Common use of Designation Amount and Issue of Notes Clause in Contracts

Designation Amount and Issue of Notes. The Notes shall be designated as "__% Convertible Subordinated Notes due 2003". Notes not to exceed the aggregate principal amount of $90,000,000 (or $100,000,000 if the over-allotment option set forth in Section 2(b) of the Underwriting Agreement for the Notes dated March __, 1998 (as amended from time to time by the parties thereto) by and between the Company and the several underwriters named therein is exercised in full) (except pursuant to Sections 2.5, 2.6, 3.7, 15.2 and 16.2) upon the execution of this Indenture, or from time to time thereafter, may be executed by the Company and delivered 15 to the Trustee for authentication, and the Trustee shall thereupon authenticate and deliver said Notes upon the written order of the Company, signed by its (a) Chief Executive Officer, President or any Vice President (whether or not designated by a number or numbers or word or words added before or after the title "Vice President") and (b) Treasurer or Assistant Treasurer or its Secretary or any Assistant Secretary, without any further action by the Company hereunder.

Appears in 1 contract

Samples: HNC Software Inc/De

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Designation Amount and Issue of Notes. The Notes shall be designated as "__5 3/4% Convertible Subordinated Notes due 2003". 2005." Notes not to exceed the aggregate principal amount of $90,000,000 150,000,000 (or $100,000,000 172,500,000 if the over-allotment option set forth in Section 2(b2(c) of the Underwriting Agreement for the Notes dated March __9, 1998 (2000, as amended from time to time by the parties thereto) ), by and between among the Company and the several underwriters named therein Underwriters is exercised in full) upon the execution of this Indenture, or (except pursuant to Sections 2.5, 2.6, 3.73.3, 15.2 and 16.2) upon the execution of this Indenture, or from time to time thereafter, may be executed by the Company and delivered 15 to the Trustee for authentication, and the Trustee shall thereupon authenticate and deliver said Notes upon the written order of the Company, signed by its the Company's (a) Chief President, Executive Officer, Vice President or any Vice President (whether or not designated by a number or numbers or word or words added before or after the title "Vice President") and (b) Treasurer or Assistant Treasurer or its Secretary or any Assistant Secretary, without any further action by the Company hereunderhereunder other than the provision to the Trustee of an Officer's Certificate and Opinion of Counsel.

Appears in 1 contract

Samples: Indenture (Ibasis Inc)

Designation Amount and Issue of Notes. The Notes shall be -------------------------------------- designated as "__5 3/4% Convertible Subordinated Notes due 20032004". Notes not to exceed the aggregate principal amount of $90,000,000 150,000,000 (or $100,000,000 172,500,000 if the over-allotment option set forth in Section 2(b) 7 of the Underwriting Purchase Agreement for the Notes dated March __June 25, 1998 1997 (as amended from time to time by the parties thereto) by and between the Company and the several underwriters named therein Initial Purchasers is exercised in full) (except pursuant to Sections 2.5, 2.6, 3.73.3, 15.2 and 16.2) upon the execution of this Indenture, or from time to time thereafter, may be executed by the Company and delivered 15 to the Trustee for authentication, and the Trustee shall thereupon authenticate and deliver said Notes upon the written order of the Company, signed by its the Company's (a) Chief President, Executive Officer, or Senior Vice President or any Vice President (whether or not designated by a number or numbers or word or words added before or after the title "Vice President") and (b) Treasurer or Assistant Treasurer or its Secretary or any Assistant Secretary, without any further action by the Company hereunder.

