Issuance of the Debentures. The Debentures are duly authorized and, when issued and paid for in accordance with the applicable Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens imposed by the Company other than restrictions on transfer described in the Transaction Documents.
Issuance of the Debentures. The Debentures will be duly and validly issued, free and clear of all liens, encumbrances and rights of first refusal of any kind (collectively, "LIENS"). On the date hereof, the Company will have (and will, at all times while Debentures are outstanding, maintain) an adequate reserve of duly authorized shares of Common Stock, reserved for issuance to the holders of such Debentures, to enable it to perform its conversion and other obligations thereunder. Such number of reserved and available shares of Common Stock shall not be less than the sum of 20% of the number of shares of Common Stock which would be issuable upon conversion in full of the Debentures, assuming such conversion occurred on the Original Issue Date, the Debentures remain outstanding for one year and all interest is paid in shares of Common Stock. The shares of Common Stock issuable upon conversion of the Debentures are collectively referred to herein as the "UNDERLYING SHARES." All Underlying Shares shall be duly reserved for issuance to the holders of the Debentures. The Debentures and the Underlying Shares are collectively referred to herein as, the "SECURITIES." When delivered to the Purchasers in accordance with the terms of the Debentures, the Underlying Shares will be duly authorized, validly issued, fully paid and nonassessable, free and clear of all Liens.
Issuance of the Debentures. At each Closing (as defined below), the Company agrees to issue and sell to each Purchaser, and, subject to all of the terms and conditions hereof, each Purchaser agrees to purchase, the Debentures for the purchase price set forth opposite such Purchaser’s name on the signature page hereto.
Issuance of the Debentures. 2.1 The Company will issue a series of registered debentures (series B) unlimited in amount, of NIS 1 principal amount each, payable in 5 equal annual installments, on January 5 of each calendar year, from January 5, 2013 to January 5, 2017 (inclusive), bearing interest at a rate of 5.30% per annum and linked, principal and interest, to the Consumer Price Index published for the month of November 2005.
Issuance of the Debentures. No action has been taken and no law, statute, rule, regulation, order or ordinance has been enacted, adopted or issued by any Governmental Body that prevents the issuance of the Debentures or the Common Stock issuable upon conversion or exercise thereof, no injunction, restraining order or order of any nature by a federal or state court of competent jurisdiction has been issued that prevents the issuance of the Debentures or the Common Stock issuable upon conversion or exercise thereof or suspends the sale of the Debentures or the Common Stock issuable upon conversion thereof in any jurisdiction; and no action, suit or proceeding is pending against or, to the best knowledge of the Company, threatened against or affecting, the Company, any of its subsidiaries or, to the best knowledge of the Company, before any court or arbitrator or any Governmental Body that, if adversely determined, would prohibit, materially interfere with or adversely affect the issuance or marketability of the Debentures or the Common Stock issuable upon conversion or exercise thereof or render the Subscription Agreement or the Debentures, or any Portion thereof, invalid or unenforceable.
Issuance of the Debentures. The Debentures are duly authorized and, when issued and paid for in accordance with this Agreement, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens imposed by the Company other than restrictions on transfer provided for in this Agreement. The Company has reserved from its duly authorized capital stock an adequate number of shares of Common Stock for issuance upon conversion of the Debentures.
Issuance of the Debentures. The Debentures are duly authorized and, when issued and paid for in accordance with this Agreement and the Debentures, the Common Stock into which the Debentures are convertible will be duly and validly issued, fully paid, and nonassessable.
Issuance of the Debentures. 2.1. The Company shall issue Debentures in an aggregate par value of NIS 425,000,000, NIS 1.00 par value each, at a price of 100% of the par value, and subject to the Overleaf Terms. The Debentures shall be issued in 425,000,000 units, by tender on the interest on the Debentures (Series A), such that each unit shall include Debentures (Series A) in an aggregate par value of NIS 1.00. In the event that the immediate proceeds of the issuance under the tender shall be less than NIS 200,000,000, the Company shall be entitled to cancel the issuance, and in such case the Debentures (Series A) shall not be issued, money shall not be collected from subscribers and the Company shall have no obligations under this Deed or the documents ancillary thereto, including toward the Trustee or toward the Holders, nor will the Company have any obligation to make any payment and/or commission with respect to such private issuance.
Issuance of the Debentures. The Debentures are duly authorized and, when issued and paid for in accordance with the applicable Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all liens, charges, security interests, encumbrances, preemptive rights or other restrictions (collectively, “Liens”) imposed by the Company other than restrictions on transfer provided for in the Transaction Documents. The Securities, when issued in accordance with the terms of the Transaction Documents, will be validly issued, fully paid and nonassessable, free and clear of all Liens imposed by the Company other than restrictions on transfer provided for in the Transaction Documents. The Company has reserved from its duly authorized capital stock the maximum number of shares of Common Stock issuable upon conversion of the Debentures;
Issuance of the Debentures
