Reference Notes definition

Reference Notes means, collectively, the NAI Notes and the Safeway Notes.
Reference Notes. The 100% Senior Convertible Notes in denominations of USD 1,000 principal amount, original principal amount USD 345,000,000. Applicable Portion of the Reference Notes: 20.00%. For the avoidance of doubt, the Calculation Agent shall, as it deems necessary, take into account the Applicable Portion of the Reference Notes in determining or calculating any delivery or payment obligations hereunder, whether upon a Conversion Date (as defined below) or otherwise.
Reference Notes means those certain 4.50% Convertible Senior Notes due 2020 issued by Reference Issuer on or about April 30, 2010. A Prospectus Supplement describing the Reference Notes is attached hereto as Schedule B.

Examples of Reference Notes in a sentence

  • If other documents (e.g. terms and conditions) refer to section numbers or defined words of this user agreement, please see our User Agreement Reference Notes to locate the relevant provision or defined word.

  • Counterparty hereby agrees to promptly deliver to Seller a copy of all notices and other communications required or permitted to be given to the holders of any Reference Notes pursuant to the terms of the Note Indenture on the dates so required or permitted in the Note Indenture and all other notices given and other communications made by Counterparty in respect of the Reference Notes to holders of any Reference Notes.

  • Counterparty further covenants to Seller that it shall promptly notify Seller of each Conversion Date, Amendment Event (including in such notice a detailed description of any such amendment) and Repayment Event (identifying in such notice the nature of such Repayment Event and the principal amount at maturity of Reference Notes being paid).

  • Reference Securities: Scheduled U.S. dollar denominated issues of Debt Securities in large principal amounts, which may be either Reference Bonds or Reference Notes.

  • The Debt Securities may be issued as Reference Securities, which includes Reference Notes and Reference Bonds, or may be issued as any other Debt Securities denominated in U.S. dollars or other currencies, with maturities of one day or longer and may be in the form of Notes or Bonds or otherwise.

  • Reference Securities: Scheduled U.S. dollar denominated issues of Debt Securities in large principal amounts, which may be either Callable Reference Notes, Reference Bonds or Reference Notes.

  • Share-for-Other: The Transaction will be adjusted consistent with the Reference Notes as provided in the Note Indenture.

  • The Debt Securities may be issued as Reference Securities, which includes Callable Reference Notes, Reference Notes and Reference Bonds, or may be issued as any other Debt Securities, denominated in U.S. dollars or other currencies, with maturities of one day or longer and may be in the form of Notes or Bonds or otherwise.

  • Share-for-Combined: The Transaction will be adjusted consistent with the Reference Notes as provided in the Note Indenture.

  • Reference Notes: U.S. dollar denominated non-callable and non-puttable Reference Securities with maturities of more than one year.


More Definitions of Reference Notes

Reference Notes. The Original Reference Notes together with the Additional Reference Notes. Applicable Portion of the Reference Notes: 45%. For the avoidance of doubt, the Calculation Agent shall, as it deems necessary, take into account the Applicable Portion of the Reference Notes in determining or calculating any delivery or payment obligations hereunder, whether upon a Conversion Date (as defined below) or otherwise.
Reference Notes has the same meaning assigned to such term in the relevant Back-to-Back Confirmation.
Reference Notes means each of the First Reference Notes, the Second Reference Notes and the Third Reference Notes (each a "Series of Reference Notes").
Reference Notes. The Convertible Notes due January 1, 2024 (the "Maturity Date"), first putable on January 1, 2009 and issued by Mentor Corporation (the "Issuer") on December 22, 2003 pursuant to the Note Indenture (as defined below) with an original principal amount of $150,000,000. Conversion Event: Each conversion of any Reference Note into Shares (or cash or a combination of Shares and cash, as applicable) pursuant to the terms of the Note Indenture (the principal amount of Reference Notes so converted, the "Conversion Amount" with respect to such Conversion Event). If the Conversion Amount for any Conversion Event is less than the principal amount of Reference Notes then outstanding, then the terms of this Transaction shall continue to apply, subject to the terms and conditions set forth herein. Settlement Cutoff Date: The date that is thirty (30) days prior to the Expiration Date. By no later than the Settlement Cutoff Date, Party B may elect, by notice (the "Settlement Election Notice") in writing to Party A (given through the Agent), that Net Cash Settlement or Net Share Settlement shall apply with respect to all Conversion Events occurring on or after the Settlement Cutoff Date, in which case the Physical Settlement terms shall not apply with respect to such Conversion Events. If no Settlement Election Notice is delivered to Party A on or prior to the Settlement Cutoff Date, then the Physical Settlement terms shall apply with respect to all Conversion Events occurring on or after the Settlement Cutoff Date.
Reference Notes means the following notes and debentures issued by Assignee and any refinancing thereof: (i) those certain 8.75% senior unsecured notes due 2012 with an aggregate outstanding principal amount of approximately $88,500,000 as of the date hereof; (ii) those certain 7.5% senior unsecured notes due 2015 with an aggregate outstanding principal amount of approximately $785,000,000 as of the date hereof; (iii) those certain 8.375% senior unsecured notes due 2016 with an aggregate outstanding principal amount of approximately $1,047,000,000 as of the date hereof; (iv) those certain 7.125% senior debentures due 2018 with an aggregate outstanding principal amount of approximately $175,000,000 as of the date hereof; (v) those certain 7.75% senior unsecured notes due 2019 with an aggregate outstanding principal amount of approximately $1,100,000,000 as of the date hereof; (vi) those certain 7.625% senior debentures due 2026 with an aggregate outstanding principal amount of approximately $175,000,000 as of the date hereof; and (vii) those certain 8.316% subordinated capital income securities due 2027 with an aggregate outstanding principal amount of approximately $200,000,000 as of the date hereof.
Reference Notes means (i) GMF’s 2.75 per cent. Senior Notes due 2016, 3.25 per cent. Senior Notes due 2018 and 4.25 per cent. Senior Notes due 2023 (the “2023 Notes”), in each case issued pursuant to the indenture dated as of 14 May 2013 among GMF, as issuer, AFSI, as guarantor, Wells Fargo Bank, National Association, as trustee, and the other parties signatory thereto; (ii) GMF’s 2.625 per cent. Senior Notes due 2017 and 3.50 per cent. Senior Notes due 2019, in each case issued pursuant to the indenture dated 10 July 2014 among GMF, as issuer, AFSI, as guarantor, Wells Fargo Bank, National Association, as trustee and the supplemental indentures thereto; (iii) any senior notes issued by GMF that (a) are issued pursuant to the Registration Statement on Form S-3 filed with the SEC (File No. 333-196531) or any registration statement subsequently filed with the SEC and(b) rank (or would otherwise rank if issued prior to 2023) pari passu with the 2023 Notes; and (iv) any Tranche of Notes issued under the Programme.

