Common use of Issue of Bonds Clause in Contracts

Issue of Bonds. The Company will issue registered (Series D) Bonds, unlimited in amount, payable in 8 equal semi-annual installments, on April 1 and February 20 of each of the years 2013 to 2020, inclusive (the first installment to be effected on April 1, 2013 and the last installment to be effected on April 1, 2020), bearing interest at a rate of 5% per annum, payable in semi-annual installments on October 1 and April 1 of each of the years 2007 to 2020 (the first installment to be effected on October 1, 2007 and the last installment to be effected on April 1, 2020), linked (principal and interest) to the Consumer Price Index, all pursuant to the terms set forth in the Bond attached as Appendix A hereto. The Bonds are offered within a transaction that does not constitute a public offering in the United States, within the meaning thereof in the 1933 US Securities Law, as may be amended from time to time (hereinafter: the "US LAW"). The Bonds will not be submitted for registration with the US Securities Authority or any other securities authority of any state in the United States. The Bonds may not be offered or sold under US Law by any holder other than in accordance with exemption from the registration requirements in the United States, or within a transaction which is not subject to the registration requirements, under the US Law, or any securities law applicable in the pertinent state in the United States. Increase in the series - The Company may issue, at any time and from time to time, without the approval of either the Bondowners or the Trustee, including to the Company's subsidiary, pursuant to the provisions of any law, additional Bonds with identical terms to those of the (Series D) Bonds, at such a price and in such a manner as the Company finds fit. Provided that this Deed will apply to all such additional Bonds to be issued by the Company and that they shall be deemed as the (Series D) Bonds first issued. Notwithstanding anything to the contrary anywhere in this Deed, an additional issue of (Series D) Bonds exceeding the scope rated by a Rating Company within the framework of this Series (as of the date of this Deed, the sum totals NIS 620 million), shall be effected subject to another rating by a Rating Company and subject further that such additional issue of Bonds of the same Series shall not adversely affect the rating of the Bonds first issued under this Deed, as then in effect. The Company shall obtain the Stock Exchange's approval for such an increase and shall publish an immediate report of any increase in the Series Bonds. (Series D) Bonds will be issued without discount. Should the discount rate determined for the (Series D) Bonds, following the increase of (Series D) Bonds, be different from the discount rate of the (Series D) Bonds existing in circulation at that time, the Company shall turn to the Tax Authority, shortly after the increase of the Bond Series, in order to obtain its approval that, in the matter of the withholding tax from the discount fees for (Series D) Bonds, a uniform discount rate be determined for the (Series D) Bonds in accordance with formula weighting the different discount rates in that series, if any.