Appears in 1 contract

Samples: Premiere Technologies Inc

Designation Amount and Issue of Notes. The Notes shall be designated as "__% Convertible Subordinated Notes due 2003". 2005." Notes not to exceed the aggregate principal amount of $90,000,000 150,000,000 (or $100,000,000 172,500,000 if the over-allotment option set forth in Section 2(b2(c) of the Underwriting Agreement for the Notes dated March ______________, 1998 (2000, as amended from time to time by the parties thereto) ), by and between the Company and the several underwriters named therein [_____________________] is exercised in full) upon the execution of this Indenture, or (except pursuant to Sections 2.5, 2.6, 3.73.3, 15.2 and 16.2) upon the execution of this Indenture, or from time to time thereafter, may be executed by the Company and delivered 15 to the Trustee for authentication, and the Trustee shall thereupon authenticate and deliver said Notes upon the written order of the Company, signed by its the Company's (a) Chief President, Executive Officer, Vice President or any Vice President (whether or not designated by a number or numbers or word or words added before or after the title "Vice President") and (b) Treasurer or Assistant Treasurer or its Secretary or any Assistant Secretary, without any further action by the Company hereunderhereunder other than the provision to the Trustee of an Officer's Certificate and Opinion of Counsel.

Appears in 1 contract

Samples: Indenture (Ibasis Inc)

Designation Amount and Issue of Notes. The Notes shall be designated as "__3-3/4% Convertible Subordinated Notes due 2003". 2007." Notes not to exceed the aggregate principal amount of $90,000,000 200,000,000 (or $100,000,000 250,000,000 if the over-allotment option set forth in Section 2(b) of the Underwriting Purchase Agreement for the Notes dated March __, 1998 (as amended from time to time by the parties thereto) by and between the Company and the several underwriters named therein is exercised in full) upon the execution of this Indenture, or (except pursuant to Sections 2.5, 2.6, 3.73.3, 15.2 and 16.2) upon the execution of this Indenture, or from time to time thereafter, may be executed by the Company and delivered 15 to the Trustee for authentication, and the Trustee shall thereupon authenticate and deliver said Notes upon the written order of the Company, signed by its the Company's (a) Chief President, Executive Officer, or Senior Vice President or any Vice President (whether or not designated by a number or numbers or word or words added before or after the title "Vice President") and (b) Treasurer or Assistant Treasurer or its Secretary or any Assistant Secretary, without any further action by the Company hereunder, provided, however, that said Notes may not be executed, delivered or authenticated unless and until the Trustee shall have received an Officers' Certificate and opinion of counsel.

Appears in 1 contract

Samples: Indenture (Alkermes Inc)

Designation Amount and Issue of Notes. The Notes shall be designated as "___% Convertible Subordinated Notes due 2003". 2001." Notes not to exceed the aggregate principal amount of $90,000,000 40,000,000 (or $100,000,000 46,000,000 if the over-allotment option set forth in Section 2(b3(b) of the Underwriting Agreement for the Notes dated March __, 1998 1996 (as amended from time to time by the parties thereto) by and between the Company and the several underwriters named therein Underwriter is exercised in full) (except pursuant to Sections 2.5, 2.6, 3.73.3, 15.2 and 16.216.2 hereof) upon the execution of this Indenture, or from time to time thereafter, may be executed by the Company and delivered 15 to the Trustee for authentication, and the Trustee shall thereupon authenticate and deliver said Notes to or upon the written order of the Company, signed by its (a) Chief Chairman of the Board, President, Executive Officer, or Senior Vice President or any Vice President (whether or not designated by a number or numbers or word or words added before or after the title "Vice President") and (b) Treasurer or Assistant Treasurer or its Secretary or any Assistant Secretary, without any further action by the Company hereunder.

Appears in 1 contract

Samples: Iomega Corp

Designation Amount and Issue of Notes. The Notes shall be designated as "__5-1/4 % Convertible Subordinated Notes due 2003". 2006." Notes not to exceed the aggregate principal amount of $90,000,000 300,000,000 (or $100,000,000 400,000,000 if the over-allotment option set forth in Section 2(b) of the Underwriting Purchase Agreement for the Notes dated March __, 1998 (as amended from time to time by the parties thereto) by and between the Company and the several underwriters named therein is exercised in full) upon the execution of this Indenture, or (except pursuant to Sections 2.5, 2.6, 3.73.3, 15.2 and 16.2) upon the execution of this Indenture, or from time to time thereafter, may be executed by the Company and delivered 15 to the Trustee for authentication, and the Trustee shall thereupon authenticate and deliver said Notes upon the written order of the Company, signed by its the Company's (a) Chief President, Executive Officer, or Senior Vice President or any Vice President (whether or not designated by a number or numbers or word or words added before or after the title "Vice President") and (b) Treasurer or Assistant Treasurer or its Secretary or any Assistant Secretary, without any further action by the Company hereunder, provided, however, that said Notes may not be executed, delivered or authenticated unless and until the Trustee shall have received an Officers' Certificate and opinion of counsel.

