Issuance of Replacement Notes Sample Clauses

Issuance of Replacement Notes. Whenever the Company is required to issue a Replacement Note pursuant to the terms of this Note, such Replacement Note (i) shall be of like tenor with this Note, (ii) shall represent, as indicated on the face of such Replacement Note, the remaining Outstanding Principal Balance (or, in the case of a Replacement Note being issued pursuant to Section 17(a) or Section 17(c), the Outstanding Principal Balance designated by the Holder which, when added to the aggregate Outstanding Principal Balance represented by the other Replacement Notes issued in connection with such issuance, does not exceed the remaining Outstanding Principal Balance under this Note immediately prior to such issuance of Replacement Notes), (iii) shall be deemed to have an Original Principal Amount calculated in accordance with Section 17(b), (iv) shall have an issuance date, as indicated on the face of such Replacement Note, which is the same as the Issuance Date of this Note, (v) still be deemed to have accrued its proportional share of the interest under this Note from the immediately preceding Interest Payment Due Date, (vi) shall have the same rights and conditions as this Note and (vii) shall be timely prepared and issued by the Company, but in any event the Company shall issue such Replacement Note not later than five (5) Business Days after surrender of this Note or the receipt of the evidence reasonably satisfactory to the Company pursuant to Section 17(b), as the case may be.
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Issuance of Replacement Notes. Immediately upon the purchase of the original ETHC Note and the original Escrow Note (together with any replacement notes issued pursuant to this Article I, the "Notes") by the Guaranteed Party pursuant to the Note Purchase Agreement, ETHC agrees to execute and deliver to the Guaranteed Party, against receipt of the original ETHC Note and the original Escrow Note, replacement promissory notes payable to the order of the Guaranteed Party in the form attached hereto as Exhibits A and B (the "ETHC Replacement Note" and the "Escrow Replacement Note," respectively, and together, the "Replacement Notes"). For purposes hereof, all references to the ETHC Note, the Escrow Note and Notes shall be deemed to refer to such ETHC Replacement Note, Escrow Replacement Note and Replacement Notes, respectively.
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Issuance of Replacement Notes. The Replacement Notes shall have been issued and delivered to applicable recipients pursuant to the terms and conditions of the Note Exchange Agreement.
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Issuance of Replacement Notes. (a) The Bank will cause a sufficient quantity of additional forms of Notes to be available, upon request, to the Fiscal Agent at its specified office for the purpose of issuing replacement Notes as provided below. (b) The Fiscal Agent will, subject to and in accordance with the terms of the Notes and the following provisions of this Section 16, cause to be delivered any replacement Notes in place of Notes which have been lost, stolen, mutilated, defaced or destroyed. (c) The Fiscal Agent shall not issue any replacement Note pursuant to Section 16(b) unless and until the applicant therefor shall have: (i) paid such costs as may be incurred in connection therewith (including all reasonable fees, charges and expenses of the Fiscal Agent); (ii) furnished it with such evidence (including evidence as to the serial number of such Note) and indemnity or bond (which may include a medallion guarantee) as the Bank and the Fiscal Agent may reasonably require; (iii) furnished it with an affidavit reasonably satisfactory to the Fiscal Agent; (iv) in the case of any mutilated or defaced Note, surrendered the same to the Fiscal Agent; and (v) complied with such other reasonable regulations and pay such other reasonable charges as the Fiscal Agent may prescribe and as required by Section 8-405 of the Uniform Commercial Code in effect in the State of New York. (d) The Fiscal Agent shall cancel any mutilated or defaced Notes with respect to which replacement Notes have been issued pursuant to this Section 16 and shall furnish the Bank with a certificate stating the serial numbers of the Notes so canceled and, unless otherwise instructed by the Bank in writing, shall dispose of (in accordance with its customary procedures) such canceled Notes and furnish the Bank with a disposition certificate containing the information specified in Section 15(c). (e) The Fiscal Agent shall, on issuing any replacement Note, forthwith inform the Bank of the serial number of such replacement Note issued and (if known) of the serial number of the Note in place of which such replacement Note has been issued. (f) The Fiscal Agent shall keep a full and complete record of all replacement Notes issued and shall make such record available at all reasonable times to the Bank and any persons authorized by the Bank for inspection and for the taking of copies thereof or extracts therefrom.
