UK Loan Notes definition
Examples of UK Loan Notes in a sentence
Upon the terms and subject to the conditions of this Agreement, at the Closing, the Sellers shall sell to the Purchaser, and the Purchaser shall purchase from the Sellers, the Shares and all of HPPL’s right, title and interest in the UK Loan Notes, free and clear of all Encumbrances.
HPPL is the legal and beneficial owner of the UK Loan Notes and all of the rights and obligations to be assigned to the Purchaser pursuant to the UK Assignment Agreement, free and clear of all Encumbrances.
The Assignor hereby unconditionally, irrevocably and absolutely assigns all of its right, title, interest and benefit in and to the UK Loan Notes to the Assignee, free and clear of all Encumbrances, with effect from the date of this Deed.
Purchase and Sale of the Shares and the UK Loan Notes 18 SECTION 2.02.
The Sellers shall ensure that, at the time of the Closing, there is no accrued and unpaid interest outstanding on the UK Loan Notes.
Subject to any adjustments pursuant to Section 2.06 and payable as set forth in this Article II, the purchase price for the Shares and the assignment of the UK Loan Notes, shall be $1,400,000,000 of which $100,000,000 shall be payable (if ever) on the terms and subject to the conditions set forth in Section 2.08 (the “Purchase Price”).
As of the Closing after giving effect to the Internal Reorganization, the UK Loan Notes will be the only loan capital issued by any Transferred Company.
No Governmental Authority shall have enacted, issued, promulgated, enforced or entered any Law or Governmental Order that prohibits or makes illegal the purchase of the Shares or the assignment of the UK Loan Notes contemplated by this Agreement.
On [•], 2014, the Assignee entered into a purchase agreement with HBMA Holdings LLC, Structherm Holdings Limited, ▇▇▇▇▇▇ America Holdings (4) Limited, the Assignor, and Heidelbergcement AG (the “Purchase Agreement”), pursuant to which the Assignee agreed, among other things, to purchase from the Assignor its right, title and interest in the UK Loan Notes, in each case free and clear of all Encumbrances.