Examples of Term 2 Note in a sentence
The obligation of Borrower to repay each Lender's prorata share of the Aggregate Term 2 Loan shall be evidenced by a promissory note payable to the order of such Lender in a principal amount equal to such Lender's prorata share of the Aggregate Term 2 Commitment (as amended, modified, restated or replaced from time to time, individually a "Term 2 Note" and collectively the "Term 2 Notes") reasonably satisfactory to such Lender.
The Term 2 Note shall bear interest (based on a 360-day year of twelve 30-day months) on the unpaid principal amount thereof as set forth in the Term 2 Note.
The Term 2 Note shall be purchased at a closing (the "Closing") to be held at the offices of Winston & Xxxxxx LLP, 00 Xxxx Xxxxxx Xxxxx, Chicago, Illinois 60601 or such other location as agreed to by the Borrower and the Term 2 Noteholder, at 10:00 a.m. local time, on the date on which this Agreement is executed and delivered and upon satisfaction of the conditions described in Section 2 (the "Closing Date").
Railroad and Machine are wholly owned subsidiaries of the Borrower and as such will derive direct and indirect economic benefits from the purchase of the Term 2 Note pursuant to the Note Purchase Agreement (Term 2).
At the Closing, the Borrower will issue the Term 2 Note to the Term 2 Noteholder, payable to Term 2 Noteholder or its registered assigns, against receipt of immediately available funds by wire transfer to an account or accounts designated by the Borrower prior to the Closing (or in such other manner as is set forth on Annex C).
Subject to Section 1.4(c), the Term 2 Noteholder may assign, in whole or part, any of its rights under this Agreement or any Transaction Document to any Person and any holder of the Term 2 Note may assign, in whole or part, the Term 2 Note and any rights thereunder to any Person.
To induce Term 2 Noteholder to purchase the Term 2 Note, the Note Parties executing this Agreement, jointly and severally, make the following representations and warranties to Term 2 Noteholder with respect to all Note Parties, each and all of which shall survive the execution and delivery of this Agreement.
The Borrower agrees to issue and sell to the Term 2 Noteholder, and the Term 2 Noteholder agrees to purchase from the Borrower in reliance upon the representations, warranties, terms and conditions of this Agreement, a Senior Secured Promissory Note due August 20, 2009 in the aggregate original principal amount of $61,800,000 in the form attached hereto as Exhibit l.1(a) (the "Term 2 Note").
Borrower shall maintain a register (the "Register") on its books which shall show from time to time with respect to any Term 2 Noteholder the principal amount and interest on the Term 2 Note as provided in this Agreement.
With respect to any Term 2 Noteholder, the assignment of all or part of any Term 2 Note and the rights to all or part of the principal of, and interest on, any Term 2 Note (i) shall not be effective until such assignment is recorded on the Register maintained and until the other requirements pursuant to Article 7 are met and (ii) prior to such recordation and other requirements being met shall remain owing to the transferor.