Appears in 1 contract

Samples: Elbit Medical Imaging LTD

AutoNDA by SimpleDocs

Issue of Bonds. The Company will issue registered (Series D) A Bonds, unlimited in amount, payable in 8 10 equal semi-annual installments, on April 1 August 20 and February 20 of each of the years 2013 2009 to 20202014, inclusive (the first installment to be effected on April 1August 20, 2013 2009 and the last installment to be effected on April 1February 20, 20202014), bearing interest at a rate of 56% per annum, payable in semi-annual installments on October 1 August 20 and April 1 February 20 of each of the years 2007 2006 to 2020 2014 (the first installment to be effected on October 1August 20, 2007 2006 and the last installment to be effected on April 1February 20, 20202014), linked (principal and interest) to the Consumer Price Index, all pursuant to the terms set forth in the Bond attached as Appendix A hereto. The Bonds are offered within a transaction that does not constitute a public offering in the United States, within the meaning thereof in the 1933 US Securities Law, as may be amended from time to time (hereinafter: the "US LAW"). The Bonds will not be submitted for registration with the US Securities Authority or any other securities authority of any state in the United States. The Bonds may not be offered or sold under US Law by any holder other than in accordance with exemption from the registration requirements in the United States, or within a transaction which is not subject to the registration requirements, under the US Law, or any securities law applicable in the pertinent state in the United States. Increase in the series - The Company may issue, at any time and from time to time, without the approval of either the Bondowners or the Trustee, including to the Company's subsidiary, pursuant to the provisions of any law, additional Bonds with identical terms to those of the (Series D) A Bonds, at such a price and in such a manner as the Company finds fit. Provided that this Deed will apply to all such additional Bonds to be issued by the Company and that they shall be deemed as the (Series D) A Bonds first issued. Notwithstanding anything to the contrary anywhere in this Deed, an additional issue of (Series D) A Bonds exceeding the scope rated by a Rating Company within the framework of this Series (as of the date of this Deed, the sum totals NIS 620 630 million), shall be effected subject to another rating by a Rating Company and subject further that such additional issue of Bonds of the same Series shall not adversely affect the rating of the Bonds first issued under this Deed, as then in effect. The Company shall obtain the Stock Exchange's approval for such an increase and shall publish an immediate report of any increase in the Series Bonds. (Series D) Bonds will be issued Deposit of additional securities - The Company reserves the right to issue, at any time, without discount. Should the discount rate determined for the (Series D) Bonds, following the increase of (Series D) Bonds, be different from the discount rate approval of the (Trustee and/or the Bondholders, other Bonds or Series D) Bonds existing or other securities of any nature or type whatsoever, at such terms as the Company shall find fit, whether preferable, equal or inferior to the terms of the Bonds. Listing the Bonds for trading in circulation at that timethe TACT - Institutional system - subject to the provisions of the Stock Exchange rules, the Company shall turn will register the Bonds in the name of Israel Discount Bank Nominees Ltd. and will list the Bonds, insofar as this will be under its control, with the Stock Exchange clearing house, which will provide clearing services to the Tax AuthorityBonds, shortly after as well as within the increase framework of the Bond Series, in order to obtain its approval that, trading system for institutional investors operated by the Stock Exchange (hereinafter: "TACT - INSTITUTIONAL"). The Company shall bear all costs involved in the matter of registration with the withholding tax from TACT - Institutional system. In the discount fees event that the Bonds are listed for (Series D) Bondstrading on the TACT - Institutional, a uniform discount rate be determined for the (Series D) Bonds in accordance with formula weighting the different discount rates in that series, if any.following provisions will apply:

Appears in 1 contract

Samples: Elbit Medical Imaging LTD

Issue of Bonds. The Company will issue registered (Series D) A Bonds, unlimited in amount, payable in 8 10 equal semi-annual installments, on April 1 August 20 and February 20 of each of the years 2013 2009 to 20202014, inclusive (the first installment to be effected on April 1August 20, 2013 2009 and the last installment to be effected on April 1February 20, 20202014), bearing interest at a rate of 56% per annum, payable in semi-annual installments on October 1 August 20 and April 1 February 20 of each of the years 2007 2006 to 2020 2014 (the first installment to be effected on October 1August 20, 2007 2006 and the last installment to be effected on April 1February 20, 20202014), linked (principal and interest) to the Consumer Price Index, all pursuant to the terms set forth in the Bond attached as Appendix A hereto. The Bonds are offered within a transaction that does not constitute a public offering in the United States, within the meaning thereof in the 1933 US Securities Law, as may be amended from time to time (hereinafter: the "US LAW"Law”). The Bonds will not be submitted for registration with the US Securities Authority or any other securities authority of any state in the United States. The Bonds may not be offered or sold under US Law by any holder other than in accordance with exemption from the registration requirements in the United States, or within a transaction which is not subject to the registration requirements, under the US Law, or any securities law applicable in the pertinent state in the United States. Increase in the series - The Company may issue, at any time and from time to time, without the approval of either the Bondowners or the Trustee, including to the Company's ’s subsidiary, pursuant to the provisions of any law, additional Bonds with identical terms to those of the (Series D) A Bonds, at such a price and in such a manner as the Company finds fit. Provided that this Deed will apply to all such additional Bonds to be issued by the Company and that they shall be deemed as the (Series D) A Bonds first issued. Notwithstanding anything to the contrary anywhere in this Deed, an additional issue of (Series D) A Bonds exceeding the scope rated by a Rating Company within the framework of this Series (as of the date of this Deed, the sum totals NIS 620 630 million), shall be effected subject to another rating by a Rating Company and subject further that such additional issue of Bonds of the same Series shall not adversely affect the rating of the Bonds first issued under this Deed, as then in effect. The Company shall obtain the Stock Exchange's ’s approval for such an increase and shall publish an immediate report of any increase in the Series Bonds. (Series D) Bonds will be issued Deposit of additional securities – The Company reserves the right to issue, at any time, without discount. Should the discount rate determined for the (Series D) Bonds, following the increase of (Series D) Bonds, be different from the discount rate approval of the (Trustee and/or the Bondholders, other Bonds or Series D) Bonds existing or other securities of any nature or type whatsoever, at such terms as the Company shall find fit, whether preferable, equal or inferior to the terms of the Bonds. Listing the Bonds for trading in circulation at that timethe TACT – Institutional system – subject to the provisions of the Stock Exchange rules, the Company shall turn will register the Bonds in the name of Israel Discount Bank Nominees Ltd. and will list the Bonds, insofar as this will be under its control, with the Stock Exchange clearing house, which will provide clearing services to the Tax AuthorityBonds, shortly after as well as within the increase framework of the Bond Series, in order to obtain its approval that, trading system for institutional investors operated by the Stock Exchange (hereinafter: “TACT – Institutional”). The Company shall bear all costs involved in the matter of registration with the withholding tax from TACT – Institutional system. In the discount fees event that the Bonds are listed for (Series D) Bondstrading on the TACT – Institutional, a uniform discount rate be determined for the (Series D) Bonds in accordance with formula weighting the different discount rates in that series, if any.following provisions will apply:

Appears in 1 contract

Samples: Share Sale and Purchase Agreement

Issue of Bonds. The Company will issue 458,605,000 registered (Series DC) Bonds, unlimited in amount, payable in 8 10 equal semi-annual installments, on April September 1 and February 20 of each of the years 2013 2009 to 20202018, inclusive (the first installment to be effected on April September 1, 2013 2009 and the last installment to be effected on April September 1, 20202018), bearing interest at a the Uniform Interest Rate or at the New Uniform Interest rate (as such terms are defined in the Prospectus of 5% per annumthe issuance of the Company of August 24, payable 2006), which shall paid in semi-annual installments on October March 1 and April September 1 of each of the years 2007 to 2020 2018 (the first installment to be effected on October March 1, 2007 and the last installment to be effected on April September 1, 20202018), linked (principal and interest) to the Consumer Price Index, all pursuant to the terms set forth in the Bond attached as Appendix A hereto. The Bonds are offered within a transaction that does not constitute a public offering in the United States, within the meaning thereof in the 1933 US Securities Law, as may be amended from time to time (hereinafter: the "US LAW"). The Bonds will not be submitted for registration with the US Securities Authority or any other securities authority of any state in the United States. The Bonds may not be offered or sold under US Law by any holder other than in accordance with exemption from the registration requirements in the United States, or within a transaction which is not subject to the registration requirements, under the US Law, or any securities law applicable in the pertinent state in the United States. Increase in the series - The Company may issue, at any time and from time to time, without the approval of either the Bondowners or the Trustee, including to the Company's subsidiary, pursuant to the provisions of any law, additional Bonds with identical terms to those of the (Series DC) Bonds, at such a price and in such a manner as the Company finds fit. Provided that this Deed will apply to all such additional Bonds to be issued by the Company and that they shall be deemed as the (Series DC) Bonds first issued. Notwithstanding anything to the contrary anywhere in this Deed, an additional issue of (Series DC) Bonds exceeding the scope rated by a Rating Company within the framework of this Series (as of the date of this Deed, the sum totals approximately NIS 620 470 million), shall be effected subject to another rating by a Rating Company and subject further that such additional issue of Bonds of the same Series shall not adversely affect the rating of the Bonds first issued under this Deed, as then in effect. The Company shall obtain the Stock Exchange's approval for such an increase and shall publish an immediate report of any increase in the Series Bonds. (Series D) Bonds will be issued Issuance of additional securities - The Company reserves the right to issue, at any time, without discount. Should the discount rate determined for the (Series D) Bonds, following the increase of (Series D) Bonds, be different from the discount rate approval of the (Trustee and/or the Bondholders, other Bonds or Series D) Bonds existing in circulation or other securities of any nature or type whatsoever, at that time, such terms as the Company shall turn find fit, whether preferable, equal or inferior to the Tax Authority, shortly after the increase terms of the Bond Series, in order to obtain its approval that, in the matter of the withholding tax from the discount fees for (Series D) Bonds, a uniform discount rate be determined for the (Series D) Bonds in accordance with formula weighting the different discount rates in that series, if any.

