Solicitation of Bondholders Sample Clauses

Solicitation of Bondholders. The Company will not make any solicitation or request of, or negotiate with, any Bondholder for or with respect to any proposed waiver or amendment of any of the provisions of this Agreement, the Replacement Bonds or any other Finance Document unless each Bondholder (irrespective of the amount of Replacement Bonds then owned by it) shall be informed thereof by the Company and shall be afforded the opportunity of considering the same and shall be supplied by the Company with sufficient information to enable it to make an informed decision with respect thereto. The Company will not, directly or indirectly, pay or cause to be paid any remuneration, whether by way of supplemental or additional interest, fees or otherwise, to any Bondholder as consideration for, as an inducement to or in connection with such Bondholder entering into any waiver or amendment of any of the provisions of this Agreement or any other Finance Document in respect of the Project or the transactions contemplated by this Agreement unless such remuneration is concurrently paid, on the same terms, ratably to the holders of all of the Replacement Bonds then outstanding.
Sample 1
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Solicitation of Bondholders. (a) Each of the parties agrees to cooperate and use their best efforts to cause the Exchange Offer to be consummated. Pursuant to the Exchange Offer, each holder of the Company's Convertible Debentures will be asked to surrender the Convertible Debentures owned by such holder for cancellation by the Company in exchange for (i) $241.50 in cash, (ii) 377.8 shares of Common Stock and (iii) three-year warrants to purchase an additional 188.9 shares of Common Stock at a price of $1.50 per share, as described in the Warrant, the form of which is attached as Exhibit C hereto, for each $1,000 in principal amount of Convertible Debentures owned by such holder (such consideration, the "Exchange Offer Consideration"); provided, however, that cash will be issued in lieu of fractional shares and Warrants, unless the Company opts, with respect to fractional Warrants, to round up to the nearest whole Warrant. The SEC Filing Documents sent to the holders of the Convertible Debentures in connection with the Exchange Offer will also constitute a disclosure statement for the purpose of soliciting the acceptances of such holders of the Prepackaged Plan. If at least 98% (or such lower percentage as the Company and the Purchaser Representative may mutually agree) of the outstanding principal amount of Convertible Debentures are committed to be surrendered in the Exchange Offer (such approval, the "Exchange Offer Condition"), the Exchange Offer will be consummated, the Bankruptcy Case shall not be filed and the Prepackaged Plan will be abandoned, unless the Company and the Purchaser Representative otherwise mutually agree that the filing of the Bankruptcy Case and the confirmation of the Prepackaged Plan are in the best interest of the Company notwithstanding satisfaction of the Exchange Offer Condition. However, if the Exchange Offer Condition is not satisfied but holders of at least two-thirds of the outstanding principal amount of the Convertible Debentures that actually are voted, and a majority in number of the holders of the Convertible Debentures that actually vote, vote to accept the Prepackaged Plan as determined in accordance with applicable law and the Company's charter and bylaws (such acceptance, the "Bankruptcy Condition"), the Company shall file the Bankruptcy Case and seek confirmation of the Prepackaged Plan by the Bankruptcy Court. If neither the Exchange Offer Condition nor the Bankruptcy Condition is satisfied, either party may terminate this Agreement in acc...
Sample 1
Solicitation of Bondholders. The Company will not directly or indirectly solicit, request or negotiate for or with respect to any proposed waiver or amendment of any of the provisions of this Agreement, the Indenture, the Eighth Supplemental Indenture or the Bonds unless each holder of the Bonds (irrespective of the amount of Bonds then owned by it) shall be informed thereof by the Company and shall be afforded the opportunity of considering the same and shall be supplied by the Company with sufficient information to enable it to make an informed decision with respect thereto. Executed or true and correct copies of any waiver or consent effected pursuant to the provisions of this Section 13.5 or of the provisions of the Indenture shall be delivered by the Company to each holder of outstanding Bonds forthwith following the date on which the same shall have been executed and delivered by the holder or holders of the requisite percentage of outstanding Bonds or First Mortgage Bonds. The Company will not, directly or indirectly, pay or cause to be paid any remuneration, whether by way of supplemental or additional interest, fee or otherwise, to any holder of the Bonds or any holder of any First Mortgage Bonds of the Company issued under the Indenture as consideration for or as an inducement to the entering into by any such holder of any waiver or amendment of any of the terms and provisions of this Agreement, the Indenture or the Eighth Supplemental Indenture unless such remuneration is (i) concurrently paid, on the same terms, ratably to the holders of all of the Bonds then outstanding; or (ii) paid solely to the holders of a particular series of First Mortgage Bonds as consideration for or as an inducement to the entering into by any such holder of any such waiver or amendment which relates solely to the terms and provisions of that particular series of First Mortgage Bonds and does not affect the Bonds or First Mortgage Bonds generally.
Sample 1
Solicitation of Bondholders 
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Related to Solicitation of Bondholders

