Note Issuance Agreement definition

Note Issuance Agreement means an agreement substantially in the form of Schedule B as any such agreement may be amended, restated, revised or varied from time to time;
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Note Issuance Agreement means the Second Amended and Restated Note Issuance Agreement, dated as of June 28, 2002, between Bear Xxxxxxx Global Asset Holdings, Ltd., The Bear Xxxxxxx Companies Inc., JPMorgan Chase Bank, Kredietbank S.A. Luxembourgeosie, Bear, Xxxxxxx International Limited and Bear, Xxxxxxx & Co. Inc., as supplemented or otherwise amended from time to time.
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Note Issuance Agreement means that certain Note Issuance Agreement dated as of the date hereof, as the same may be amended pursuant to its terms from time to time.
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Examples of Note Issuance Agreement in a sentence

  • The terms of the Notes include those stated in the Note Issuance Agreement and the Notes are subject to all such terms incorporated herein by reference thereto, and may be amended from time to time.

  • The Lender’s rights to cash proceeds of life insurance policies owned directly or indirectly by the Issuer is subordinate to amounts owed to the senior Liquidity Providers pursuant to the terms of the Note Issuance Agreement.

  • The Collateral includes (i) all interests in subsidiaries of the Issuer, (ii) all investment earnings thereon, and all other property at any time made subject to the Note Issuance Agreement pursuant to the provisions of the Note Issuance Agreement, (iii) all proceeds of the Collateral, except as otherwise provided in the Note Issuance Agreement, and (iv) all accounts and general intangibles owned by the Issuer.

  • Under the Note Issuance Agreement, the Issuer assigns and pledges to the LifeNote Trust on behalf of Lender to secure the payment of the principal and interest on the Notes, and the performance of all covenants made by the Issuer under the Note Issuance Agreement and grants the LifeNote Trust on behalf of Lender a security interest in the Collateral.

  • Pursuant to the Note Issuance Agreement, Notes may be issued to the Lender.

  • Should default be made on payment of any installment when due, or of any obligation, covenant, or warranty of the Issuer in the Note Issuance Agreement, the whole sum of Principal and Interest shall become immediately due and payable, at the option of Special Trustee on behalf of the Lender of this Note.

  • Subject to Section 5.2 of the Exchange and Note Issuance Agreement, one member of the Board designated by the Requisite Holders of TCW Sub Notes (whether serving on the board of directors of Inland or any Subsidiary) and one observer designated by the Requisite Holders of TCW Sub Notes shall be entitled to reimbursement of reasonable travel and other expenses at a level not less than that received by other members of the Board.

  • Subject to Section 5.2 of the Exchange and Note Issuance Agreement, any member of the Board who is not an Affiliated Director shall be entitled to receive compensation at such levels as the Board may determine from time to time.


