Common use of Physical Notes Clause in Contracts

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.11(A)) of a Holder is to be converted pursuant to Article 5 or repurchased pursuant to a Repurchase Upon Fundamental Change or Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding pursuant to Section 2.18 and the time such Physical Note is surrendered for such conversion or such repurchase pursuant to a Repurchase Upon Fundamental Change or Redemption, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.15; and (2) in the case of a partial conversion, Redemption or repurchase, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.02, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so converted, redeemed or repurchased; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.09.

Appears in 5 contracts

Samples: Indenture (Haemonetics Corp), Indenture (Bentley Systems Inc), Indenture (Haemonetics Corp)

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Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.11(A2.08(A)) of a Holder is to be converted pursuant to Article 5 or 5, repurchased pursuant to a Repurchase Upon Fundamental Change or redeemed pursuant to a Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding Outstanding pursuant to Section 2.18 2.10 and the time such Physical Note is surrendered for such conversion conversion, repurchase or such repurchase pursuant to a Repurchase Upon Fundamental Change or Redemptionredemption, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.152.08 of the Base Indenture; and (2) in the case of a partial conversion, Redemption repurchase or repurchaseredemption, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.022.04 of the Base Indenture, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so converted, redeemed repurchased or repurchasedredeemed; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.092.06.

Appears in 2 contracts

Samples: First Supplemental Indenture (Inseego Corp.), First Supplemental Indenture (Cytokinetics Inc)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.11(A)) of a Holder is to be converted pursuant to Article 5 or 5, repurchased pursuant to a Repurchase Upon Fundamental Change or redeemed pursuant to a Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding pursuant to Section 2.18 and the time such Physical Note is surrendered for such conversion or such conversion, repurchase pursuant to a Repurchase Upon Fundamental Change or Redemption, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.15; and (2) in the case of a partial conversion, Redemption repurchase or repurchaseRedemption, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.02, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so converted, redeemed repurchased or repurchasedredeemed; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.09.

Appears in 1 contract

Samples: Indenture (Inovio Pharmaceuticals, Inc.)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.11(A)) of a Holder is to be converted pursuant to Article 5 or repurchased pursuant to an Asset Sale Offer, a Repurchase Upon Fundamental Change or Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding pursuant to Section 2.18 2.17 and the time such Physical Note is surrendered for such conversion conversion, Redemption or such repurchase pursuant to a Repurchase Upon Fundamental Change or Redemptionrepurchase, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.152.14; and (2) in the case of a partial conversion, Redemption or repurchase, as applicable, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.02, one or more Physical Notes of the same series that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so converted, redeemed converted or repurchased, as applicable; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.09.

Appears in 1 contract

Samples: Second Lien Indenture (Luminar Technologies, Inc./De)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.11(A)) of a Holder is to be converted pursuant to Article 5 or repurchased pursuant to a Repurchase Upon Fundamental Change or Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding pursuant to Section 2.18 and the time such Physical Note is surrendered for such conversion or such repurchase pursuant to a Repurchase Upon Fundamental Change or Redemptionrepurchase, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.15; and (2) in the case of a partial conversion, Redemption conversion or repurchase, as applicable, the Company will issue, execute and 20090164 |US-DOCS\140348310.5|| | 12:50| deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.02, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so converted, redeemed converted or repurchased, as applicable; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.09.

Appears in 1 contract

Samples: Indenture (Stem, Inc.)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.11(A)) of a Holder is to be converted pursuant to Article 5 or repurchased pursuant to a Repurchase Upon Fundamental Change or Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding pursuant to Section 2.18 and the time such Physical Note is surrendered for such conversion or such repurchase pursuant to a Repurchase Upon Fundamental Change or Redemption, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.15; and (2) in the case of a partial conversion, Redemption or repurchase, as applicable, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.02, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so converted, redeemed or repurchased, as applicable; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.09.

Appears in 1 contract

Samples: Indenture (Lemaitre Vascular Inc)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.11(A2.08(A)) of a Holder is to be converted pursuant to Article 5 or 5, repurchased pursuant to a Repurchase Upon Fundamental Change or redeemed pursuant to a Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding Outstanding pursuant to Section 2.18 2.10 and the time such Physical Note is surrendered for such conversion conversion, repurchase or such repurchase pursuant to a Repurchase Upon Fundamental Change or Redemptionredemption, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.152.08 of the Base Indenture; and (2) in the case of a partial conversion, Redemption conversion or repurchase, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.022.04 of the Base Indenture, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so converted, redeemed converted or repurchased; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.092.06.