Related to Reference Notes

  • Guidance notes This clause gives the Purchaser licences to use Service Provider and third party IPR (including Third Party Software) as may be required to enjoy the benefit of the Services. Third party software may be made available on different licence terms in which case this clause may require to be amended. If there is a need to amend these terms or a need for more detailed IPR provisions e.g. where multiple different types of IPR or software are involved, appropriate legal advice should be taken. The Purchaser hereby grants to the Service Provider a royalty-free, non-exclusive, non-transferable licence during the Term to use the Purchaser Software, the Purchaser Background IPRs, [the Specially Written Software, the Project Specific IPRs and all other Intellectual Property Rights owned by the Purchaser pursuant to clause 36 (Specially Created Intellectual Property Rights) Delete the highlighted text if the Service Provider will own the specially created intellectual property rights] and the Purchaser Data solely to the extent necessary for performing the Services in accordance with this Contract, including the right to grant sub-licences to Sub-Contractors provided that the Service Provider shall not, without the Purchaser’s prior written consent, use the licensed materials for any other purpose or for the benefit of any person other than the Purchaser. In the event of the termination or expiry of this Contract, the licence granted pursuant to clause 37.5 and any sub-licence granted by the Service Provider in accordance with clause 37.5 shall terminate automatically on the date of such termination or expiry and the Service Provider shall: immediately cease all use of the Purchaser Software, the Purchaser Background IPRs, [the Specially Written Software, the Project Specific IPRs and all other Intellectual Property Rights owned by the Purchaser pursuant to clause 36 (Specially Created Intellectual Property Rights) Delete the highlighted text if the Service Provider will own the specially created intellectual property rights] and the Purchaser Data (as the case may be); at the discretion of the Purchaser, return or destroy documents and other tangible materials that contain any of the Purchaser Software, the Purchaser Background IPRs, [the Specially Written Software, the Project Specific IPRs and all other Intellectual Property Rights owned by the Purchaser pursuant to clause 36 (Specially Created Intellectual Property Rights) Delete the highlighted text if the Service Provider will own the specially created intellectual property rights] and the Purchaser Data, provided that if the Purchaser has not made an election within six (6) months of the termination of the licence, the Service Provider may destroy the documents and other tangible materials that contain any of the Purchaser Software, the Purchaser Background IPRs, [the Specially Written Software, the Project Specific IPRs and all other Intellectual Property Rights owned by the Purchaser pursuant to clause 36 (Specially Created Intellectual Property Rights) Delete the highlighted text if the Service Provider will own the specially created intellectual property rights] and the Purchaser Data (as the case may be); and ensure, so far as reasonably practicable, that any Purchaser Software, Purchaser Background IPRs [the Specially Written Software, the Project Specific IPRs and all other Intellectual Property Rights owned by the Purchaser pursuant to clause 36 (Specially Created Intellectual Property Rights) Delete the highlighted text if the Service Provider will own the specially created intellectual property rights] and Purchaser Data that are held in electronic, digital or other machine-readable form cease to be readily accessible from any Service Provider computer, word processor, voicemail system or any other Service Provider device containing the same.

  • 2011 Notes means those certain notes issued pursuant to the Note Purchase Agreement dated as of March 22, 2011 among the Company and the purchasers named in Schedule A thereto.

