Senior Subordinated Debentures Sample Clauses

Senior Subordinated Debentures. The Company will authorize the issuance, sale and delivery to the Investors of its senior subordinated debentures ("SENIOR SUBORDINATED DEBENTURES" and individually called a "SENIOR SUBORDINATED DEBENTURE") in the aggregate principal amount of $16,000,000, to be dated the date of issue thereof, to mature (subject to Section 4 hereof) on the seventh anniversary of such date of issue and to bear interest on the unpaid principal thereof from the date thereof at the rate of 12% per annum until the principal thereof shall become due and payable. Such Senior Subordinated Debentures shall be substantially in the form of Exhibit A attached hereto. Interest will be payable quarterly in arrears in cash on the last Business Day of March, June, September and December, in each year, commencing on March 31, 1998; PROVIDED, HOWEVER, that the Company may, at its option, issue interest debentures ("INTEREST DEBENTURES" and individually called an "INTEREST DEBENTURE") in lieu of a cash payment of any or all interest due during any such period; PROVIDED FURTHER that such option to issue Interest Debentures in lieu of a cash payment may be exercised with respect to no more than two quarterly payments in the aggregate and that such option cannot be exercised for consecutive payments. Such Interest Debentures shall be substantially in the form of Exhibit A attached hereto. For purposes of this Agreement, all references to the Senior Subordinated Debentures shall be deemed to include any and all Interest Debentures. The Senior Subordinated Debentures will be unconditionally guaranteed, on a subordinated basis, by each Person that is or becomes a Subsidiary of the Company at any time on or after the date hereof, pursuant to a guarantee substantially in the form of Exhibit B attached hereto (the "GUARANTEE"). The Senior Subordinated Debentures shall bear a legend on their face, indicating that the Senior Subordinated Debentures have been issued with original issue discount and the name and address of the Company's representative who, upon the request of a holder, can supply information about such original issue discount.
Sample 1
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Senior Subordinated Debentures. The BORROWER shall have received at least One Hundred Twenty-Five Million DOLLARS ($125,000,000.00) from the issuance and sale of the SENIOR SUBORDINATED DEBENTURES.
Sample 1
Senior Subordinated Debentures. Section 1.1 of the CREDIT AGREEMENT is hereby amended by inserting between the definitions of "SENIOR NOTES" and "SETTLEMENT DATE" the following new definition: 'SENIOR SUBORDINATED DEBENTURES' means, debentures issued by the BORROWER which: (6) are in an aggregate face amount not exceeding One Hundred Twenty-Five Million Dollars ($125,000,000.00); (7) have a maturity date no earlier than March 1, 2006; (8) require payments of interest only until their maturity; (9) are subordinate in right of payment to the OBLIGATIONS; (10) do not give the holder of such debentures any right to require the BORROWER to repurchase the debentures except in the case of a "Change of Control" (as that term is 3 defined in the Indenture dated as of July 15, 1993 between the BORROWER and the trustee thereunder) or on the "Distribution Date" (as that term is defined in the Indenture dated as of May 1, 1986 between the BORROWER and the trustee thereunder); and (11) are evidenced by, and are issued pursuant to, documents which do not contain covenants any more restrictive than the covenants contained in this CREDIT AGREEMENT.
Sample 1
Senior Subordinated Debentures. Both (a) the Senior Subordinated Debentures, Series Ten Percent, in the amount of $3,000,000.00 and due in the year 2003 as described in and governed by that certain Indenture dated May 14, 1993, by and between Borrower and National City Bank of Minneapolis, National Association as Trustee, and (b) the Senior Subordinated Debentures, Series Eleven Percent, in the amount of $3,000,000.00 and due 2004 as described in and governed by that certain Indenture dated as of October 18, 1996, by and between Xxxxxxxx Brothers Construction, Inc., and National City Bank of Minneapolis, National Association as Trustee. Soft Costs: Costs of a Project not attributable to Acquisition Costs or Construction Costs, including interest on the Project Loan, fees payable to Lender pursuant hereto, fees of Borrower's and Lender's counsel, fees of outside accountants, costs of feasibility studies, environmental studies, permit fees, inspection fees, fees of the Inspecting Architect and other Consultants, ad valorem taxes, insurance premiums, recording and filing fees and taxes, title insurance premiums and fees, surveyor's fees and costs of internal and outside appraisals.
Sample 1
Senior Subordinated Debentures. The Borrowers shall diligently pursue the issuance of the Senior Subordinated Debentures and on or prior to February 28, 1999, the Borrowers shall issue the Senior Subordinated Debentures in an aggregate principal amount of at least $50,000,000, on terms and conditions, including subordination provisions, satisfactory to the Required Banks and the Administrative and Collateral Agent, and 100% of the Net Indebtedness Proceeds of such issuance shall be used contemporaneously to permanently repay the Term Loans pursuant to Section 5.2(a); provided that if the gross cash consideration (prior to payments of underwriters' compensation, commissions, and other expenses of issuance) received by Apria is less than $50,000,000, the amount of the repayment under Section 5.2(a) will be supplemented by a voluntary prepayment by Apria under Section 5.1 of a sum in an amount calculated by subtracting such gross cash consideration from $50,000,000, to be applied in the same manner as the Net Indebtedness Proceeds of such issuance; and provided, further that any original issue discount on such issuance of Senior Subordinated Debentures may not, in any case, exceed $10,000,000."
Sample 1

Related to Senior Subordinated Debentures

  • Senior Subordinated Notes The subordination provisions contained in the Senior Subordinated Notes and in the other Senior Subordinated Note Documents are enforceable against the Borrower and the holders of the Senior Subordinated Notes, and all Obligations are within the definition of "Senior Debt" included in such subordination provisions.