Appears in 1 contract

Samples: Cephalon Inc

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Designation Amount and Issue of Notes. The Notes shall be designated as "__3 1/2%/7 1/4% Step-Up Convertible Subordinated Notes due 2003". 2004." Notes not to exceed the aggregate principal amount of $90,000,000 150,000,000 (or $100,000,000 172,500,000 if the over-allotment option set forth in Section 2(b) 2 of the Underwriting Purchase Agreement for the Notes dated March __August 1, 1998 1997 (as amended from time to time by the parties thereto) by and between the Company and the several underwriters named therein Initial Purchasers is exercised in full) (except pursuant to Sections 2.5, 2.6, 3.73.3, 3.5 and 15.2 and 16.2hereof) upon the execution of this Indenture, or from time to time thereafter, may be executed by the Company and delivered 15 to the Trustee for authentication, and the Trustee shall thereupon authenticate and deliver said Notes to or upon the written order of the Company, signed by its (a) Chief Executive Officer, President, Executive or Senior Vice President or any Vice President (whether or not designated by a number or numbers or word or words added before or after the title "Vice President") and (b) Treasurer or Assistant Treasurer or its Secretary or any Assistant Secretary, without any further action by the Company hereunder.

Appears in 1 contract

Samples: Cymer Inc

Designation Amount and Issue of Notes. The Notes shall be designated as "___% Convertible Subordinated Notes due 2003". 2001." Notes not to exceed the aggregate principal amount of $90,000,000 40,000,000 (or $100,000,000 46,000,000 if the over-allotment option set forth in Section 2(b3(c) of the Underwriting Agreement for the Notes dated March __, 1998 1996 (as amended from time to time by the parties thereto) by and between the Company and the several underwriters named therein Underwriter is exercised in full) (except pursuant to Sections 2.5, 2.6, 3.73.3, 15.2 and 16.216.2 hereof) upon the execution of this Indenture, or from time to time thereafter, may be executed by the Company and delivered 15 to the Trustee for authentication, and the Trustee shall thereupon authenticate and deliver said Notes to or upon the written order of the Company, signed by its (a) Chief Chairman of the Board, President, Executive Officer, or Senior Vice President or any Vice President (whether or not designated by a number or numbers or word or words added before or after the title "Vice President") and (b) Treasurer or Assistant Treasurer or its Secretary or any Assistant Secretary, without any further action by the Company hereunder.

Appears in 1 contract

Samples: Iomega Corp

Designation Amount and Issue of Notes. The Notes shall be designated as "__4 1/4% Convertible Subordinated Notes due 20032006". Notes not to exceed the aggregate principal amount of $90,000,000 300,000,000 (or $100,000,000 350,000,000 if the over-allotment option set forth in Section 2(b) 2 of the Underwriting Purchase Agreement for the Notes dated March __May 6, 1998 1999 (as amended from time to time by the parties thereto) by and between the Company and the several underwriters named therein Initial Purchasers is exercised in full) (except pursuant to Sections 2.5, 2.6, 3.73.3, 3.5 and 15.2 and 16.2hereof) upon the execution of this Indenture, or from time to time thereafter, may be executed by the Company and delivered 15 to the Trustee for authentication, and the Trustee shall thereupon authenticate and deliver said Notes to or upon the written order of the Company, signed by its (a) its Chairman of the Board, Chief Executive Officer, President or any Vice President (whether or not designated by a number or numbers or word or words added before or after the title "Vice President") and (b) its Treasurer or any Assistant Treasurer Treasurer, its Controller or any Assistant Controller or its Secretary or any Assistant Secretary, without any further action by the Company hereunder.

Appears in 1 contract

Samples: Conexant Systems Inc

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