Issuance and Sale of Bonds Sample Clauses

Issuance and Sale of Bonds. The Board of Trustees of Romoland, acting as the legislative body of the CFD, may, in its sole discretion, in accordance with its adopted policies, adopt the Bond Resolution and issue the Bonds. Prior to the Board of Trustees of Romoland adopting the Bond Resolution, Property Owner shall notify Perris of: i) the estimated issuance date for the Bonds and ii) the estimated amount of proceeds to be deposited in the PUHSD Facilities Account.
Sample 1
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Issuance and Sale of Bonds. Subject to the satisfaction, or waiver by the Required Bondholders, of all conditions precedent to the contribution and sale of the Membership Interests to the Issuer pursuant to the Sale Agreement and the sale of the Class A Bonds and the Class B Bonds on the Closing Date, including the conditions set forth in the Sale Agreement and each Bond Purchase Agreement, on the Closing Date, the Depositor will contribute and sell the Membership Interests to the Issuer, and the Issuer will, in accordance with the terms and provisions of each Bond Purchase Agreement, deliver or cause to be delivered the Class A Bonds to the Class A Bondholders and the Class B Bonds to the Class B Bondholders, in each case registered on the Bond Register in the name of the related Holder, against payment of the purchase price therefor by wire transfer of immediately available funds to the Indenture Trustee for deposit in HASI SYB Tr 2015-1 Collection Account for application as described in this Section 2.02. Upon its receipt of the proceeds of the sale of the Class A Bonds and the Class B Bonds, the Indenture Trustee shall, from such proceeds and in the following order: (a) deposit an amount equal to the Initial Collection Account Deposit Amount into the Collection Account, (b) deposit an amount equal to the Class A Liquidity Reserve Account Required Balance for the Closing Date into the Class A Liquidity Reserve Account, (c) pay the fees and expenses required to be paid as of such time by the Issuer under each Bond Purchase Agreement, (d) pay any other fees and expenses identified by the Issuer, if any, and (e) pay the balance to or at the direction of the Depositor pursuant to the Sale Agreement.
Sample 1
Issuance and Sale of Bonds. The Board of Trustees of Romoland, acting as the legislative body of the CFD, may, in its sole discretion, in accordance with its adopted policies, adopt the Bond Resolution and issue Bonds on behalf of each Improvement Area. Prior to the Board of Trustees of Romoland adopting a Bond Resolution on behalf of an Improvement Area, Property Owner shall notify Perris of: i) the estimated issuance date for the Bonds and ii) the estimated amount of proceeds to be deposited in the PUHSD Facilities Account for the applicable Improvement Area.
Sample 1
Issuance and Sale of Bonds. The Board of Directors of EMWD, acting as the legislative body of the CFD, may, in its sole discretion, in accordance with its adopted policies, adopt the Bond Resolution and issue the Bonds. Within 30 days of the issuance of a series of Bonds, Property Owner shall notify School District of the estimated amount of proceeds to be deposited in the School Fee Fund. If and when EMWD determines it will issue Bonds, it shall take such actions necessary in its reasonable discretion and in accordance with the terms of the Rate and Method to ensure that the total effective tax rate for completed homes within the CFD does not exceed 2%. The Bonds shall be issued only if, in its sole discretion, the Board of Directors of EMWD determines that all requirements of State and Federal law and all EMWD policies have been satisfied or have been waived by EMWD. Nothing in this Agreement shall confer upon the School District or any owner of the Property, including the Property Owner, a right to compel the issuance of the Bonds or the disbursement of Bond Proceeds to fund School Facilities except in accordance with the terms of this Agreement.
Sample 1

Related to Issuance and Sale of Bonds

  • Issuance and Sale of Shares The Company agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, it may issue and sell through Cowen, acting as agent and/or principal, shares (the “Placement Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), having an aggregate offering price of up to $10,000,000. Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitation set forth in this Section 1 on the number of shares of Common Stock issued and sold under this Agreement shall be the sole responsibility of the Company, and Cowen shall have no obligation in connection with such compliance. The issuance and sale of Common Stock through Cowen will be effected pursuant to the Registration Statement (as defined below) filed by the Company and declared effective by the Securities and Exchange Commission (the “Commission”), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement (as defined below) to issue the Common Stock. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended, and the rules and regulations thereunder (collectively, the “Securities Act”), with the Commission a registration statement on Form S-3 (File No. 333-212382), including a base prospectus, relating to certain securities, including the Common Stock, to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (collectively, the “Exchange Act”). The Company has prepared a prospectus supplement specifically relating to the Placement Shares (the “Prospectus Supplement”) to the base prospectus included as part of such registration statement. The Company has furnished to Cowen, for use by Cowen, copies of the base prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Placement Shares. Except where the context otherwise requires, such registration statement, as amended when it became effective, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such registration statement pursuant to Rule 430B or 462(b) of the Securities Act, is herein called the “Registration Statement.” The base prospectus, including all documents incorporated therein by reference, included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act, together with any “issuer free writing prospectus,” as defined in Rule 433 of the Securities Act regulations, relating to the Placement Shares that (i) is required to be filed with the Commission by the Company or (ii) is exempt from filing pursuant to Rule 433(d)(5)(i), in each case in the form filed or required to be filed with the Commission or, if not required to be filed, in the form retained in the Company’s records pursuant to Rule 433(g) (each, an “Issuer Free Writing Prospectus”), is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission deemed to be incorporated by reference therein. For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include any copy filed with the Commission pursuant to the Electronic Data Gathering Analysis and Retrieval system (“XXXXX”).

  • Purchase and Sale of Notes Subject to the terms and conditions of this Agreement, the Company will issue and sell to each Purchaser and each Purchaser will purchase from the Company, at the Closing provided for in Section 3, Notes in the principal amount specified opposite such Purchaser’s name in Schedule A at the purchase price of 100% of the principal amount thereof. The Purchasers’ obligations hereunder are several and not joint obligations and no Purchaser shall have any liability to any Person for the performance or non-performance of any obligation by any other Purchaser hereunder.

  • Purchase and Sale of Units The Purchaser hereby subscribes for and purchases from the Company, and the Company hereby issues and sells to the Purchaser, 20,000 units (the “Initial Units”) at a purchase price of approximately $.004348 per Initial Unit for an aggregate purchase price of $86.84. Each Initial Unit consists of one share of Common Stock and one warrant (an “Initial Warrant”) to purchase one additional share of Common Stock for $7.00 in accordance with the terms of the Warrant Agreement to be entered into by and between the Company and Continental Stock Transfer & Trust Company, as warrant agent, which shall be substantially in the form attached hereto as Exhibit A (the “Warrant Agreement”). The Initial Units, together with the underlying Common Stock and the Initial Warrants, are referred to herein as the “Securities.”

  • Purchase and Sale of the Units At the Closing, upon the terms and subject to the conditions set forth in this Agreement, the Seller shall sell, assign, transfer, deliver and convey to the Buyer, free and clear of any Liens, and the Buyer shall purchase, accept and acquire from the Seller, the Units.

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