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Issuance of Replacement Notes. (a) On the date hereof, NAB is issuing two promissory notes to SFSC dated the Effective Date in the respective principal amounts of $4,000,000 ("REPLACEMENT NOTE A") and $3,553,169.20 ("REPLACEMENT NOTE B"). Replacement Note A and Replacement Note B are sometimes hereinafter referred to collectively as the "REPLACEMENT NOTES." The Replacement Notes supersede and replace the NAB Notes, effective as of the Effective Date. The aggregate principal of the Replacement Notes equals the aggregate principal outstanding as of the Effective Date under the NAB Notes (after giving effect to the setoff and payments referred to above). The indebtedness represented by the Replacement Notes is the same indebtedness heretofore represented by the NAB Notes. The purpose of issuing the Replacement Notes in replacement of the NAB Notes is to facilitate (i) the amending of the interest and payment terms applicable to such indebtedness and (ii) the subordination of $4,000,000 of such indebtedness referred to in Recital d., above. SFSC shall promptly return the originals of the NAB Notes to NAB marked "Superseded and Replaced." (b) The interest and payment terms of the Replacement Notes are summarized as follows, which summary is qualified in its entirety by reference to the Replacement Notes themselves, whose terms shall prevail in the event of any conflict between such terms and such summary: (i) Each Replacement Note bears interest at the rate of 14% per annum, payable monthly in arrears. Such interest rate is the approximate average interest rate applicable to the NAB Notes. (ii) The principal of Replacement Note B is payable in 22 installments as follows: The first 21 installments shall be in the amount of $100,000.00 each, payable on the last day of each month beginning on March 31, 2001 and ending on November 30, 2002; and the 22nd installment shall be in the amount of $1,453,169.20, payable on December 31, 2002. (iii) The principal of Replacement Note A is payable in installments as follows: $2,000,000 on or before June 30, 2002; and $2,000,000 on or before December 31, 2002. (iv) In addition to the scheduled payments referred to above, NAB shall have the right, without premium or penalty, to prepay, in whole or in part, the Replacement Notes, or either of them, with any such voluntary prepayments being applied first to Replacement Note B.
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Issuance of Replacement Notes. Upon the request of any Purchaser of the Original Shelf Notes, the Company agrees to execute and deliver to such Purchaser, in replacement of one or more of the Original Shelf Notes executed by NPC International and now outstanding, one or more Notes registered in the name of Prudential or another Purchaser or that of Prudential's or such others Purchaser's nominee, as Prudential or such other Purchaser shall request, in the aggregate principal amount equal to the aggregate principal amount of the Original Shelf Notes so exchanged. No Purchaser shall be under any obligation to request the issuance of such replacement notes and, in the event that no such request is made, the existing Original Shelf Notes shall remain valid and binding obligations of the Company by virtue of its assumption under paragraph 2A below.
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Issuance of Replacement Notes. Whenever the Issuer is required to issue a Replacement Note pursuant to the terms of this Note, such Replacement Note (i) shall be of like tenor with this Note, (ii) shall represent, as indicated on the face of such Replacement Note, the remaining Outstanding Principal Balance, (iii) shall have an issuance date, as indicated on the face of such Replacement Note, which is the same as the Issuance Date of this Note, (iv) shall be deemed to have accrued its proportional share of the interest under this Note from the immediately preceding Interest Payment Date, (v) shall have the same rights and conditions as this Note and (vi) shall be timely prepared and issued by the Issuer, but in no event shall the Issuer issue such Replacement Note more than five (5) Business Days after satisfaction of the requirements under Section 9 for a Transfer.
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Issuance of Replacement Notes 
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Related to Issuance of Replacement Notes

