DESCRIPTION OF THE NOTE Sample Clauses

DESCRIPTION OF THE NOTE. The Note has the terms and provisions set forth in the Note.
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DESCRIPTION OF THE NOTE. Prior to the Closing, Alon Brands will authorize the issuance and delivery at the Closing of the Note in the aggregate principal amount of US$6,176,078. The term (the “Term”) of the Note shall commence upon the Closing and shall terminate on the fifth anniversary of the Closing. Subject to the Event of Default provisions set forth below, (i) the principal of the Loan shall be repaid in four (4) equal consecutive annual payments, the first of which shall take place on the second anniversary of the Closing and the remaining three of which shall occur on the next three anniversaries of the Closing; provided, however, that each such scheduled payment of principal shall be automatically, and without the need for any action on the part of the Investor or Alon Brands, postponed until the end of the Term unless the Investor notifies Alon Brands in writing, at least 30 days prior to a date of a scheduled payment of principal, of its election not to postpone the payment of the scheduled payment of principal and, in such event, such principal will be repaid to the Investor on the date scheduled for such payment as set forth in the sentence immediately preceding this proviso, and the aggregate amount of the principal postponed pursuant to the terms herein shall be paid to the Investor upon the expiration of the Term; (ii) the Note shall bear U.S. dollar denominated interest at an annual rate of 7% per annum (the “Interest Rate”), payable on a semi-annual basis (the “Interest Payment Dates”) as of the date which is six months following the Closing; and (iii) the Note shall be otherwise substantially in the form attached hereto as Exhibit 6. Interest on the Note shall be computed on the basis of a 360 day per year. In the event that the Warrants (including for such purposes the Alon Brands Warrants) are not exercised in full by the expiration of the Term, the Interest Rate shall be increased to 9% which shall apply retroactively, as of the Closing Date and over the entire Term, solely to the portion of the Loan equal to the unexercised portion of the Warrants (including for such purposes the Alon Brands Warrants). The additional interest amount which shall become payable following such an increase shall be paid in one installment to the Investor upon the expiration of the Term. For the purposes of this Section 6, any payment due to be made on a day which is not a Business Day shall be deferred to the next Business Day. Subject to providing the Investor with a five day w...
Sample 1
DESCRIPTION OF THE NOTE. The Note shall be dated as of the date of Closing; shall mature on the Maturity Date and shall be in registered form. The Note shall bear interest from the date of Closing until payment of the entire outstanding principal amount due thereon. The rate of interest shall be 2.60% (subject to adjustment as provided in the Note). Interest on the Note shall be paid on each Interest Payment Date, commencing July 1, 2017. Principal shall be paid annually on July 1 each year until the Maturity Date. The Note shall have the further terms set forth in Exhibit D.
Sample 1
DESCRIPTION OF THE NOTE. The Company agrees to issue to you (or your nominee) a line of credit Convertible Debenture (the "Note") in the aggregate principal amount of $500,000.00, with the Note to be dated as of the date of issue, to bear interest from such date at the rate specified hereinbelow. The Company shall use proceeds of the Loan represented by the Note to pay the Company's general operating expenses and overhead. The Note shall be substantially in the same form and substance as the note attached hereto as Exhibit "A" and incorporated herein by reference for all purposes. Interest on the Note shall be computed on the basis of a 365 day year consisting of twelve months at the rate of eight and one-half percent (8.5%) per annum. The term Note, as used herein, shall include the Note delivered to you pursuant to this Agreement. You are hereinafter sometimes referred to as the "Noteholder".
Sample 1

Related to DESCRIPTION OF THE NOTE

  • 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.