More Definitions of Note Issuance Agreement

Note Issuance Agreement means that certain Note Issuance Agreement, dated as of the Effective Date, by and among the Company, as issuer, the Lender, as collateral agent and representative of the holders of Notes, Parent, and the Guarantors party thereto. (m) “Note Issuance Agreement Documents” shall mean this Agreement as may be amended or supplemented from time to time, the Note Issuance Agreement, the Notes, the Guarantees, if any, the Security Agreement, the Registration Rights Agreement, and any other documents, instruments or certificates relating to the transactions contemplated hereby and thereby. (n) “Notes” shall mean the Convertible Senior Notes due 2026 of the Company that were issued to the Lender, or that may be issued to the Lender, pursuant to Section 2.1(a) below, the form of which is attached to the Note Issuance Agreement as Exhibit A thereto. (o) “Registration Rights Agreement” shall mean that certain Registration Rights Agreement, dated as of the Effective Date, by and between Xxxxxx and the Lender. (p) “Rule 144A” shall mean Rule 144A promulgated under the Securities Act. (q) “Sanctioned Country” means at any time, a country, region or territory which is itself (or whose government is) the subject or target of any Sanctions. (r) “Sanctioned Person” means, at any time, (a) any Person listed in any Sanctions-related list of designated Persons maintained by OFAC (including OFAC’s Specially Designated Nationals and Blocked Persons List and OFAC’s Consolidated Non-SDN List), the U.S. Department of State, the United Nations Security Council, the European Union, any European member state, His Majesty’s Treasury, or other relevant sanctions authority, (b) any Person operating, organized or resident in a Sanctioned Country, (c) any Person owned or controlled by, or acting or purporting to act for or on behalf of, directly or indirectly, any such Person or Persons described in clauses (a) and (b), including a Person that is deemed by OFAC to be a Sanctions target based on the ownership of such legal entity by Sanctioned Person(s) or (d) any Person otherwise a target of Sanctions, including vessels and aircraft, that are designated under any Sanctions program.
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Note Issuance Agreement means the Note Issuance Agreement dated as of February 8, 2021 by and between the Borrower, the guarantors signatory thereto and Magnetar, as the Representative (as defined therein) of the Holders (as defined therein), as in effect as of the date hereof.
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Note Issuance Agreement has the meaning given in Section 1.4(b). ORDER - any judgment, injunction, order or similar mandatory direction of, or stipulation or agreement filed with, a Governmental Agency, court, judicial body, arbitrator or arbitral body. PERSON - an individual, or a corporation, partnership, limited liability company, trust, association or other entity of any nature, or a Governmental Agency. POTENTIAL TRANSACTION - has the meaning given in Section 4.2. PROPERTY - any interest in any real, personal or mixed property, whether tangible or intangible.
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Note Issuance Agreement means that certain Amended and Restated Note Issuance Agreement, dated as of the Effective Date, by and among the Company, as issuer, U.S. Bank Trust Company, National Association, as collateral agent, the Guarantors party thereto, and Magnetar Financial LLC, as representative of the holders of the Notes. (n) “Note Issuance Agreement Documents” shall mean this Agreement as may be amended or supplemented from time to time, the Note Issuance Agreement, the Indenture (to the extent applicable), the Notes, the Exchange Notes (to the extent applicable), the Guarantees, if any, the Security Agreement, the Amended Subordinated Debt Documentation, the Amendment to Registration Rights Agreement, and any other documents, instruments or certificates relating to the transactions contemplated hereby and thereby. (o) “Notes” shall mean the Convertible Senior Notes due 2026 of the Company that were issued to each Lender, or that may be issued to each Lender, pursuant to Section 2.1(a) below, the form of which is attached to the Note Issuance Agreement as Exhibit A thereto. (p) “Original Agreement Date” shall mean February 8, 2021. (q) “Parent Specified Representations” means the following representations and warranties of Parent set forth in Article III of the Merger Agreement: Section 3.1 (Organization and Qualification), Section 3.4 (Authority Relative to this Agreement), Section 3.5 (No Conflict; Required Filings and Consents), Section 3.6 (Compliance), clauses (b) through (f)
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Note Issuance Agreement means the Amended and Restated Note Issuance Agreement dated as of June 9, 2023 by and among the Borrower, the guarantors signatory thereto, Magnetar, as the Representative (as defined therein) of the Holders (as defined therein), and U.S. Bank Trust Company, National Association, in its capacity as collateral agent, as in effect as of the date hereof. “Note Obligations” means Agreement Obligations as such term is defined in the Note Issuance Agreement, as amended, amended and restated, supplemented or otherwise modified from time to time. “Note Purchase Agreement” means the Amended and Restated Note Purchase Agreement dated as of June 9, 2023 by and among the Borrower, Parent and the lenders named on the schedule of lenders attached thereto, as in effect as of the date hereof. “Obligations” means all obligations (monetary or otherwise, whether absolute, contingent, matured or unmatured), liabilities and indebtedness of every nature of each Loan Party from time to time owing to the Lender, however arising, under or in connection with any Loan Document and the principal of and premium, if any, and interest (including interest accruing during the
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Note Issuance Agreement means that certain Note Issuance Agreement, dated as of the date hereof, by and between the Company, as issuer, and Magnetar Financial LLC, as representative of the holders of the Notes.
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Related to Note Issuance Agreement

  • Note Purchase Agreement means the Note Purchase Agreement, dated as of the Issuance Date, among the Company, the Subordination Agent, the Escrow Agent, the Paying Agent, and the Pass Through Trustee under each Pass Through Trust Agreement providing for, among other things, the issuance and sale of certain equipment notes, as the same may be amended, supplemented or otherwise modified from time to time in accordance with its terms.

  • Note Purchase Agreements means (i) that certain Note Purchase Agreement, dated as of April 16, 2014 among the Parent, the Borrower, and the purchasers party thereto, (ii) that certain Note Purchase Agreement, dated as of December 18, 2014 among the Parent, the Borrower, and the purchasers party thereto, and (iii) that certain Note Purchase Agreement, dated as of June 13, 2018, among the Parent, the Borrower, and the purchasers party thereto, in each case as amended from time to time.

  • Stock Issuance Agreement means the agreement entered into by the Corporation and the Participant at the time of issuance of shares of Common Stock under the Stock Issuance Program.

  • Original Purchase Agreement has the meaning set forth in the recitals to this Agreement.

  • Loan Purchase Agreement The Loan Purchase Agreement described in the Recitals to this Agreement, which Loan Purchase Agreement incorporates the terms of the Aurora Loan Services Seller Guide, as the same may be amended from time to time.