  • Solicitation of Instructions (a) The Collateral Trustee may at any time solicit written confirmatory instructions, in the form of an Act of Required Debtholders, an Officers’ Certificate or an order of a court of competent jurisdiction, as to any action that it may be requested or required to take, or that it may propose to take, in the performance of any of its obligations under this Agreement or the other Security Documents.

  • Solicitation of Holders of Notes The Company will provide each holder of the Notes (irrespective of the amount of Notes then owned by it) with sufficient information, sufficiently far in advance of the date a decision is required, to enable such holder to make an informed and considered decision with respect to any proposed amendment, waiver or consent in respect of any of the provisions hereof or of the Notes. The Company will deliver executed or true and correct copies of each amendment, waiver or consent effected pursuant to the provisions of this Section 18 to each holder of outstanding Notes promptly following the date on which it is executed and delivered by, or receives the consent or approval of, the requisite holders of Notes.

  • Solicitation of Consents For the avoidance of doubt, each reference in this Indenture or the Notes to the consent of a Holder will be deemed to include any such consent obtained in connection with a repurchase of, or tender or exchange offer for, any Notes.

  • Solicitation of Customers During the periods in which the provisions of Section 8(a) shall be in effect, the Executive, directly or indirectly, will not seek nor accept Prohibited Business from any Customer (as defined below) on behalf of any enterprise or business other than the Company, refer Prohibited Business from any Customer to any enterprise or business other than the Company or receive commissions based on sales or otherwise relating to the Prohibited Business from any Customer, or any enterprise or business other than the Company. For purposes of this Agreement, the term “Customer” means any person, firm, corporation, partnership, limited liability company, association or other entity to which the Company or any of its affiliates sold or provided goods or services during the 24-month period prior to the time at which any determination is required to be made as to whether any such person, firm, corporation, partnership, limited liability company, association or other entity is a Customer, or who or which was approached by or who or which has approached an employee of the Company for the purpose of soliciting business from the Company or the third party, as the case may be. Provided, however, the goods or services must be competitive in some respect to the Company’s business during such time.

  • Solicitation The Company will provide each holder of the Notes (irrespective of the amount of Notes then owned by it) with sufficient information, sufficiently far in advance of the date a decision is required, to enable such holder to make an informed and considered decision with respect to any proposed amendment, waiver or consent in respect of any of the provisions hereof or of the Notes. The Company will deliver executed or true and correct copies of each amendment, waiver or consent effected pursuant to the provisions of this Section 17 to each holder of outstanding Notes promptly following the date on which it is executed and delivered by, or receives the consent or approval of, the requisite holders of Notes.