Appears in 1 contract

Samples: First Supplemental Indenture (Tilray Brands, Inc.)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.11(A2.09(A)) of a Holder is to be converted pursuant to Article 5 or repurchased pursuant to a Repurchase Upon Fundamental Change Change, Optional Repurchase or Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding pursuant to Section 2.18 2.13 and the time such Physical Note is surrendered for such conversion or such repurchase pursuant to a Repurchase Upon Fundamental Change or Redemptionrepurchase, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.152.12 of the Base Indenture; and (2) in the case of a partial conversion, Redemption or repurchase, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.022.3 of the Base Indenture, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so converted, redeemed or repurchased; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.092.07.

Appears in 1 contract

Samples: First Supplemental Indenture (Verastem, Inc.)

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Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.11(A2.09(A)) of a Holder is to be converted pursuant to Article 5 or repurchased pursuant to a Repurchase Upon Fundamental Change Change, Optional Repurchase or Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding pursuant to Section 2.18 2.13 and the time such Physical Note is surrendered for such conversion or such repurchase pursuant to a Repurchase Upon Fundamental Change or Redemptionrepurchase, as ​ ​ applicable, (1) such Physical Note will be cancelled pursuant to Section 2.152.12 of the Base Indenture; and (2) in the case of a partial conversion, Redemption or repurchase, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.022.3 of the Base Indenture, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so converted, redeemed or repurchased; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.092.07.

Appears in 1 contract

Samples: Second Supplemental Indenture (Verastem, Inc.)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.11(A)) of a Holder is to be converted pursuant to Article 5 or repurchased pursuant to a Repurchase Upon Fundamental Change or Repurchase Upon Asset Sale or subject to Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding pursuant to Section 2.18 and the time such Physical Note is surrendered for such conversion or such repurchase pursuant to a Repurchase Upon Fundamental Change or Redemptionrepurchase, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.15; and (2) in the case of a partial conversion, Redemption or repurchase, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.02, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so converted, redeemed or repurchased; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.09.

Appears in 1 contract

Samples: Indenture (Edgio, Inc.)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.11(A2.08(A)) of a Holder is to be converted pursuant to Article 5 or 5, repurchased pursuant to a Repurchase Upon Fundamental Change or redeemed pursuant to a Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding Outstanding pursuant to Section 2.18 2.10 and the time such Physical Note is surrendered for such conversion conversion, repurchase or such repurchase pursuant to a Repurchase Upon Fundamental Change or Redemptionredemption, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.152.08 of the Base Indenture; and (2) in the case of a partial conversion, Redemption conversion or repurchase, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.022.04 of the Base Indenture, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so converted, redeemed repurchased or repurchasedredeemed; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.092.06.

Appears in 1 contract

Samples: First Supplemental Indenture (Retrophin, Inc.)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.11(A)) of a Holder is to be converted pursuant to Article 5 or 5, repurchased pursuant to a Repurchase Upon Fundamental Change or redeemed pursuant to a Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding pursuant to Section 2.18 and the time such Physical Note is surrendered for such conversion conversion, repurchase or such repurchase pursuant to a Repurchase Upon Fundamental Change or Redemptionredemption, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.15; and (2) in the case of a partial conversion, Redemption repurchase or repurchaseredemption, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.02, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so converted, redeemed repurchased or repurchasedredeemed; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.09.

Appears in 1 contract

Samples: Indenture (K2m Group Holdings, Inc.)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.11(A)) of a Holder is to be converted pursuant to Article 5 or repurchased pursuant to a Repurchase Upon Fundamental Change or Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding pursuant to Section 2.18 and the time such Physical Note is surrendered for such conversion or such repurchase pursuant to a Repurchase Upon Fundamental Xxxxxxxxxx Xxxx Xxxxxxxxxxx Change or Redemption, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.15; and (2) in the case of a partial conversion, Redemption or repurchase, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.02, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so converted, redeemed or repurchased; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.09.

Appears in 1 contract

Samples: Indenture (National Vision Holdings, Inc.)

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