  • Bridge Loan Agreement means that certain Senior Unsecured Interim Loan Agreement, dated as of December 20, 2007, among Tribune, the Bridge Lenders, the Former Bridge Loan Agent, JPMorgan Chase Bank, N.A., as syndication agent, and Citicorp North America, Inc. and Bank of America, N.A., as co-documentation agents, as amended, restated, supplemented or otherwise modified from time to time.

  • Bond Purchase Agreement means a Bond Purchase Agreement, dated as of the sale of the Series 2019 Bonds, entered into by and between KUB and the Underwriter, in substantially the form of the document attached hereto as Exhibit A, subject to such changes as permitted by Section 9 hereof, as approved by the President and Chief Executive Officer of KUB, consistent with the terms of this resolution;

  • Finance agreement means a loan, lease, or installment sale agreement for a motor vehicle. The term includes, but is not limited to, an installment sale contract, a retail installment contract, or a retail charge agreement.

  • Forward Purchase Agreement means an agreement that provides for the sale of equity securities in a private placement that will close substantially concurrently with the consummation of a Business Combination.

  • Liquidity Agreement means any agreement entered into in connection with this Agreement pursuant to which a Liquidity Bank agrees to make purchases from or advances to, or purchase assets from, any Conduit Lender in order to provide liquidity support for such Conduit Lender’s Advances hereunder.

  • Certificate Purchase Agreement The Purchase Agreement, dated as of [_______], among the Depositor and the Initial Purchasers, relating to the Privately Offered Certificates.

  • Synthetic Purchase Agreement means any swap, derivative or other agreement or combination of agreements pursuant to which the Borrower or any Subsidiary is or may become obligated to make (a) any payment in connection with a purchase by any third party from a Person other than the Borrower or any Subsidiary of any Equity Interest or Restricted Indebtedness or (b) any payment (other than on account of a permitted purchase by it of any Equity Interest or Restricted Indebtedness) the amount of which is determined by reference to the price or value at any time of any Equity Interest or Restricted Indebtedness; provided that no phantom stock or similar plan providing for payments only to current or former directors, officers or employees of the Borrower or the Subsidiaries (or to their heirs or estates) shall be deemed to be a Synthetic Purchase Agreement.

  • Co-financing Agreement means the agreement to be entered into between the Recipient and the Co-financier providing for the Co-financing.

  • Unit Purchase Agreement means the Common Unit and Class B Unit Purchase Agreement, dated as of December 1, 2006, among the Partnership and the purchasers named therein.

  • Additional Purchase Agreement means each Additional Purchase Agreement (including the related Additional Xxxx of Sale, the related Blanket Endorsement and any attachments thereto), substantially in the form of Attachment C hereto (of which these Master Terms form a part by reference, provided that in the event of a substitution, the form will be modified accordingly), to be executed by SLM ECFC, Funding and the Interim Eligible Lender Trustee for the benefit of Funding, which certifies that the representations and warranties made by SLM ECFC as set forth in Sections 5(A) and (B) of these Master Terms are true and correct as of the related Purchase Date.

  • Master Transaction Agreement has the meaning set forth in the recitals.

  • Series A Purchase Agreement means the Series A Preferred Unit Purchase Agreement, dated as of June 20, 2017, by and among the Partnership and the Series A Purchasers thereunder, as may be amended from time to time.

  • Reverse Repurchase Agreement means an agreement pursuant to which the Fund sells Securities and agrees to repurchase such Securities at a described or specified date and price.

  • Purchase Agreement Assignment means that certain Purchase Agreement Assignment [NW 1997 J], dated as of March 18, 1998, between Lessee and Lessor, as the same may be amended, supplemented or modified from time to time, with a form of Consent and Agreement to be executed by the Manufacturer attached thereto.

  • hire-purchase agreement means an agreement, other than a conditional sale agreement, under which—

  • Investment Agreement shall have the meaning set forth in the Recitals hereto.

  • Initial Purchase Agreement means the Purchase Agreement (including the related Blanket Endorsement, Initial Xxxx of Sale and any attachments thereto) substantially in the form of Attachment A hereto (of which these Master Terms form a part by reference), to be executed by VL Funding, the VL Funding Eligible Lender Trustee on behalf of VL Funding, Funding and the Interim Eligible Lender Trustee on behalf of Funding, which shall certify that the representations and warranties made by VL Funding as set forth in Sections 5(A) and (B) and by the Servicer as set forth in Section 5(C) of these Master Terms are true and correct as of the Closing Date.

  • Receivables Purchase Agreement means the receivables purchase agreement, dated as of the Closing Date, between AHFC and the Seller, as amended or supplemented from time to time.

  • Master Repurchase Agreement means the Master Repurchase Agreement of even date herewith between the Trust and Bear, Xxxxxxx & Co. Inc. as it may from time to time be amended.

  • Repayment Agreement means an agreement