  • Replacement Notes If any mutilated Note is surrendered to the Trustee or the Company and the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, the Company will issue and the Trustee, upon receipt of an Authentication Order, will authenticate a replacement Note if the Trustee’s requirements are met. If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Trustee and the Company to protect the Company, the Trustee, any Agent and any authenticating agent from any loss that any of them may suffer if a Note is replaced. The Company may charge for its expenses in replacing a Note. Every replacement Note is an additional obligation of the Company and will be entitled to all of the benefits of this Indenture equally and proportionately with all other Notes duly issued hereunder.

  • Issuance of Additional Notes The Issuers shall be entitled, subject to their compliance with Section 4.09, to issue Additional Notes under this Indenture which shall have identical terms as the Initial Notes issued on the Initial Issuance Date, other than with respect to the date of issuance, issue price and the date from which interest begins to accrue. The Initial Notes issued on the Initial Issuance Date, any Additional Notes and all Exchange Notes issued in exchange therefor shall be treated as a single class for all purposes under this Indenture, including, without limitation, waivers, consents, directions, declarations, amendments, redemptions and offers to purchase. With respect to any Additional Notes, the Issuers shall set forth in an Officers’ Certificate, which shall be delivered to the Trustee, the following information: (1) the aggregate principal amount of such Additional Notes to be authenticated and delivered pursuant to this Indenture; (2) the issue price, the issue date and the CUSIP number and any corresponding ISIN of such Additional Notes; and (3) whether such Additional Notes shall be Transfer Restricted Securities and issued in the form of Initial Notes as set forth in Exhibit 1 to the Appendix to this Indenture or shall be issued in the form of Exchange Notes as set forth in Exhibit A to the Appendix.

  • Additional Notes; Repurchases The Company may, without the consent of the Holders and notwithstanding Section 2.01, reopen this Indenture and issue additional Notes hereunder with the same terms as the Notes initially issued hereunder (other than differences in the issue price and interest accrued prior to the issue date of such additional Notes) in an unlimited aggregate principal amount; provided that if any such additional Notes are not fungible with the Notes initially issued hereunder for U.S. federal income tax purposes, such additional Notes shall have a separate CUSIP number. Prior to the issuance of any such additional Notes, the Company shall deliver to the Trustee a Company Order, an Officers’ Certificate and an Opinion of Counsel, such Officers’ Certificate and Opinion of Counsel to cover such matters, in addition to those required by Section 17.05, as the Trustee shall reasonably request. In addition, the Company may, to the extent permitted by law, and directly or indirectly (regardless of whether such Notes are surrendered to the Company), repurchase Notes in the open market or otherwise, whether by the Company or its Subsidiaries or through a private or public tender or exchange offer or through counterparties to private agreements, including by cash-settled swaps or other derivatives. The Company shall cause any Notes so repurchased (other than Notes repurchased pursuant to cash-settled swaps or other derivatives) to be surrendered to the Trustee for cancellation in accordance with Section 2.08 and such Notes shall no longer be considered outstanding under this Indenture upon their repurchase.

  • Issuance of Commitment Shares Immediately upon the execution of this Agreement, the Company shall issue to the Investor as consideration for the Investor entering into this Agreement 75,000 shares of Common Stock (the "Initial Commitment Shares") and shall deliver to the Transfer Agent a letter in the form as set forth as Exhibit E attached hereto with respect to the issuance of the Initial Commitment Shares. In connection with each purchase of Purchase Shares hereunder, the Company agrees to issue to the Investor a number of shares of Common Stock (the “Additional Commitment Shares” and together with the Initial Commitment Shares, the “Commitment Shares”) equal to the product of (x) 225,000 and (y) the Purchase Amount Fraction. The “Purchase Amount Fraction” shall mean a fraction, the numerator of which is the Purchase Amount purchased by the Investor with respect to such purchase of Purchase Shares and the denominator of which is Five Million Dollars ($5,000,000). The Additional Commitment Shares shall be equitably adjusted for any reorganization, recapitalization, non-cash dividend, stock split or other similar transaction. The Initial Commitment Shares shall be issued in certificated form and shall bear the Restrictive Legend The Investor agrees that the Investor shall not pledge, transfer or sell the Commitment Shares until the earlier of (a) 600 Business Days (30 Monthly Periods) from the date hereof or (b) the date on which this Agreement has been terminated, provided, however, that such restrictions shall not apply: (i) in connection with any transfers to or among affiliates (as defined in the Exchange Act), or (ii) if an Event of Default has occurred, or any event which, after notice and/or lapse of time, would become an Event of Default, including any failure by the Company to timely issue Purchase Shares under this Agreement. Notwithstanding the forgoing, the Investor may transfer Commitment Shares to a third party in order to settle a sale made by the Investor where the Investor reasonably expects the Company to deliver additional Purchase Shares to the Investor under this Agreement so long as the Investor maintains ownership of the amount of Commitment Shares received up to that point by "replacing" such Commitment Shares so transferred with new Purchase Shares when the new Purchase Shares are actually issued by the Company to the Investor.

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