Additional Note Conditions definition

Additional Note Conditions means, as of any given date of determination: (i) all the Conversion Shares may be issued in full without violating the rules or regulations of the Trading Market on which the Common Stock is then listed or designated for quotation (as applicable); (ii) no public announcement of a pending, proposed or intended Fundamental Transaction shall have occurred which has not been abandoned, terminated or consummated; (iii) the Company shall have no knowledge of any fact that would reasonably be expected to cause any Registration Statement required to be filed pursuant to the Registration Rights Agreement to not be effective or the prospectus contained therein to not be available for the resale of all of the Registrable Securities in accordance with the terms of the Registration Rights Agreement; (iv) the Investor shall not be in possession of any material, non-public information provided to any of them by the Company, any of its affiliates or any of their respective employees, officers, representatives, agents or the like (other than any material, non-public information that will be disclosed in the Additional 8-K); (v) there shall not have occurred any suspension of electronic trading or settlement services by the DTC with respect to the Common Stock occurs and is continuing or any receipt by the Company of any notice from DTC to the effect that a suspension of electronic trading or settlement services by DTC with respect to the Common Stock is being imposed or is contemplated (unless, prior to such suspension, DTC shall have notified the Company in writing that DTC has determined not to impose any such suspension); and (vi) there shall not have occurred an Event of Default (as defined in the Notes).
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Additional Note Conditions means: (i) all the Conversion Shares may be issued in full without violating the rules or regulations of the Trading Market on which the Common Stock is then listed or designated for quotation (as applicable); (ii) no public announcement of a pending, proposed or intended Fundamental Transaction shall have occurred which has not been abandoned, terminated or consummated; (iii) the Company shall have no knowledge of any fact that would reasonably be expected to cause any Registration Statement required to be filed pursuant to the Registration Rights Agreement to not be effective or the prospectus contained therein to not be available for the resale of all of the Registrable Securities in accordance with the terms of the Registration Rights Agreement; (iv) the Investor shall not be in possession of any material, non-public information provided to any of them by the Company, any of its affiliates or any of their respective employees, officers, representatives, agents or the like; and (v) there shall not have occurred an Event of Default (as defined in the Initial Note) or an event that with the passage of time or giving of notice would constitute an Event of Default (as defined in the Initial Note).
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Additional Note Conditions means the Terms and/or the Additional Terms (as applicable), each as defined in the Conditions and in each case, as from time to time modified in accordance with the provisions of these presents and as modified and supplemented by the Final Terms applicable to the Notes of the relevant Series;
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Examples of Additional Note Conditions in a sentence

  • For the avoidance of doubt, the Company shall not be entitled to effect an Additional Closing if there shall exist an Additional Note Conditions Failure (as defined below).

  • With respect to such Floating-Rate Notes, the applicable Reference Rate will be calculated by reference to AONIA, CORRA, €STR, SOFR, SONIA, SORA or TONA (each, an "Applicable RFR"), in accordance with the Terms and Conditions of the Notes and Additional Note Conditions, as applicable, and the applicable Final Terms to be applicable to the applicable Reference Rate and Notes bearing interest by reference thereto.

  • Following receipt of notice of resignation from an Agent and immediately after appointing a successor or new Agent or on giving notice to terminate the appointment of any Agent, the Principal Paying Agent shall give or cause to be given not more than 60 days' nor less than 30 days' notice of the fact to the Noteholders in accordance with the Conditions and (where applicable) the Additional Note Conditions.

  • For the avoidance of doubt, the Company shall not be entitled to effect the First Additional Closing if there shall exist an Additional Note Conditions Failure (as defined below).

  • The Principal Paying Agent (on behalf and at the expense of the Issuer) shall within 15 days of receipt of the notice (unless the appointment of the relevant Agent is to terminate pursuant to clause 24 on or prior to the date of the change) give or cause to be given not more than 60 days' nor less than 30 days' notice of the change to the Noteholders in accordance with the Conditions and (where applicable) the Additional Note Conditions.

  • Until exchanged in full, the holder of an interest in any Bearer Global Note shall in all respects be entitled to the same benefits under this Agreement as the holder of Definitive Bearer Notes, Receipts and Coupons authenticated and delivered under this Agreement, subject as set out in the Conditions and (where applicable) the Additional Note Conditions.

  • For the avoidance of doubt, the Company shall not be entitled to effect the Second Additional Closing if there shall exist an Additional Note Conditions Failure (as defined below).

  • As used in these Conditions, "Rate of Interest" means the rate, or each rate, of interest in respect of each interest bearing Note determined in accordance with the applicable provisions of this Condition 4, the applicable Additional Note Conditions set forth in Annex 2 and the applicable Final Terms.