Appears in 1 contract

Samples: Elbit Medical Imaging LTD

AutoNDA by SimpleDocs

Issue of Bonds. The Company will issue registered (Series D) B Bonds, unlimited in amount, payable in 8 10 equal semi-annual installments, on April 1 August 20 and February 20 of each of the years 2013 2009 to 20202014, inclusive (the first installment to be effected on April 1August 20, 2013 2009 and the last installment to be effected on April 1February 20, 20202014), bearing varying interest at a on the basis of the rate of 5the Libor interest (as defined above) plus 2.65% per annum, payable in semi-annual installments on October 1 August 20 and April 1 February 20 of each of the years 2007 2006 to 2020 2014 (the first installment to be effected on October 1August 20, 2007 2006 and the last installment to be effected on April 1February 20, 20202014), linked (principal and interest) to the Consumer Price IndexRepresentative Rate of the Dollar as of the Base Rate, all pursuant to the terms set forth in the Bond attached as Appendix A hereto. The Bonds are offered within a transaction that does not constitute a public offering in the United States, within the meaning thereof in the 1933 US Securities Law, as may be amended from time to time (hereinafter: the "US LAW"Law”). The Bonds will not be submitted for registration with the US Securities Authority or any other securities authority of any state in the United States. The Bonds may not be offered or sold under US Law by any holder other than in accordance with exemption from the registration requirements in the United States, or within a transaction which is not subject to the registration requirements, under the US Law, or any securities law applicable in the pertinent state in the United States. Increase in the series - The Company may issue, at any time and from time to time, without the approval of either the Bondowners or the Trustee, including to the Company's ’s subsidiary, pursuant to the provisions of any law, additional Bonds with identical terms to those of the (Series D) B Bonds, at such a price and in such a manner as the Company finds fit. Provided that this Deed will apply to all such additional Bonds to be issued by the Company and that they shall be deemed as the (Series D) B Bonds first issued. Notwithstanding anything to the contrary anywhere in this Deed, an additional issue of (Series D) B Bonds exceeding the scope rated by a Rating Company within the framework of this Series (as of the date of this Deed, the sum totals NIS 620 630 million), shall be effected subject to another rating by a Rating Company and subject further that such additional issue of Bonds of the same Series shall not adversely affect the rating of the Bonds first issued under this Deed, as then in effect. The Company shall obtain the Stock Exchange's ’s approval for such an increase and shall publish an immediate report of any increase in the Series Bonds. (Series D) Bonds will be issued Deposit of additional securities – The Company reserves the right to issue, at any time, without discount. Should the discount rate determined for the (Series D) Bonds, following the increase of (Series D) Bonds, be different from the discount rate approval of the (Trustee and/or the Bondholders, other Bonds or Series D) Bonds existing or other securities of any nature or type whatsoever, at such terms as the Company shall find fit, whether preferable, equal or inferior to the terms of the Bonds. Listing the Bonds for trading in circulation at that timethe TACT – Institutional system – subject to the provisions of the Stock Exchange rules, the Company shall turn will register the Bonds in the name of Israel Discount Bank Nominees Ltd. and will list the Bonds, insofar as this will be under its control, with the Stock Exchange clearing house, which will provide clearing services to the Tax AuthorityBonds, shortly after as well as within the increase framework of the Bond Series, in order to obtain its approval that, trading system for institutional investors operated by the Stock Exchange (hereinafter: “TACT – Institutional”). The Company shall bear all costs involved in the matter of registration with the withholding tax from TACT – Institutional system. In the discount fees event that the Bonds are listed for (Series D) Bondstrading on the TACT – Institutional, a uniform discount rate be determined for the (Series D) Bonds in accordance with formula weighting the different discount rates in that series, if any.following provisions will apply:

