Repurchase Note definition
Examples of Repurchase Note in a sentence
Any payment hereunder with respect to such termination shall be calculated pursuant to Section 6 of the Agreement as if (1) an Early Termination Date had been designated in respect of a Transaction having terms identical to this Transaction and a Number of Note Hedging Units equal to the number of Repurchase Note Hedging Units, (2) Counterparty were the sole Affected Party with respect to such Additional Termination Event and (3) the terminated portion of the Transaction were the sole Affected Transaction.
The Company agrees to use commercially reasonable efforts to have payments of principal or interest on any Repurchase Note be permitted distributions pursuant to any debt or equity financing arrangement.
The Company may assign its rights under this Section 5 to any of its Subsidiaries or to any member of the Apax Group (or its designee) so long as any Repurchase Note is issued or guaranteed by the Company.
The Repurchase Note shall (a) bear simple interest at the prime rate as published in The Wall Street Journal on the date such payment is due and owing from such date to the date such payment is made and (b) have such other reasonable terms and conditions as may be determined by the Company.
In the event that the Company (or its designee) intends to deliver a Management Repurchase Note upon the exercise of any Put Right or any Call Right, the Company (or its designee) shall notify the intended recipient thereof prior to the delivery thereof.
In the event that the Company (or its designee) intends to deliver an Employee Repurchase Note upon the exercise of any Put Right or any Call Right, the Company (or its designee) shall notify the intended recipient thereof prior to the delivery thereof.
Each Repurchase Note will be subordinate to all other lenders of the Company and subject to any contractual or lending restrictions on the Company for payments of compensation or redemption of Shares, except that such Repurchase Notes will be paid prior to any distributions made by the Company attributable to any outstanding Shares of the Company.
The Company, as the sole shareholder of Triple-C, shall take all action necessary to ensure that Executive is elected to serve as a member of the board of directors of Triple-C for so long as Company has any remaining unsatisfied obligations to Executive (or any other former Triple-C shareholder) under the Purchase Agreement (and the related RLD Purchase Note, the Repurchase Note and Pledge Agreement, as provided in the Purchase Agreement).
TC Sub will purchase for cancellation all of the TC Sub Shares held by BHC in consideration for the issuance by TC Sub to BHC of the TC Sub Repurchase Note.
Subject to Section 5, the Put Price payable in connection with the exercise of a Put Option shall, at the option of the Company, be paid either (i) in full in cash on the Put Closing Date (as defined herein) and/or (ii) by delivery of a Repurchase Note in the form of Exhibit A hereto and with such additional terms (including subordination provisions) as shall be required by the senior lenders to the Company and the Subsidiaries, or a combination of both.