  • No Senior Subordinated Debt The Company will not incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Senior Debt of the Company and senior in any respect in right of payment to the Notes. No Guarantor will incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to the Senior Debt of such Guarantor and senior in any respect in right of payment to such Guarantor's Note Guarantee.

  • Limitation on Senior Subordinated Indebtedness The Company will not Incur any Indebtedness that is subordinate or junior in right of payment to any Senior Indebtedness and senior in right of payment to the Securities. No Guarantor will Incur any Indebtedness that is subordinate or junior in right of payment to any Senior Indebtedness of such Guarantor and senior in right of payment to such Guarantor’s Subsidiary Guarantee.

  • Notes Subordinated to Senior Indebtedness The Company covenants and agrees and the Trustee and each Holder of the Notes, by its acceptance thereof, likewise covenants and agrees, that all Notes shall be issued subject to the provisions of this Article Ten; and the Trustee and each person holding any Note, whether upon original issue or upon transfer, assignment or exchange thereof, accepts and agrees that the payment of all Obligations on the Notes by the Company shall, to the extent and in the manner herein set forth, be subordinated and junior in right of payment to the prior payment in full in cash or Cash Equivalents of all Obligations on the Senior Indebtedness; that the subordination is for the benefit of, and shall be enforceable directly by, the holders of Senior Indebtedness, and that each holder of Senior Indebtedness whether now outstanding or hereinafter created, incurred, assumed or guaranteed shall be deemed to have acquired Senior Indebtedness in reliance upon the covenants and provisions contained in this Indenture and the Notes.

  • Notes Subordinated to Senior Debt The Company covenants and agrees, and each Holder of the Notes, by its acceptance thereof, likewise covenants and agrees, that all Notes shall be issued subject to the provisions of this Article Ten; and each Person holding any Note, whether upon original issue or upon registration of transfer, assignment or exchange thereof, accepts and agrees that the payment of all Obligations on the Notes by the Company shall, to the extent and in the manner herein set forth, be subordinated and junior in right of payment to the prior payment in full in cash or Cash Equivalents of all Obligations on or in respect of Senior Debt; that the subordination is for the benefit of, and shall be enforceable directly by, the holders of Senior Debt, and that each holder of Senior Debt whether now outstanding or hereafter created, incurred, assumed or guaranteed shall be deemed to have acquired Senior Debt in reliance upon the covenants and provisions contained in this Indenture and the 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.

  • Securities Subordinated to Senior Indebtedness The Company and each Holder of a Security, by his acceptance thereof, agree that (a) the payment of the principal of, premium (if any) and interest on and any Additional Amounts with respect to each and all the Securities and (b) any other payment in respect of the Securities, including on account of the acquisition or redemption of Securities by the Company, is subordinated, to the extent and in the manner provided in this Article Thirteen, to the prior payment in full of all Senior Indebtedness of the Company, whether outstanding at the date of this Indenture or thereafter created, incurred, assumed or guaranteed, and that these subordination provisions are for the benefit of the holders of Senior Indebtedness. This Article Thirteen shall constitute a continuing offer to all Persons who, in reliance upon such provisions, become holders of, or continue to hold, Senior Indebtedness, and such provisions are made for the benefit of the holders of Senior Indebtedness, and such holders are made obligees hereunder and any one or more of them may enforce such provisions.

  • Notes Subordinate to Senior Indebtedness The Company covenants and agrees, and each Holder of Notes, by its acceptance thereof, likewise covenants and agrees, that, to the extent and in the manner hereinafter set forth in this Article 11, the Indebtedness represented by the Notes and the payment of the principal of, premium, if any, and interest on the Notes are hereby expressly made subordinate and subject in right of payment as provided in this Article 11 to the prior payment in full in cash or Cash Equivalents or, as acceptable to the holders of Senior Indebtedness, in any other manner, of all Senior Indebtedness. This Article 11 shall constitute a continuing offer to all Persons who, in reliance upon such provisions, become holders of or continue to hold Senior Indebtedness; and such provisions are made for the benefit of the holders of Senior Indebtedness; and such holders are made obligees hereunder and they or each of them may enforce such provisions.

  • Securities Subordinated to Senior Debt (1) The Partnership, for itself, its successors and assigns, covenants and agrees, and each Holder of Securities, by his acceptance thereof, likewise covenants and agrees, that the payment of the principal of (and premium, if any), and interest on each and all of the Securities is hereby expressly subordinated, to the extent and in the manner hereinafter set forth, in right of payment to the prior payment in full of all Senior Debt of the Partnership.

  • Securities Subordinate to Senior Indebtedness The Company covenants and agrees, and each Holder of a Security, by its acceptance thereof, likewise covenants and agrees, that, to the extent and in the manner hereinafter set forth in this Article, the payment of the principal of (and premium, if any) and interest (including any Additional Interest) on each and all of the Securities of each and every series are hereby expressly made subordinate and subject in right of payment to the prior payment in full of all Senior Indebtedness.

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