Examples of Placed Notes in a sentence
The Underwritten Notes are being offered and sold by the Issuer to the Initial Purchasers pursuant to the Note Purchase Agreement and the Placed Notes are being sold directly by the Issuer to certain institutional accredited investors (within the meaning of Rule 501(a)(1),(2),(3),(7) or (9) of the Securities Act) pursuant to the Placed Notes Purchase Agreement.
The J.P. Morgan Placed Notes may not be offered, sold and delivered directly or indirectly, or offered or sold to any person for re-offering or resale directly or indirectly, in Korea or to any resident of South Korea (“Korean Residents”) except pursuant to the applicable laws and regulations of South Korea, including the Financial Investment Services and Capital Markets Act (“FSCMA”), the Foreign Exchange Transaction Law (“FETL”) and their subordinate decrees and regulations thereunder.
In the case of a transfer of the J.P. Morgan Placed Notes to any person in South Korea during a period ending one year from the issuance date, a holder of the J.P. Morgan Placed Notes may transfer the J.P. Morgan Placed Notes only by transferring its entire holdings of J.P. Morgan Placed Notes to only “accredited investors” in South Korea as referred to in Article 11(1) of the Enforcement Decree of the FSCMA.
The Underwritten Notes are being offered and sold by the Issuer to the Initial Purchasers pursuant to the Note Purchase Agreement and the Placed Notes are being sold directly by the Issuer to certain institutional accredited investors (within the meaning of Rule 501(a)(1),(2),(3),(7) or (9) of the Securities Act) pursuant to the [***] Placed Notes Purchase Agreement and the [***] Placed Notes Purchase Agreement.
None of theJ.P. Morgan Placed Notes have been or will be listed on the Korea Exchange.
The Placement Agent has advised the Issuer that it will use its best efforts to place the Placed Notes on the terms to be set forth in the Final Offering Circular.
Upon the agreement of the Issuer and a prospective purchaser for the purchase of any Placed Notes, the Placement Agent will facilitate the settlement of such Placed Notes through DTC (the “Settlement Procedures”).
For the purposes of calculating "N" the average daily principal amount outstanding of the Placed Notes during the relevant Interest Period shall be calculated in the manner set out in Condition 4 and shall take account of any deemed reduction thereof pursuant to Condition 4(c).
The Issuer understands that each Placement Agent, on behalf of the Issuer, intends (i) to place the applicable Notes privately pursuant to Regulation S, Section 4(a)(2) of the Securities Act or another available exemption under the Securities Act as soon after this Agreement has become effective as in the reasonable judgment of such Placement Agent is advisable and (ii) to place the Placed Notes upon the terms set forth in the Offering Circular.
It is understood and agreed that the Placement Agent may not place the Placed Notes with any of its Affiliates or purchase the Placed Notes for its own account or sell the Placed Notes to its Affiliates.