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

  • Exchange Note Issuance Date has the meaning stated in Section 2.2(a)(i) of the Exchange Note Supplement.

  • 2014 Notes means the aggregate principal amount of US$399,517,000 of 10.25% Guaranteed Senior Notes Due 2014 issued pursuant to the 2014 Note Indenture.

  • B Notes means each of Note B-1 and Note B-2.

  • A Notes means each Note that has a designation starting with “A”, either individually or in the aggregate as the context may require.

  • Exchange Notes means the Notes issued in the Exchange Offer pursuant to Section 2.06(f) hereof.

  • 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.

  • 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.

  • MAC Notes The Classes of Modifiable And Combinable STACR® Notes shown on

  • Revolving Notes means the promissory notes of the Borrower in favor of each of the Lenders evidencing the Revolving Loans provided pursuant to Section 2.1(e), individually or collectively, as appropriate, as such promissory notes may be amended, modified, supplemented, extended, renewed or replaced from time to time.

  • 2028 Notes means the Borrower’s $650,000,000 aggregate principal amount notes due June 13, 2028, issued in June 2023 and July 2023.

  • 2015 Notes means the 8.375% senior notes due 2015 in the principal amounts of $615 million and €500 million issued pursuant to the 2015 Notes Indenture.

  • Class E Notes has the meaning assigned to such term in the Indenture.

  • 2019 Notes has the meaning set forth in the definition of “2018 Exchange Offers”.

  • 2020 Notes means the 6.875% Senior Notes due 2020, issued by Pride International LLC, a Delaware limited liability company.

  • Tranche B Notes is defined in Section 1.

  • Subsequent Notes means any Notes issued after the First Issue Date on one or more occasions.

  • Exchange Note Interest Rate has the meaning stated in Section 2.2(a)(vi) of the Exchange Note Supplement.

  • Guidance Note Insert details of the Variation]

  • 2017 Notes means the aggregate principal amount of US$600,000,000 of 6.25% Guaranteed Senior Notes Due 2017 issued pursuant to the 2017 Note Indenture.

  • High Yield Notes means the Senior Notes and Senior Subordinated Notes.

  • Senior Secured Notes Documents means the Senior Secured Notes Indenture, the Senior Secured Notes Guarantees, the Senior Secured Notes, the Intercreditor Arrangements, any supplemental indenture, any security document relating to the Senior Secured Notes and/or the Senior Secured Notes Indenture and any other document that may be entered into pursuant to any of the foregoing.

  • 2021 Notes means the 4.700% Senior Notes due 2021, originally issued by Ensco plc (now Valaris), a public limited company organized under the laws of England and Wales.

  • Permitted Convertible Notes means any unsecured notes issued by the Company in accordance with the terms and conditions of Section 6.01 that are convertible into a fixed number (subject to customary anti-dilution adjustments, “make-whole” increases and other customary changes thereto) of shares of common stock of the Company (or other securities or property following a merger event or other change of the common stock of the Company), cash or any combination thereof (with the amount of such cash or such combination determined by reference to the market price of such common stock or such other securities); provided that, the Indebtedness thereunder must satisfy each of the following conditions: (i) both immediately prior to and after giving effect (including pro forma effect) thereto, no Default or Event of Default shall exist or result therefrom, (ii) such Indebtedness matures after, and does not require any scheduled amortization or other scheduled or otherwise required payments of principal prior to, and does not permit any Loan Party to elect optional redemption or optional acceleration that would be settled on a date prior to, the date that is six (6) months after the Maturity Date (it being understood that neither (x) any provision requiring an offer to purchase such Indebtedness as a result of change of control or other fundamental change (which change of control or other fundamental change, for the avoidance of doubt, constitutes a “Change of Control” hereunder), which purchase is settled on a date no earlier than the date twenty (20) Business Days following the occurrence of such change of control or other fundamental change nor (y) any early conversion of any Permitted Convertible Notes in accordance with the terms thereof, in either case, shall violate the foregoing restriction), (iii) such Indebtedness is not guaranteed by any Subsidiary of the Company other than the Subsidiary Borrowers or Subsidiary Guarantors (which guarantees, if such Indebtedness is subordinated, shall be expressly subordinated to the Secured Obligations on terms not less favorable to the Lenders than the subordination terms of such Subordinated Indebtedness), (iv) any cross-default or cross-acceleration event of default (each howsoever defined) provision contained therein that relates to indebtedness or other payment obligations of any Loan Party (such indebtedness or other payment obligations, a “Cross-Default Reference Obligation”) contains a cure period of at least thirty (30) calendar days (after written notice to the issuer of such Indebtedness by the trustee or to such issuer and such trustee by holders of at least 25% in aggregate principal amount of such Indebtedness then outstanding) before a default, event of default, acceleration or other event or condition under such Cross-Default Reference Obligation results in an event of default under such cross-default or cross-acceleration provision and (v) the terms, conditions and covenants of such Indebtedness must be customary for convertible Indebtedness of such type (as determined by the board of directors of the Company, or a committee thereof, in good faith).