  • Solicitation of Sales In consideration of these rights granted to Distributors, Distributors agrees to use all reasonable efforts, consistent with its other business, to secure purchasers for shares of the Issuer. This shall not prevent Distributors from entering into like arrangements (including arrangements involving the payment of underwriting commissions) with other issuers. This does not obligate Distributors to register as a broker or dealer under the Blue Sky Laws of any jurisdiction in which it is not now registered or to maintain its registration in any jurisdiction in which it is now registered. If a sales charge is in effect, Distributors shall have the right to enter into sales agreements with dealers of its choice for the sale of shares of the Issuer to the public at the public offering price only and fix in such agreements the portion of the sales charge which may be retained by dealers, provided that the Issuer shall approve the form of the dealer agreement and the dealer discounts set forth therein and shall evidence such approval by filing said form of dealer agreement and amendments thereto as an exhibit to its currently effective Registration Statement under the 0000 Xxx. The Distributor will not direct remuneration from commissions paid by the Issuer for portfolio securities transactions to a broker or dealer for promoting or selling fund shares.

  • Solicitation of Orders You will use your best efforts (but only in states in which you may lawfully do so) to obtain from investors unconditional orders for Shares authorized for issue by the Fund and registered under the 1933 Act, provided that you may in your discretion refuse to accept orders for Shares from any particular applicant.

  • Solicitation of Mortgagor Neither party shall, after the Closing Date, take any action to solicit the refinancing of any Mortgage Loan. It is understood and agreed that neither (i) promotions undertaken by either party or any affiliate which are directed to the general public at large, including, without limitation, mass mailings based upon commercially acquired mailing lists, newspaper, radio, television advertisements nor (ii) serving the refinancing needs of a Mortgagor who, without solicitation, contacts either party in connection with the refinance of such Mortgage or Mortgage Loan, shall constitute solicitation under this Section.

  • Non-Solicitation of Clients During the Restricted Period, the Executive agrees not to solicit, directly or indirectly, on his own behalf or on behalf of any other person(s), any client of the Company to whom the Company had provided services at any time during the Executive’s employment with the Company in any line of business that the Company conducts as of the date of the Executive’s termination of employment or that the Company is actively soliciting, for the purpose of marketing or providing any service competitive with any service then offered by the Company.

  • Non-Solicitation of Business The Participant agrees and acknowledges that by virtue of the Participant’s employment with, or service to, the Employer, the Participant has developed or will develop relationships with and/or had or will have access to Confidential Information about Customers and agents, brokers and similar key business partners (“Key Business Partners”) and is, therefore, capable of significantly and adversely impacting existing relationships that the Company or an Affiliate has with them. The Participant further agrees and acknowledges that the Company and/or its Affiliates have invested in their and the Participant’s relationship with Customers and Key Business Partners and the goodwill that has been developed with them; therefore, the Company and/or its Affiliates have a legitimate business interest in protecting these relationships against solicitation and/or interference by the Participant for a reasonable period of time after the Participant’s employment with, or provision of services to, the Employer ends. Accordingly, during the Participant’s employment with the Employer and during the Restricted Period, the Participant shall not, directly or indirectly initiate, contact or engage in any contact or communication, of any kind whatsoever, that has the purpose or effect of: (A) inviting, assisting, encouraging or requesting any Customer or Key Business Partner to (1) transfer the Participant’s business from the Company or an Affiliate to the Participant, the Participant’s subsequent employer or any other third party, or (2) otherwise diminish, divert, discontinue, or terminate Customer’s or Key Business Partner’s patronage and/or business relationship with the Company or an Affiliate; or (B) inviting, assisting, encouraging or requesting any Customer to purchase any products or services from the Participant, the Participant’s subsequent employer or any other third party that are or may be competitive with the products or services of the Company or an Affiliate, or use any products or services of the Participant, the Participant’s subsequent employer or of any other third party that are or may be competitive with the products or services of the Company or an Affiliate. In addition to the foregoing restrictions, the Participant agrees that, during the Participant’s employment with the Employer and during the Enhanced Restricted Period, the Participant shall not be personally involved in the negotiation, competition for, solicitation or execution of any individual book roll over(s) or other book of business transfer arrangements involving the transfer of business away from the Company or an Affiliate. Notwithstanding the foregoing, if the Participant’s primary residence is located in the State of California, the restrictions set forth in this subsection (c)(ii) shall be replaced with those set forth in Appendix I of this Agreement.

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