN Financial Group is highly confident that it can place for Buyer $30 million in trust preferred securities and $22 million in subordinated debt securities in one or more pools which it sponsors. Buyer expects to issue the full $30 million in trust preferred securities. While Buyer does not currently expect to need to issue the full $22 million in subordinated debt securities in order to finance the transaction, it requested a commitment at this level because its initial pro forma analysis was based upon Buyer's financial position at September 30, 2004. EXHIBIT A --------- BRANCH PURCHASE AND ASSUMPTION AGREEMENT BETWEEN GOLD BANK AND ASSIGNEE BANK ASSIGNMENT AND ASSUMPTION OF DEPOSIT LIABILITIES AGREEMENT ---------------------------------------------------------- This ASSIGNMENT AND ASSUMPTION OF DEPOSIT LIABILITIES AGREEMENT is dated this _____ day of _______________, 2005, by and between GOLD BANK, a Kansas banking corporation ("Seller"), and ASSIGNEE BANK, an Oklahoma banking corporation ("Buyer"). Capitalized terms not otherwise defined herein shall have the same meaning as specified in the Agreement (as defined below).
Sample 1
Description of Financing. 4.1 Modifications of the terms and conditions for the redemption of the Redeemable Bonds 1 and of the Redeemable Bonds 2. The Signatories agree to modify the terms and conditions of the Redeemable Bonds in order to allow the holders of Redeemable Bonds to obtain early redemption of their bonds in Company shares, according to the following terms and conditions: - the Redeemable Bonds will be subject to early redemption on July 28, 2003; 5 Groupement d'Intérêt Economique (GIE): legal entity created under French Law in 1967 in order to facilitate the constitution of collaborative ventures between companies. - the par value of the Redeemable Bonds 1 at redemption will be 4.2 Company shares for 1 produced Redeemable Bond 1, i.e., a total of 6,094 category B new shares and 7,971 category C new shares; - the redemption par value of the Redeemable Bonds 2 will be 5.25 Company shares for 1 produced Redeemable Bond 2, i.e., a total of 567 category A new shares and 498 category B new shares; hereafter, the “Redemption of the Redeemable Bonds”
Sample 1
Description of Financing 
Sample 1Sample 2Sample 3See All (7)

Related to Description of Financing

  • Description of Facility Provide the following information for all units at the Facility, regardless of their RMR designation status. Information regarding units not designated as Reliability Must-Run Units is required only if and to the extent that the information is used to allocate Facility costs between Reliability Must-Run Units and other units. Unit RMR (Y/N) Maximum Net Dependable Capacity (includes CAISO-paid Upgrade capacity)* Fuel Type For this Facility, the Owner will use [insert either MW, MWhs, or service hours] in Schedule B to allocate Annual Fixed Revenue Requirements to and among Units. This election shall be applicable to all Facilities containing Reliability Must Run Units subject to any “RMR contract” as defined in the CAISO Tariff executed by Owner or any of its affiliates as defined in 18 CFR § 161.2. * Maximum Net Dependable Capacity shall reflect any transformer or line loss to the Delivery Point.

  • Description of the Transfer The details of the transfer and of the personal data are specified in Annex B. The parties agree that Annex B may contain confidential business information which they will not disclose to third parties, except as required by law or in response to a competent regulatory or government agency, or as required under clause I(e). The parties may execute additional annexes to cover additional transfers, which will be submitted to the authority where required. Annex B may, in the alternative, be drafted to cover multiple transfers.

  • DESCRIPTION OF PROJECT For the Company to be eligible to earn the Maximum Credit Amount, the Company will satisfy its obligations as reflected in the following representations, which the IEDC has relied upon: A. The Company will complete the Project at the Project Location. B. The Company represents that the number of permanent, Full-Time Employees (as defined in Indiana Code § 6–3.1–13–4) from whom Indiana state income tax withholdings are retained by the State of Indiana, employed as of the Commencement Date at the Project Location, is the Base Employment Number. C. The Project will result in the creation of New Employees (as defined in Indiana Code § 6- 3.1-13-6) at the Project Location of at least the Additional Jobs Commitment. D. The average of the hourly wages, before benefits, paid to New Employees at the Project Location, will at least equal the Average Wage Commitment. E. At the discretion of the IEDC, New Employees that are paid an average wage of less than the Minimum Wage Commitment may be excluded for the purpose of calculating the credit amount. F. The Project is anticipated to involve at least the Capital Investment Amount.

  • Description of Projects Services a. Project/Services to be performed by A-E shall consist of the work as specified herein and as required in Attachment A. If in the event Attachment A shall be in conflict with any provision of this Contract, the wording as set forth in Attachment A shall prevail. b. A-E shall be responsible for submitting all Projects/Services to County in a form which has been thoroughly reviewed and checked for completeness, accuracy and consistency by the registered professional named in Section 1.1.2 herein; and, any Projects/Services not meeting this requirement will be returned to A-E prior to review by County.

