Note Purchase and Issuance to the NT Senior Lender Sample Clauses

Note Purchase and Issuance to the NT Senior Lender. Pursuant to its rights under this Agreement, the NT Senior Lender will have issued to it, and the Borrower shall issue, prior to the first Advance hereunder, a senior note that will further evidence the NT Senior Lender’s rights hereunder. The parties shall regard this issuance as a note purchase by the NT Senior Lender, in exchange for assuming and performing its obligations hereunder, and such note purchase shall be recorded as an investment by the NT Senior Lender and a “qualified investment” for community development purposes under the Community Reinvestment Act of 1977, as amended. [Signature page to follow] Schedule 1(a)-1 Form of Project Year Initial Advance Certificate [ , 201_] The Northern Trust Company 00 Xxxxx XxXxxxx Xxxxxx Xxxxxxx, Xxxxxxxx 00000 Attention: Chief Community Reinvestment Act Officer Ladies and Gentlemen: The undersigned, IFF Pay for Success I, LLC (the “Borrower”), refers to the Senior Loan Agreement, dated as of October 6, 2014 (as amended, supplemented or otherwise modified from time to time, the “Senior Loan Agreement;” capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to such terms in the Senior Loan Agreement), between the Borrower and The Northern Trust Company (“Senior Lender”). Borrower hereby directs the advancement by Senior Lender of the amount of the Project Year Initial Advance on the Project Year Initial Advance Date as set forth below and, in that connection, pursuant to the certificate attached hereto certifies that, subject to the Senior Lender’s acceptance of Borrower’s proposal below, the Project Year Initial Advance Conditions have been satisfied. In accordance with the Senior Loan Agreement and as set forth in the Project Year Funding Schedule attached thereto:
Sample 1
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Related to Note Purchase and Issuance to the NT Senior Lender

  • ISSUE OF REPLACEMENT NOTES, COUPONS AND TALONS 13.1 The Issuer will cause a sufficient quantity of additional forms of Notes, Coupons and Talons to be available, upon request, to the Agent at its specified office for the purpose of issuing replacement Notes, Coupons and Talons as provided below.

  • Purchase Agreement See the introductory paragraphs hereof.

  • Credit Agreement (a) Capitalized terms used in this Agreement and not otherwise defined herein have the meanings specified in the Credit Agreement. All terms defined in the New York UCC (as defined herein) and not defined in this Agreement have the meanings specified therein; the term “instrument” shall have the meaning specified in Article 9 of the New York UCC.

  • Event of Default Under Any Trust Indenture; Amendments to Any Trust Indenture; Waiver In the event that, as to any MBS, there shall be a Default Under the Trust Indenture or an Event of Default Under the Trust Indenture, the Holders of the Certificates of the related Classes may, in the event that the Trustee shall not take any such action on their behalf, give such notice and take such action as certificateholders under such Trust Indenture shall be permitted to take in respect thereof. For purposes of any Trust Indenture pursuant to which any such action shall be taken or notice given, the holders of the fractional undivided interest in the related trust fund represented by the MBS shall be considered to have approved any such action or given any such notice in an amount which is equal to such fractional undivided interest multiplied by a percentage equal to that percentage obtained by dividing the aggregate of the Certificate Balances of all such Certificates the Holders of which have taken such action or given such notice as permitted hereby by the aggregate of the related Class Balances. In the event that Xxxxxx Xxx shall desire to amend any Trust Indenture pursuant to Section 11.02 (or any similar provision) thereof, under circumstances requiring the vote of certificateholders thereunder, the Trustee may not vote the related MBS on behalf of Holders of the related Certificates except upon the direction to do so from the Holders of the Certificates of the related Classes having Certificate Balances aggregating not less than 51% of the aggregate of the related Class Balances. Similar direction shall be required in order for the Trustee to waive compliance with any provision of a Trust Indenture where the vote of certificateholders is required pursuant to Section 11.02 (or any similar provision) thereof.

  • Termination Amendment and Waiver 46 7.1 Termination....................................................................................46 7.2

  • Amending Agreement The Trustees are directed to amend the Trust Agreement or the Pension Plan to be consistent with the provisions of this Agreement. The Trustees shall have discretion in acting on claims for benefits under the plan subject to review only in accordance with the arbitrary and capricious standard.

  • WHOLE AGREEMENT The General Provisions, Special Provisions, and Attachments, as provided herein, constitute the complete Agreement (“Agreement”) between the parties hereto, and supersede any and all oral and written agreements between the parties relating to matters herein. Except as otherwise provided herein, this Agreement cannot be modified without written consent of the parties.

  • Amendments to Credit Agreement The Credit Agreement is hereby amended as follows:

  • AGREEMENT AMENDMENTS This Agreement may be amended at any time by written instrument duly approved by the President or President's designee and accepted by Faculty Member; provided, however, no such written instrument shall be required for any increase in Faculty Member's salary or any improvement to the fringe benefits of Faculty Member's employment, or for promotion in rank, any of which may be accomplished at any time by official action of the Board of Regents of the University of Nebraska (Board) without the necessity for written modification or amendment of this Agreement. This Agreement and Appendix “A” attached hereto constitute the entire agreement between the parties. This Agreement supersedes all previous agreements between or among the parties. There are no agreements, representations or warranties between or among the parties other than those set forth in this Agreement or the documents and agreements referred to in this Agreement.

  • REPLACEMENT OF NOTES, COUPONS AND TALONS Should any Note, Coupon or Talon be lost, stolen, mutilated, defaced or destroyed, it may be replaced at the specified office of the Agent upon payment by the claimant of such costs and expenses as may be incurred in connection therewith and on such terms as to evidence and indemnity as the Issuer may reasonably require. Mutilated or defaced Notes, Coupons or Talons must be surrendered before replacements will be issued.

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