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

  • Form of the Notes The Notes shall each be issued in the form of a Global Note, duly executed by the Company and authenticated by the Trustee, which shall be deposited with the Trustee as custodian for DTC and registered in the name of “Cede & Co.,” as the nominee of DTC. The Notes shall be substantially in the form of Exhibit A attached hereto (including the Global Note Legend thereon). Notes issued in definitive certificated form in accordance with the terms of the Base Indenture and this Sixth Supplemental Indenture, if any, shall be substantially in the form of Exhibit A attached hereto (but without the Global Note Legend thereon). So long as DTC, or its nominee, is the registered owner of a Global Note, DTC or its nominee, as the case may be, shall be considered the sole owner or Holder of the Notes represented by such Global Note for all purposes under the Indenture. Ownership of beneficial interests in such Global Note shall be shown on, and transfers thereof shall be effected only through, records maintained by DTC (with respect to beneficial interests of participants) or by participants or Persons that hold interests through participants (with respect to beneficial interests of beneficial owners). In addition, the following provisions of clauses (1), (2), and (3) below shall apply only to Global Notes: (1) Notwithstanding any other provision in the Indenture, no Global Note may be exchanged in whole or in part for Securities registered, and no transfer of a Global Note in whole or in part may be registered, in the name of any Person other than the Depositary for such Global Note or a nominee thereof unless (A) such Depositary has notified the Company that it is unwilling or unable or no longer permitted under applicable law to continue as Depositary for such Global Note and the Company has not appointed a successor Depositary within 90 days of receipt of such notice or has ceased to be a clearing agency registered under the Exchange Act, (B) there shall have occurred and be continuing an Event of Default with respect to such Global Note or (C) the Company (subject to the procedures of the Depositary) so directs the Trustee by Company Order. Beneficial interests in Global Notes may be exchanged for Definitive Notes of the same series upon request but only upon at least 30 days’ prior written notice given to the Trustee by or on behalf of the Depository in accordance with customary procedures. (2) Subject to clause (1) above, any exchange of a Global Note for other Securities may be made in whole or in part, and all Securities issued in exchange for a Global Note or any portion thereof shall be registered in such names as the Depositary for such Global Note shall direct. (3) Every Security authenticated and delivered upon registration of transfer of, or in exchange for or in lieu of, a Global Note or any portion thereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, unless such note is registered in the name of a Person other than the Depositary for such Global Note or a nominee thereof.

  • Authorization of the Notes The Notes to be purchased by the Underwriters from the Company are in the form contemplated by the Indenture, have been duly authorized for issuance and sale pursuant to this Agreement and the Indenture and, at the Closing Date, will have been duly executed by the Company and, when authenticated in the manner provided for in the Indenture and delivered against payment of the purchase price therefor, will constitute valid and binding obligations of the Company, enforceable in accordance with their terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium or other similar laws relating to or affecting the rights and remedies of creditors or by general equitable principles, and will be entitled to the benefits of the Indenture.

  • Terms of the Notes The following terms relating to the Notes are hereby established:

  • 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 Services A description of Google Workspace for Education Service provided by Google is set forth in the Services Summary located at xxxxx://xxxxxxxxx.xxxxxx.xxx/terms/user_features.html.

  • 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 Service 2.9.1.1 BellSouth shall make available to AirCover LMU information so that AirCover can make an independent judgment about whether the Loop is capable of supporting the advanced services equipment AirCover intends to install and the services AirCover wishes to provide. This section addresses LMU as a preordering transaction, distinct from AirCover ordering any other service(s). Loop Makeup Service Inquiries (LMUSI) and mechanized LMU queries for preordering LMU are likewise unique from other preordering functions with associated SIs as described in this Agreement. 2.9.1.2 BellSouth will provide AirCover LMU information consisting of the composition of the Loop material (copper/fiber); the existence, location and type of equipment on the Loop, including but not limited to digital loop carrier or other remote concentration devices, feeder/distribution interfaces, bridged taps, load coils, pair- gain devices; the Loop length; the wire gauge and electrical parameters. 2.9.1.3 BellSouth’s LMU information is provided to AirCover as it exists either in BellSouth's databases or in its hard copy facility records. BellSouth does not guarantee accuracy or reliability of the LMU information provided. 2.9.1.4 BellSouth’s provisioning of LMU information to the requesting CLEC for facilities is contingent upon either BellSouth or the requesting CLEC controlling the Loop(s) that serve the service location for which LMU information has been requested by the CLEC. The requesting CLEC is not authorized to receive LMU information on a facility used or controlled by another CLEC unless BellSouth receives a Letter of Authorization (LOA) from the voice CLEC (owner) or its authorized agent on the LMUSI submitted by the requesting CLEC. 2.9.1.5 AirCover may choose to use equipment that it deems will enable it to provide a certain type and level of service over a particular BellSouth Loop as long as that equipment does not disrupt other services on the BellSouth network. The determination shall be made solely by AirCover and BellSouth shall not be liable in any way for the performance of the advanced data services provisioned over said Loop. The specific Loop type (ADSL, HDSL, or otherwise) ordered on the LSR must match the LMU of the Loop reserved taking into consideration any requisite line conditioning. The LMU data is provided for informational purposes only and does not guarantee AirCover’s ability to provide advanced data services over the ordered Loop type. Further, if AirCover orders Loops that do not require a specific facility medium (i.e. copper only) or Loops that are not intended to support advanced services (such as UV-SL1, UV-SL2, or ISDN compatible Loops) and that are not inventoried as advanced services Loops, the LMU information for such Loops is subject to change at any time due to modifications and/or upgrades to BellSouth’s network. AirCover is fully responsible for any of its service configurations that may differ from BellSouth's technical standard for the Loop type ordered.

  • 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.