  • Description of the transfer(s) The details of the transfer(s), and in particular the categories of personal data that are transferred and the purpose(s) for which they are transferred, are specified in Annex I.B.

  • Description of Processing Include a description of how the disclosed information will be processed by each receiving party.

  • Description of Notes 1 Section 1.2. Commitment, Closing Date ....................................

  • Description of the Underwriting Agreement This Agreement conforms in all material respects to the description thereof contained in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

  • Description of Offerings (a) The Shares are to be sold on a daily basis or otherwise as shall be agreed to by the Fund and the Manager on any day (each, an “Offering Date”) that is a trading day for the exchange on which the Fund’s Shares are listed and primarily trade (the “Stock Exchange”) (other than a day on which the Stock Exchange is scheduled to close prior to its regular weekday closing time). Promptly after the Fund and the Manager have determined the maximum amount of the Shares to be sold by the Manager for any Offering Date, the Manager shall advise the Dealer of such amount, which shall not in any event exceed the amount available for issuance under the currently effective Registration Statement (as defined below). Subject to the terms and conditions hereof, the Dealer shall use its reasonable efforts to sell all of the Shares designated in accordance with the plan of distribution set forth in the Prospectus Supplement (as defined below). The gross sales price of the Shares sold under this Section 1(a) shall be the market price at which the Dealer sells such Shares. (b) Notwithstanding the foregoing, the Manager may instruct the Dealer by telephone (confirmed promptly by telecopy) not to sell the Shares if such sales cannot be effected at or above a price agreed to by the Fund and the Manager with respect to such Shares. In addition, the Manager may, upon notice to the Dealer by telephone (confirmed promptly by telecopy), suspend the offering of the Shares; provided, however, that such suspension or termination shall not affect or impair the parties’ respective obligations with respect to the Shares sold hereunder prior to the giving of such notice. (c) The Dealer agrees not to make any sales of the Shares on behalf of the Manager pursuant to this Section 1, other than through transactions for which compliance with Rule 153 under the Securities Act will satisfy the prospectus delivery requirements of Section 5(b)(2) of the Securities Act. (d) The compensation to the Dealer, as a sub-placement agent of the Manager for each sale of the Shares pursuant to this Section 1, shall be the Applicable Selling Agent Commission with respect to the Shares sold, multiplied by the Gross Sales Proceeds, as further described in the Addendum to this Agreement. The remaining proceeds, after further deduction for any transaction fees imposed by any governmental or self-regulatory organization in respect of such sales, shall constitute the net proceeds to the Manager for such Shares (the “Net Proceeds”). (e) The Dealer shall provide written confirmation to the Manager following the close of trading on the Stock Exchange on each Offering Date setting forth for each sale the number of Shares sold, the time of sale, the Gross Sales Price per Share, the Net Proceeds, and the compensation payable by the Manager to the Dealer with respect to such sales. (f) Settlement for sales of the Shares pursuant to this Section 1 will occur on the third business day following the date on which such sales are made (each such day, a “Settlement Date”). On each Settlement Date, the Shares sold through the Dealer for settlement on such date shall be delivered by the Manager to the Dealer against payment of the Net Proceeds for the sale of such Shares. Settlement for all such Shares shall be effected by free delivery of the Shares to the Dealer’s account at The Depository Trust Company in return for payments in same day funds delivered to the account designated by the Manager. If the Manager shall default on its obligation to deliver the Shares on any Settlement Date, the Manager shall (A) hold the Dealer harmless against any loss, claim or damage arising from or as a result of such default by the Manager and (B) pay the Dealer any commission to which it would otherwise be entitled absent such default. If the Dealer breaches this Agreement by failing to deliver proceeds on any Settlement Date for the Shares delivered by the Manager, the Dealer will pay the Manager interest based on the effective overnight Federal Funds rate. (g) In connection with this Agreement and the Offering, the Manager shall provide to the Dealer such certificates and other documents as the Dealer may reasonably request no more than once per calendar quarter relating to authorization, capacity, enforceability and compliance matters.

  • Description of the service 10.1.1 Automatic transfer service implies a transfer by the bank of the funds from the client’s account without further consent of the client, on the basis of fixed amount determined by the client in its application form or of information provided by the client’s creditor to the bank on the client’s debt. 10.1.2 The parties agree that the payment order created (generated) by the bank for the purposes of automatic transfer services shall have the legal force equal to the document having been printed on the paper and executed by the person(s) authorized to manage of the account. 10.1.3 The bank shall carry out the automatic transfer services in accordance with requirements and conditions stipulated in this agreement, the application on registration for automatic transfer service and the sources disseminated by the bank. 10.1.4 For the purposes of obtaining automatic transfer services the client shall apply to the bank with the application as per paragraph 1.2 of this agreement.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!