Priority of Securities Sample Clauses

Priority of Securities. Registered Pursuant to Demand ---------------------------------------------------- Registrations. If the managing underwriter or underwriters of a proposed ------------- offering of Registrable Securities included in a Demand Registration inform the Holders of such Registrable Securities and the Company in writing that, in its or their opinion, the number of securities requested to be included in such Demand Registration (including securities of the Company for its own account or for the account of other Persons which are not Holders) exceeds the number which can be sold in such offering without being likely to have an adverse effect on the price, timing or distribution of the securities offered or the market for the securities offered, the Company will include in such registration all of the Registrable Securities sought to be registered therein by the Holders and only such lesser number of other securities requested to be included for the account of the Company or for the account of other Persons which are not Holders as shall not, in the opinion of the managing underwriter or underwriters, be likely to have such an effect. In the event that, despite the reduction of the number of securities to be offered for the account of the Company or for the account of Persons which are not Holders in such registration pursuant to the immediately preceding sentence, the number of Registrable Securities to be included in such registration exceeds the number which, in the opinion of the managing underwriter or underwriters, can be sold without having the adverse effect referred to above, the number of Registrable Securities that can be included without having such an adverse effect shall be allocated pro rata among the --- ---- Holders which have requested participation in the Demand Registration (based, for each such Holder, on the percentage (such Holder's "Allocation Percentage") --------------------- derived by dividing (i) the number of Registrable Securities which such Holder has requested to include in such Demand Registration by (ii) the aggregate number of Registrable Securities which all such Holders have requested to include).
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Priority of Securities. Parity With All Unsecured Indebtedness...................... 41 Section 12.2. Payment Over of Proceeds Upon Dissolution, Etc.............. 41 Section 12.3. Reliance on Judicial Order or Certificate of Liquidating Agent....................................................... 42 iii 6 INDENTURE, dated as of September 14, 2000, between KIEWIT MATERIALS COMPANY, a corporation duly organized and existing under the laws of the State of Delaware (the "Company"), having its principal office at Kiewxx Xxxxx, Xxxxx, Xxxxxxxx 00000, xxd UMB BANK, N.A., a national banking association duly organized and existing under the laws of the United States of America, having its Corporate Trust Office at 2401 Xxxxx Xxxxxxxxx, Xxxxx 000, Xxxxxx Xxxx, Xxxxxxxx 00000, xx Trustee. RECITALS OF THE COMPANY The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its unsecured debentures, notes or other evidences of indebtedness (the "Securities"), to be issued in one or more series as provided in this Indenture. All things necessary to make this Indenture a valid agreement of the Company, in accordance with its terms, have been done.
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Priority of Securities on and from the date on which it is entered into as required by the terms of this Agreement, each Security granted by it in a Security Document has the priority it is intended to have;
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Priority of Securities. Subject to clause 4.3, the parties agree that the order of priority of the Financiers Securities and the State Securities is, at any time: (a) (State Securities): firstly, the State Securities for any State Priority Moneys and any Project Co Termination Payment at that time; (b) (Financiers Securities): secondly, the Financiers Securities for the aggregate of: (i) the Debt at that time; and (ii) any fees, costs or expenses then due from a Project Entity under a Finance Document at that time including because of its breach of a Finance Document, including default interest; (c) (other State Securities): thirdly, the State Securities for any amounts secured by them at that time, other than the State Priority Moneys and any Project Co Termination Payment; and (d) (other Financiers Securities): fourthly, the Financiers Securities for any amount secured by them at that time other than those to which clause 4.1(b) applies.
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Priority of Securities. Parity With All Unsecured Indebtedness...................... 40 Section 12.2. Payment Over of Proceeds Upon Dissolution, Etc.............. 40 Section 12.3. Reliance on Judicial Order or Certificate of Liquidating 41 Agent.......................................................
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Priority of Securities. SECTION 0000.Xxxxx With All Unsecured Indebtedness 43 SECTION 1302.Payment Over of Proceeds Upon Dissolution, Etc. 44 SECTION 0000.Xxxxxxxx on Judicial Order or Certification Of Liquidating Agent 44 TESTIMONIUM 45 SIGNATURES AND SEALS 45 ACKNOWLEDGMENTS 45 INDENTURE, dated as of July 1, 1986, between XXXXX XXXXXX SONS', INC., a corporation duly organized and existing under the laws of the State of Delaware (herein called the "Company"), having its principal office at 0000 Xxxxxx Xxxxx, Xxxxx, Xxxxxxxx 00000, and FIRSTIER BANK N.A. OMAHA, a national banking association duly organized and existing under the laws of the United States of America, having its Corporate Trust Office at 0000 Xxxxxx Xxxxxx, Xxxxx, Xxxxxxxx 00000, as Trustee (herein called the "Trustee").
Sample 1
Priority of Securities. Notwithstanding anything to the contrary in this Agreement, all payments of cash by the Company and all deliveries of Common Stock or other securities of the Company in satisfaction of or in respect of the securities of the Company or the Parent that are being repaid, satisfied, exchanged or surrendered in connection with the IPO or pursuant to this Agreement, including, without limitation, the Senior Notes, the Senior Subordinated Notes, the Preferred Stock, the Common Stock Warrants, the Preferred Stock Warrants and the Merger Warrants (all such securities, collectively, the “Existing Securities”) shall be made in accordance with the relative rankings, preferences and priorities of such Existing Securities and in no event shall the holders of Common Stock immediately prior to the consummation of the IPO and the transactions contemplated by this Agreement own, immediately after the consummation of the IPO and the transactions contemplated by this Agreement, less than 0.1% of the outstanding Common Stock.
Sample 1
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Related to Priority of Securities