  • In the case of a partial redemption of Registered Notes, the Registrar shall, in accordance with the Conditions and (where applicable) the Additional Note Conditions, post a new Registered Note in respect of the balance of the Registered Notes not redeemed to the registered holder.

  • The notice will be published in accordance with the Conditions and (where applicable) the Additional Note Conditions.


More Definitions of Additional Note Conditions

Additional Note Conditions means the Terms and/or the Additional Terms (as applicable), each as defined in the Conditions and in each case, as from time to time modified in accordance with the provisions of this Trust Deed and as modified and supplemented by the Final Terms applicable to the Notes of the relevant Series;
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Related to Additional Note Conditions

  • Additional Notes means additional Notes (other than the Initial Notes) issued from time to time under this Indenture in accordance with Sections 2.01 and 4.09 hereof.

  • Original Notes means the Initial Notes and any Exchange Notes issued in exchange therefor.

  • Initial Additional Notes means Additional Notes issued in an offering not registered under the Securities Act and any Notes issued in replacement thereof, but not including any Exchange Notes issued in exchange therefor.

  • Initial Note Holders shall have the meaning assigned to such term in the preamble to this Agreement.

  • Initial Notes means the first $500,000,000 aggregate principal amount of Notes issued under this Indenture on the date hereof.

  • Initial Note means each initial Governmental Lender Note registered by the Comptroller and subsequently canceled and replaced by a definitive Governmental Lender Note pursuant to this Funding Loan Agreement.

  • Initial Note Balance means, for any Class, the Initial Class A-1 Note Balance, the Initial Class A-2 Note Balance, the Initial Class A-3 Note Balance, the Initial Class B Note Balance, the Initial Class C Note Balance, the Initial Class D Note Balance or the Initial Class E Note Balance, as applicable, or with respect to the Notes generally, the sum of the foregoing.

  • Initial Note Holder means each of the Initial Note A-1 Holder, the Initial Note A-2 Holder, the Initial Note A-3-1 Holder, the Initial Note A-3-2 Holder, the Initial Note A-4 Holder, the Initial Note A-5-1 Holder, the Initial Note A-5-2 Holder, the Initial Note A-6 Holder and the Initial Note A-7 Holder.

  • Senior Secured Note Indenture means the Indenture dated as of November 5, 2009, among the Issuers, the Note Guarantors (as defined therein) and The Bank of New York Mellon, as trustee, principal paying agent, transfer agent and registrar, as amended, extended, restructured, renewed, refunded, novated, supplemented, restated, replaced or modified from time to time;

  • Additional Senior Notes shall have the meaning assigned to such term in Section 11.2(b).

  • Original Note shall have the meaning assigned to such term in the recitals.

  • Convertible Note Indenture means the Indenture dated as of February 21, 2014 between Emergent and the Convertible Note Trustee pursuant to which the Convertible Notes were issued.

  • Subordinated Note Indenture means the Indenture dated as of the Closing Date, among the Borrower, the guarantors party thereto and The Bank of New York, as trustee, pursuant to which the Subordinated Notes are issued, as the same may be amended, supplemented or otherwise modified from time to time to the extent permitted by Section 10.7(b).

  • Senior Note Indenture the Indenture entered into by the Borrower and certain of its Subsidiaries in connection with the issuance of the Senior Notes, together with all instruments and other agreements entered into by the Borrower or such Subsidiaries in connection therewith.

  • Initial Note B Holder shall have the meaning assigned to such term in the preamble to this Agreement.

  • Senior Note Indentures means, collectively, the Senior Note (2020) Indenture, the Senior Note (2021) Indenture, the Senior Note (2022) Indenture and the Senior Note (2023) Indenture.

  • Initial Note A-6 Holder shall have the meaning assigned to such term in the preamble to this Agreement.

  • Additional Security has the meaning given in clause 10.6;

  • Additional Securities means such Securities which have been deposited pursuant to Section 2.05 to effect an increase over the number of Units initially specified in the Reference Trust Agreement.

  • Additional Bonds means the debt instruments issued under a Tap Issue, including any Temporary Bonds.

  • Initial Note A-4 Holder shall have the meaning assigned to such term in the preamble to this Agreement.

  • Additional Security Documents shall have the meaning provided in Section 9.12(a).

  • Initial Note A-7 Holder shall have the meaning assigned to such term in the preamble to this Agreement.

  • Initial Note A-8 Holder shall have the meaning assigned to such term in the preamble to this Agreement.

  • Permitted Debt Exchange Notes shall have the meaning provided in Section 2.15(a).

  • Initial Debentures means the Debentures designated as “9.5% Unsecured Convertible Debentures” and described in Section 2.5;