Restructured Notes Sample Clauses

Restructured Notes. Each of the Restructure Lenders severally agrees, on the terms and conditions set forth in this Agreement, to restructure the Existing Facilities and Existing Notes. The Restructured Loans shall be evidenced by promissory notes of the Borrower, substantially in the form of Exhibit A, with appropriate insertions (the "Restructured Notes"), payable to the order of each Restructure Lender and representing the obligation of the Borrower to pay the aggregate unpaid principal amount of the Restructured Loan owed by the Borrower to such Restructure Lender, with interest thereon as prescribed in Sections 4.3, 5.1 and 5.2 hereof. Upon receipt by the Restructure Agent of the Restructured Notes executed by the Borrower to the order of the respective Restructure Lenders, the Existing Notes shall be canceled, subject to Section 12.13 hereof. Each Restructure Lender is hereby authorized to record in its respective books and records, and on any exhibit annexed to the Restructured Notes, the date and amount of each Restructure Loan made by said Restructure Lender, and the date and amount of each payment of principal thereof, and any such recordation shall be prima facie evidence of the accuracy of the information so recorded; provided, however, that failure by any Restructure Lender to effect such recordation(s) shall not effect the Borrower's obligations hereunder. Prior to the transfer of a Restructured Note, each Restructure Lender shall record such information on any exhibit annexed to and forming a part of such Restructured Note. Upon surrender of any Restructured Note at the office of the Borrower by reason of any permitted assignment, transfer or other disposition of any Restructured Loan portion thereof, the Borrower
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Restructured Notes. 16 Section 4.26 Accuracy and Completeness of Information................... 17 Section 4.27 Survival of Representations and Warranties, etc............ 17
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Restructured Notes. The Company has furnished to the ------------------ Investors true and complete copies of the instruments and documents relating to the restructuring of the obligations of the Company under each of the Restructured Notes. No agreement or understanding exists with respect to the obligations under the Restructured Notes that have not been disclosed to the Investors.
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Restructured Notes. The Company shall have restructured the ------------------ obligations under each of the following notes, in each case on terms and pursuant to documentation in form and substance satisfactory to the Investors in their sole discretion or, in the case of the note referred to in clause (i), all amounts outstanding under such note, whether for principal, accrued but unpaid interest, fees, or other amounts, shall have been converted into Common Stock (collectively, and as they may hereafter be amended, restated or otherwise modified pursuant to the terms hereof and thereof, the "Restructured Notes"): ------------------ (i) that certain 6% Subordinated Secured Convertible Note dated as of June 18, 2001 made by the Company in favor of HealthPlan Holdings, Inc.; (ii) those certain Convertible Promissory Notes dated as of June 16, 1998 made by the Company in favor of Centra Benefit Services, Inc. in the aggregate original principal amount of $4,000,000.00; (iii) those certain Subordinated Promissory Notes dated May 18, 2001 made by the Company in favor of Xxxx X. Race and Xxxxxxx X. Xxxxxxx in the aggregate original principal amount of $500,000.00; and (iv) that certain Promissory Note dated as of June 18, 2001 made by PVC in favor of The New England Financial in the current aggregate amount (principal plus accrued interest) of $2,400,000.00.
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Restructured Notes. On November 1, 2002 (the "Closing Date"), in exchange for such aggregate principal amount of Existing Notes beneficially held by each holder and delivered in acceptance of the Restructuring that have not prior to the Closing Date been converted into shares of common stock of the Company, such holder will receive restructured notes having the terms described below ("Restructured Notes") in an aggregate face principal amount equal to such aggregate principal amount of Existing Notes.
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Related to Restructured Notes

  • Subordinated Notes The Subordinated Notes have been duly authorized by the Company and when executed by the Company and issued, delivered to and paid for by the Purchasers in accordance with the terms of the Agreement, will have been duly executed, authenticated, issued and delivered, and will constitute legal, valid and binding obligations of the Company and enforceable in accordance with their terms, except as enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting creditors’ rights generally or by general equitable principles.

  • Securitization Transactions The Borrower will not permit the aggregate outstanding amount of Securitization Transactions to exceed $300,000,000 at any time.

  • Existing Notes The term “

  • Sale of Notes and Securitization Borrower acknowledges and agrees that the Lender may sell all or any portion of the Loan and the Loan Documents, or issue one or more participations therein, or consummate one or more private or public securitizations of rated single- or multi-class securities (the “Securities”) secured by or evidencing ownership interests in all or any portion of the Loan and the Loan Documents or a pool of assets that include the Loan and the Loan Documents (such sales, participations and/or securitizations, collectively, a “Securitization”). At the request of Lender, and to the extent not already required to be provided by Borrower under this Agreement, Borrower shall use reasonable efforts to provide information not in the possession of Lender or which may be reasonably required by Lender in order to satisfy the market standards to which Lender customarily adheres or which may be reasonably required by prospective investors and/or the Rating Agencies in connection with any such Securitization including, without limitation, to:

  • Senior Notes Notwithstanding the foregoing, the following additional provisions shall apply to Senior Notes:

  • Replaced Notes If a Note is replaced pursuant to Section 2.13, then such Note will cease to be outstanding at the time of its replacement, unless the Trustee and the Company receive proof reasonably satisfactory to them that such Note is held by a “bona fide purchaser” under applicable law.

  • 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.

  • Convertible Notes The Convertible Notes are subject to different conversion calculations depending on the event triggering conversion as described in the Notes (e.g., an IPO or other liquidity event). For illustration purposes, assuming the optional conversion right is exercised today, based on the current capitalization and the $50,000,000 assumed valuation specified for an optional conversion in the Notes, there would be 4,705,224 additional shares issued; provided however, that each holder of Notes is subject to a maximum 9.99% ownership of the shares of capital stock of the Company at any one time. This illustration calculation does not account for the 6% interest component.

  • Notes If so requested by any Lender by written notice to the Borrower (with a copy to the Administrative Agent), the Borrower shall execute and deliver to such Lender (and/or, if applicable and if so specified in such notice, to any Person who is an assignee of such Lender pursuant to Section 10.6) (promptly after the Borrower’s receipt of such notice) a Note or Notes to evidence such Lender’s Loans.

  • Company-Owned Notes Disregarded In determining whether the Holders of the requisite aggregate principal amount of Notes have concurred in any direction, consent, waiver or other action under this Indenture, Notes that are owned by the Company, by any Subsidiary thereof or by any Affiliate of the Company or any Subsidiary thereof shall be disregarded and deemed not to be outstanding for the purpose of any such determination; provided that for the purposes of determining whether the Trustee shall be protected in relying on any such direction, consent, waiver or other action only Notes that a Responsible Officer actually knows are so owned shall be so disregarded. Notes so owned that have been pledged in good faith may be regarded as outstanding for the purposes of this Section 8.04 if the pledgee shall establish to the satisfaction of the Trustee the pledgee’s right to so act with respect to such Notes and that the pledgee is not the Company, a Subsidiary thereof or an Affiliate of the Company or a Subsidiary thereof. In the case of a dispute as to such right, any decision by the Trustee taken upon the advice of counsel shall be full protection to the Trustee. Upon request of the Trustee, the Company shall furnish to the Trustee promptly an Officer’s Certificate listing and identifying all Notes, if any, known by the Company to be owned or held by or for the account of any of the above described Persons; and, subject to Section 7.01, the Trustee shall be entitled to accept such Officer’s Certificate as conclusive evidence of the facts therein set forth and of the fact that all Notes not listed therein are outstanding for the purpose of any such determination.

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