Description of Junior Debentures Sample Clauses

Description of Junior Debentures. (a) The principal amount of the Junior Debentures shall be payable in full on March 19, 2003. The Junior Debentures may, at the holders' option, be prepaid in full upon consummation of a Liquidity Event. The Company may prepay the Junior Debentures from time to time in whole or installments of $100,000, without premium or penalty. Each such prepayment shall be preceded by two Business Days' notice. Any partial prepayment of the Junior Debentures shall be allocated among all holders of Junior Debentures pro rata in proportion to the principal amount of the Junior Debentures held by each. (b) The Junior Debentures shall bear interest on the date of issuance until the date of payment of principal in full at the rate of 9% per year. Interest shall be computed on the basis of a 360-day year and the actual number of days elapsed, on the unpaid principal amount of the Junior Debentures. Interest shall accrue and compound annually and shall be paid upon payment of principal. (c) Any interest not paid when due and payable shall thereafter be paid on demand by the holders of the Junior Debentures, together with a late charge of 2% of the amount of interest payment due. (d) All payments of principal and interest on the Junior Debentures shall be made by the Company in lawful money of the United States of America in immediately available federal funds (or at the request of a holder of a Junior Debenture, by certified or bank check or wire transfer) on the date such payment is due. (e) The indebtedness evidenced by the Junior Debentures shall be junior and subordinate in right of payments to all Senior Debt, as that term is defined in Article VI hereof, including, with respect to the Senior Debentures, indebtedness evidenced thereby.
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Related to Description of Junior Debentures

  • Subordination of Debentures 49 13.1 Agreement to Subordinate......................................49 13.2 Default on Senior Debt, Subordinated Debt or Additional Senior Obligations..............................49 13.3

  • Redemption of Debentures 17 Section 3.1 Redemption................................................17 Section 3.2 Special Event Redemption..................................17 Section 3.3 Optional Redemption by Company............................17 Section 3.4

  • Form of Debentures Except in respect of the Initial Debentures, the form of which is provided for herein, the Debentures of each series shall be substantially in such form or forms (not inconsistent with this Indenture) as shall be established herein or by or pursuant to one or more resolutions of the Board of Directors (or to the extent established pursuant to, rather than set forth in, a resolution of the Board of Directors, in an Officers’ Certificate detailing such establishment) or in one or more indentures supplemental hereto, in each case with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Indenture, and may have imprinted or otherwise reproduced thereon such legend or legends or endorsements, not inconsistent with the provisions of this Indenture, as may be required to comply with any law or with any rules or regulations pursuant thereto or with any rules or regulations of any securities exchange or securities regulatory authority or to conform to general usage, all as may be determined by the directors or officers of the Corporation executing such Debentures on behalf of the Corporation, as conclusively evidenced by their execution of such Debentures.

  • The Debentures SECTION 2.01.

  • Execution of Debentures The Debentures shall be signed in the name and on behalf of the Company by the manual or facsimile signature of its Chairman of the Board of Directors, Chief Executive Officer, Vice Chairman, President, one of its Managing Directors or one of its Executive Vice Presidents, Senior Vice Presidents or Vice Presidents. Only such Debentures as shall bear thereon a certificate of authentication substantially in the form herein before recited, executed by the Trustee or the Authenticating Agent by the manual signature of an authorized signer, shall be entitled to the benefits of this Indenture or be valid or obligatory for any purpose. Such certificate by the Trustee or the Authenticating Agent upon any Debenture executed by the Company shall be conclusive evidence that the Debenture so authenticated has been duly authenticated and delivered hereunder and that the holder is entitled to the benefits of this Indenture. In case any officer of the Company who shall have signed any of the Debentures shall cease to be such officer before the Debentures so signed shall have been authenticated and delivered by the Trustee or the Authenticating Agent, or disposed of by the Company, such Debentures nevertheless may be authenticated and delivered or disposed of as though the Person who signed such Debentures had not ceased to be such officer of the Company; and any Debenture may be signed on behalf of the Company by such Persons as, at the actual date of the execution of such Debenture, shall be the proper officers of the Company, although at the date of the execution of this Indenture any such person was not such an officer. Every Debenture shall be dated the date of its authentication.

  • Conversion of Debentures Section 16.01.

  • Subordinated Notes The Subordinated Notes have been duly authorized by the Company and when executed by the Company and issued, delivered to and paid for by the Purchasers in accordance with the terms of the Agreement, will have been duly executed, authenticated, issued and delivered, and will constitute legal, valid and binding obligations of the Company and enforceable in accordance with their terms, except as enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting creditors’ rights generally or by general equitable principles.

  • Other Notes The Borrower agrees that it shall not provide any holder of the Notes issued on or about March 6, 2007, August 5, 2008, September 29, 2008 or October 31, 2008 (the "Other Notes") any concession or payment with respect to such Other Notes without first offering the Lender the opportunity to receive such payment or concession with respect to the Notes.

  • Redemption of Debt Securities Section 3.01 Applicability of Article 21 Section 3.02 Notice of Redemption; Selection of Debt Securities 21 Section 3.03 Payment of Debt Securities Called for Redemption 23 Section 3.04 Mandatory and Optional Sinking Funds 23 Section 3.05 Redemption of Debt Securities for Sinking Fund 24

  • Form of Debenture The Debenture and the Trustee's Certificate of Authentication to be endorsed thereon are to be substantially in the forms contained as Exhibit A to this Indenture, attached hereto and incorporated herein by reference.

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