Appears in 1 contract

Samples: Share Sale and Purchase Agreement

Issue of Bonds. The Company will issue registered (Series D) B Bonds, unlimited in amount, payable in 8 10 equal semi-annual installments, on April 1 August 20 and February 20 of each of the years 2013 2009 to 20202014, inclusive (the first installment to be effected on April 1August 20, 2013 2009 and the last installment to be effected on April 1February 20, 20202014), bearing varying interest at a on the basis of the rate of 5the Libor interest (as defined above) plus 2.65% per annum, payable in semi-annual installments on October 1 August 20 and April 1 February 20 of each of the years 2007 2006 to 2020 2014 (the first installment to be effected on October 1August 20, 2007 2006 and the last installment to be effected on April 1February 20, 20202014), linked (principal and interest) to the Consumer Price IndexRepresentative Rate of the Dollar as of the Base Rate, all pursuant to the terms set forth in the Bond attached as Appendix A hereto. The Bonds are offered within a transaction that does not constitute a public offering in the United States, within the meaning thereof in the 1933 US Securities Law, as may be amended from time to time (hereinafter: the "US LAW"). The Bonds will not be submitted for registration with the US Securities Authority or any other securities authority of any state in the United States. The Bonds may not be offered or sold under US Law by any holder other than in accordance with exemption from the registration requirements in the United States, or within a transaction which is not subject to the registration requirements, under the US Law, or any securities law applicable in the pertinent state in the United States. Increase in the series - The Company may issue, at any time and from time to time, without the approval of either the Bondowners or the Trustee, including to the Company's subsidiary, pursuant to the provisions of any law, additional Bonds with identical terms to those of the (Series D) B Bonds, at such a price and in such a manner as the Company finds fit. Provided that this Deed will apply to all such additional Bonds to be issued by the Company and that they shall be deemed as the (Series D) B Bonds first issued. Notwithstanding anything to the contrary anywhere in this Deed, an additional issue of (Series D) B Bonds exceeding the scope rated by a Rating Company within the framework of this Series (as of the date of this Deed, the sum totals NIS 620 630 million), shall be effected subject to another rating by a Rating Company and subject further that such additional issue of Bonds of the same Series shall not adversely affect the rating of the Bonds first issued under this Deed, as then in effect. The Company shall obtain the Stock Exchange's approval for such an increase and shall publish an immediate report of any increase in the Series Bonds. (Series D) Bonds will be issued Deposit of additional securities - The Company reserves the right to issue, at any time, without discount. Should the discount rate determined for the (Series D) Bonds, following the increase of (Series D) Bonds, be different from the discount rate approval of the (Trustee and/or the Bondholders, other Bonds or Series D) Bonds existing or other securities of any nature or type whatsoever, at such terms as the Company shall find fit, whether preferable, equal or inferior to the terms of the Bonds. Listing the Bonds for trading in circulation at that timethe TACT - Institutional system - subject to the provisions of the Stock Exchange rules, the Company shall turn will register the Bonds in the name of Israel Discount Bank Nominees Ltd. and will list the Bonds, insofar as this will be under its control, with the Stock Exchange clearing house, which will provide clearing services to the Tax AuthorityBonds, shortly after as well as within the increase framework of the Bond Series, in order to obtain its approval that, trading system for institutional investors operated by the Stock Exchange (hereinafter: "TACT - INSTITUTIONAL"). The Company shall bear all costs involved in the matter of registration with the withholding tax from TACT - Institutional system. In the discount fees event that the Bonds are listed for (Series D) Bondstrading on the TACT - Institutional, a uniform discount rate be determined for the (Series D) Bonds in accordance with formula weighting the different discount rates in that series, if any.following provisions will apply:

Appears in 1 contract

Samples: Elbit Medical Imaging LTD

Time is Money Join Law Insider Premium to draft better contracts faster.