New Notes Offering Funding Notice Sample Clauses

New Notes Offering Funding Notice. No later than five Business Days prior to the anticipated Closing Date, the Issuer will deliver to each Commitment Party and its counsel a written notice in accordance with Section 9(h) and in the form attached as Exhibit E hereto (each a “New Notes Offering Funding Notice”) setting forth (i) for DNC 2025 Commitment Parties, (A) the aggregate principal amount of New Notes that will be purchased on the Closing Date by DNC 2025 Co-Op Noteholders that do not hold a DNC 2025 Backstop Commitment (the “DNC 2025 Subscribed New Notes”); (B) the aggregate principal amount of the DNC 2025 Unsubscribed New Notes; (C) the DNC 2025 Backstop Commitment, (D) the DNC 2025 Subscription Commitment, (E) the applicable DNC 2025 Premiums for such DNC 2025 Commitment Party, and (F) the DNC 2025 Backstop Purchase Price payable by such DNC 2025 Commitment Party for such DNC 2025 Backstop Commitment; (ii) for DNC 2026 Commitment Parties, (A) the applicable DNC 2026 Commitment Premiums for such DNC 2026 Commitment Party and (B) the DNC 2026 Subscription Commitment payable by such DNC 2026 Commitment Party; (iii) the anticipated closing date of the New Notes Offering (the “Closing Date”), which Closing Date shall occur no earlier than the fifth (5th) Business Day immediately following the date such notice is delivered to all Commitment Parties, and in any event shall occur no later than the Outside Date; and (iv) the details of the Issuer’s or its designee’s bank account to which funds are to be wired on the Closing Date. The Issuer will promptly provide any written backup, information, and documentation relating to the information contained in the applicable New Notes Offering Funding Notice as any Commitment Party may reasonably request. If any DNC 2025 Co-Op Noteholder does not exercise its right to purchase such DNC 2025 Subscribed New Notes on the Closing Date, the DNC 2025 Commitment Parties will cooperate with the Company to determine each DNC 2025 Commitment Party’s DNC 2025 Backstop Commitment with respect to such unpurchased DNC 2025 Subscribed New Notes. The Closing Date shall be delayed only to the extent necessary to allow each DNC 2025 Commitment Party to fund their respective DNC 2025 Backstop Purchase Price payable in respect of such unpurchased DNC 2025 Subscribed New Notes.
Sample 1
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Related to New Notes Offering Funding Notice

  • Officers’ Certificate Any certificate signed by any duly authorized officer of the Company and delivered to you or to Representative Counsel shall be deemed a representation and warranty by the Company to the Underwriters as to the matters covered thereby.

  • Registration Rights No Person has any right to cause the Company or any Subsidiary to effect the registration under the Securities Act of any securities of the Company or any Subsidiary.

  • Notice Any notice required or permitted to be given by either party to the other shall be deemed sufficient if sent by registered or certified mail, postage prepaid, addressed by the party giving notice to the other party at the last address furnished by the other party to the party giving notice: if to the Issuer, at 00 Xxxxxxxxxx Xxxxxx, Xxxxxx, Xxxxxxxxxxxxx, and if to Distributors, at 00 Xxxxxxxxxx Xxxxxx, Xxxxxx, Xxxxxxxxxxxxx.

  • Closing The closing of the sale of the Mortgage Loans (the “Closing”) shall be held at the offices of special counsel to the Purchaser at 10:00 a.m., New York City time, on the Closing Date. The Closing shall be subject to each of the following conditions:

  • Representations and Warranties of the Company The Company represents and warrants to each Underwriter that:

  • Events of Default Any of the following shall constitute an Event of Default:

  • Amendment This Warrant may be modified or amended or the provisions hereof waived with the written consent of the Company and the Holder.

  • Investment Company Act The Company will conduct its affairs in such a manner so as to reasonably ensure that neither it nor its subsidiaries will be or become, at any time prior to the termination of this Agreement, an “investment company,” as such term is defined in the Investment Company Act, assuming no change in the Commission’s current interpretation as to entities that are not considered an investment company.

  • Capitalization The authorized and outstanding securities of the Company immediately prior to the initial investment in the Securities is as set forth in “Securities Being Offered” in the Offering Circular. Except as set forth in the Offering Circular, there are no outstanding options, warrants, rights (including conversion or preemptive rights and rights of first refusal), or agreements of any kind (oral or written) for the purchase or acquisition from the Company of any of its securities.

  • Representations and Warranties Borrower represents and warrants as follows:

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