Common use of Form Note Clause in Contracts

Form Note. It is recommended that the language that appears below be used to replace the introductory sentence of Section 9 if it is anticipated that there will be a significant time-lag between the execution of the Note Purchase Agreement and the Closing: “From the date of this Agreement until the Closing and thereafter, so long as any of the Notes are outstanding, the Company covenants that:” It is also recommended that the following language be added at the end of Section 9 if it is anticipated that there will be a significant time-lag between the execution of the Note Purchase Agreement and the Closing: “Although it will not be a Default or an Event of Default if the Company fails to comply with any provision of Section 9 on or after the date of this Agreement and prior to the Closing, if such a failure occurs, then any of the Purchasers may elect not to purchase the Notes on the date of Closing that is specified in Section 3.”

Form Note. It is recommended that the language that appears below be used to replace the introductory sentence of Section 9 10 if it is anticipated that there will be a significant time-lag between the execution of the Note Purchase Agreement and the Closing: “From the date of this Agreement until the Closing and thereafter, so long as any of the Notes are outstanding, the Company covenants that:” It is also recommended that the following language be added at the end of Section 9 10 if it is anticipated that there will be a significant time-lag between the execution of the Note Purchase Agreement and the Closing: “Although it will not be a Default or an Event of Default if the Company fails to comply with any provision of Section 9 on 10 before or after the date of this Agreement and prior giving effect to the Closingissuance of the Notes on a pro forma basis, if such a failure occurs, then any of the Purchasers may elect not to purchase the Notes on the date of Closing that is specified in Section 3.”