First Closing Notes definition

First Closing Notes is defined in Section 1.
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First Closing Notes has the meaning set forth in the Recitals.
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First Closing Notes means the Notes to be issued at the First Closing as set forth in Section 3.
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Examples of First Closing Notes in a sentence

  • Subject to the terms and conditions set forth in this Agreement, at the First Closing, the Company shall issue and sell to each First Closing Investor, and each First Closing Investor shall, severally and not jointly, purchase from the Company, First Closing Notes in the principal amount set forth across from such First Closing Investor’s name under the heading “Principal Amount of First Closing Note” on the Schedule of Investors, at a purchase price equal to the principal face amount thereof.

  • The First Closing Notes may be converted at a price of $6.00 per share, subject to certain adjustments set forth in the SPA, and may not be pre-paid without the consent of the noteholder, provided that the Company must offer to pre-pay such other noteholder on the same terms and conditions.

  • The Company shall have obtained all governmental, regulatory or third party consents and approvals, if any, necessary for the sale of the First Closing Notes (including all Required Approvals), all of which shall be and remain so long as necessary in full force and effect.

  • From the net proceeds received from the issuance of the First Closing Notes, which have a five-year term, the Company repaid and retired the 2010 Junior Secured Notes Payable (the “2010 Secured Notes”) that otherwise would have matured in October and November 2020.

  • The Company had authorized the issue and sale of $50,000,000 aggregate principal amount of the First Closing Notes.

  • The First Closing Notes may be converted at a price of $6.00 per share, subject to certain adjustments set forth in the SPA and the note agreement, and may not be pre-paid without the consent of the noteholder.

  • The Obligors shall have obtained all governmental, regulatory or third party consents and approvals, if any, necessary for the sale of the First Closing Notes, all of which shall be and remain so long as necessary in full force and effect.

  • Match Shares shall be posted to the Participant’s Share Account as soon as practicable after, and credited to such Share Account as of, each Matching Date.

  • The representations and warranties of the Company contained in this Agreement and in each of the other Note Documents shall be complete and correct in all material respects when made and at the time of the First Closing, before and after giving effect to the issue and sale of the First Closing Notes and to the application of the proceeds therefrom as contemplated by Section 5.6.

  • If at the First Closing the Company shall fail to tender the First Closing Notes to you as provided above in this Section 3.1 or any of the conditions specified in Section 4.A shall not have been fulfilled to your satisfaction, you shall, at your election, be relieved of all further obligations under this Agreement, without hereby waiving any rights you may have by reason of such failure or such nonfulfillment.


More Definitions of First Closing Notes

First Closing Notes has the meaning specified in Section 3.1.
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First Closing Notes means the Notes issued on the First Closing Date.
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First Closing Notes are the Series DD Notes, the Series EE Notes, the Series FF Notes and the Series GG Notes which are being purchased at the First Closing in the aggregate principal amount of $110,000,000 as identified in Schedule A hereto. The “Second Closing Notes” are the Series DD Notes, the Series EE Notes, the Series FF Notes and the Series GG Notes which are being purchased at the Second Closing in the aggregate principal amount of $125,000,000 as identified in Schedule A hereto. Xxxxx Xxxxxxxx MLP Investment Company Note Purchase Agreement The Series DD Notes, the Series EE Notes, the Series FF Notes and the Series GG Notes (collectively, the “Notes”) shall be substantially in the form set out in Exhibits 1-A, 1-B, 1-C and 1-D, respectively. Certain capitalized and other terms used in this Agreement are defined in Schedule B; and references to a “Schedule” or an “Exhibit” are, unless otherwise specified, to a Schedule or an Exhibit attached to this Agreement. The Series DD Notes shall bear interest from the date of issuance at a fixed rate equal to 2.74% per annum payable semiannually on the 19th day of each June and December in each year (commencing June 19, 2013) and at maturity and shall bear interest on overdue principal (including any overdue required or optional prepayment of principal) and premium, if any, and (to the extent legally enforceable) on any overdue installment of interest at the Default Rate until paid. Interest shall be subject to adjustment in accordance with Section 8.7. The Series EE Notes shall bear interest from the date of issuance at a fixed rate equal to 3.20% per annum payable semiannually on the 19th day of each June and December in each year (commencing June 19, 2013) and at maturity and shall bear interest on overdue principal (including any overdue required or optional prepayment of principal) and premium, if any, and (to the extent legally enforceable) on any overdue installment of interest at the Default Rate until paid. Interest shall be subject to adjustment in accordance with Section 8.7. The Series FF Notes shall bear interest from the date of issuance at a fixed rate equal to 3.57% per annum payable semiannually on the 19th day of each June and December in each year (commencing June 19, 2013) and at maturity and shall bear interest on overdue principal (including any overdue required or optional prepayment of principal) and premium, if any, and (to the extent legally enforceable) on any overdue installment of interest at the D...
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First Closing Notes has the meaning specified in the Note Purchase Agreement.
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First Closing Notes is defined in Section 3.
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Related to First Closing Notes

  • First Closing has the meaning set forth in Section 2.1(a).

  • Initial Closing shall have the meaning ascribed to such term in Section 2.1.

  • Second Closing has the meaning set forth in Section 2.2.

  • First Closing Date shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

  • Second Closing Date means the date of the Second Closing.

  • Series Closing Date means the date designated as such in the Series Term Sheet.

  • Closing Warrants shall have the meaning ascribed to such term in Section 2.1(a)(ii).

  • Subsequent Closing has the meaning set forth in Section 3.2.

  • Initial Closing Date shall have the meaning assigned to such term in Section 1.2 hereof.

  • Third Closing shall have the meaning ascribed to such term in Section 2.1(c).

  • Third Closing Date has the meaning set forth in Section 2.2(c).

  • Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.

  • Additional Closing has the meaning set forth in Section 2.3.

  • Bridge Notes means the series of notes, of which this Note is a part, dated on or about the date hereof, each of which are identical, other than the date of the Note, identity of the Holder and principal amount of this Note.

  • Amendment Closing Date means the first date that all the conditions precedent set forth in this Amendment are satisfied or waived in accordance herewith.

  • Put Closing Date shall have the meaning set forth in Section 2.3.8.

  • Final Closing Date shall have the meaning specified in Section 7.2(a) hereof.

  • Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).

  • Private Placement Warrants Purchase Agreement shall have the meaning given in the Recitals hereto.

  • New Convertible Notes means the Company’s 5.0% Senior Unsecured Convertible Notes due 2023.

  • Original Closing Date means the "Closing Date" as defined in the Existing Credit Agreement.

  • Final Closing means the last closing under the Private Placement;

  • Loan Closing Date means the date upon which the Loan is made to the Company.

  • First Amendment Closing Date has the meaning assigned to such term in the First Amendment.

  • Target Closing Date means three (3) Business Days following receipt of the Approval and Vesting Order, or such other date as the Parties may agree.

  • Additional Closing Date has the meaning set forth in Section 3.