  • Priority of Security Interest Borrower represents, warrants, and covenants that the security interest granted herein is and shall at all times continue to be a first priority perfected security interest in the Collateral (subject only to Permitted Liens that are permitted pursuant to the terms of this Agreement to have superior priority to Bank’s Lien under this Agreement). If Borrower shall acquire a commercial tort claim, Borrower shall promptly notify Bank in a writing signed by Borrower of the general details thereof and grant to Bank in such writing a security interest therein and in the proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to Bank.

  • Validity of Securities All Securities delivered upon the exercise of the Warrant will be duly and validly issued in accordance with their terms, and the Company will pay all documentary and transfer taxes, if any, in respect of the original issuance thereof upon exercise of the Warrant.

  • Repayment of Securities Securities of any series subject to repayment in whole or in part at the option of the Holders thereof will, unless otherwise provided in the terms of such Securities, be repaid at a price equal to the principal amount thereof, together with interest (if any) thereon accrued to the Repayment Date specified in or pursuant to the terms of such Securities. The Company covenants that, with respect to such Securities, on or before the Repayment Date it will deposit with a Trustee or with a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and hold in trust as provided in Section 10.03) an amount of money in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 3.01 for the Securities of such series and except, if applicable, as provided in Sections 3.12(b), 3.12(d) and 3.12(e)) sufficient to pay the principal (or, if so provided by the terms of the Securities of any series, a percentage of the principal) of and (except if the Repayment Date shall be an Interest Payment Date) accrued interest (if any) on, all the Securities or portions thereof, as the case may be, to be repaid on such date.

  • Payment of Securities 42 SECTION 4.02.

  • SUBORDINATION OF SECURITIES SECTION 1201.

  • Replacement of Securities If any certificate or instrument evidencing any Securities is mutilated, lost, stolen or destroyed, the Company shall issue or cause to be issued in exchange and substitution for and upon cancellation thereof (in the case of mutilation), or in lieu of and substitution therefor, a new certificate or instrument, but only upon receipt of evidence reasonably satisfactory to the Company of such loss, theft or destruction. The applicant for a new certificate or instrument under such circumstances shall also pay any reasonable third-party costs (including customary indemnity) associated with the issuance of such replacement Securities.

  • Authorization of Securities The Securities to be sold by the Company under this Agreement have been duly authorized for issuance and sale to the Underwriters pursuant to this Agreement and, when issued and delivered by the Company pursuant to this Agreement against payment of the consideration set forth herein, will be validly issued, fully paid and non-assessable; no holder of the Securities is or will be subject to personal liability by reason of being such a holder; and the issuance and sale of the Securities to be sold by the Company under this Agreement are not subject to any preemptive rights, rights of first refusal or other similar rights of any securityholder of the Company or any other person.

  • Acceleration of Securities If payment of the Securities is accelerated because of an Event of Default, the Company shall promptly notify holders of Senior Indebtedness of the acceleration.

  • Treatment of Securities The Company will treat the Securities as indebtedness, and the amounts, other than payments of principal, payable in respect of the principal amount of such Securities as interest, for all U.S. federal income tax purposes. All payments in respect of the Securities will be made free and clear of U.S. withholding tax to any beneficial owner thereof that has provided an Internal Revenue Service Form W-9 or W-8BEN (or any substitute or successor form) establishing its U.S. or non-U.S. status for U.S. federal income tax purposes, or any other applicable form establishing a complete exemption from U.S. withholding tax.

  • Reservation of Securities The Company shall maintain a reserve from its duly authorized shares of Common Stock for issuance pursuant to the Transaction Documents in such amount as may be required to fulfill its obligations in full under the Transaction Documents. In the event that at any time the then authorized shares of Common Stock are insufficient for the Company to satisfy its obligations in full under the Transaction Documents, the Company shall promptly take such actions as may be required to increase the number of authorized shares.

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