NOTE ISSUE Sample Clauses

A NOTE ISSUE clause defines the terms and conditions under which notes, typically debt securities, are issued by an entity. It outlines key details such as the amount, interest rate, maturity date, and any covenants or restrictions associated with the notes. For example, it may specify the process for issuing additional notes or the rights of noteholders in certain situations. The core function of this clause is to provide a clear framework for the issuance and management of notes, ensuring both the issuer and investors understand their rights and obligations, and reducing the risk of disputes.
NOTE ISSUE. 73 8.1.13 Covenant to Grant Liens in Pledged Collateral.... 74 8.2
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NOTE ISSUE. Within six (6) months after the Closing Date, the Company will refinance (the "REQUIRED NOTE REFINANCING") the outstanding amounts under the Note Issue existing on the Closing Date, provided that (i) the principal amount of the Required Note Refinancing shall not exceed $200,000,000.00, (ii) such Required Note Refinancing shall not provide for any rights to obtain collateral security except on a pari passu basis with the Agent and the Banks hereunder (and to the extent that, on the effective date of such Required Note Refinancing, the Lien Creation Date has occurred and the Lien Release Date has not subsequently occurred (so that the Pledge Agreement is then effective) the trustee under the Required Note Refinancing on behalf of the noteholders shall, on or before such effective date, enter into the Collateral Sharing Agreement with the Agent in a form acceptable to the Agent and the Agent is hereby authorized to negotiate, make appropriate revisions to (in its discretion) and enter into such Collateral Sharing Agreement on behalf of the Banks), (iii) the warranties and covenants contained in the agreements governing such Required Note Refinancing shall not be more restrictive than those contained in this Agreement, and (iv) the maturity date of such Required Note Refinancing shall not be earlier than 6 months following the Expiration Date.
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NOTE ISSUE. 2.1 The Issuer seeks to obtain the relevant (back-filled) funding for the Project, by issuing the Notes pursuant to these Terms and Conditions (the “Issuance”), the terms of which are attached hereto in Annex I. 2.2 Lendahand has a license from the AFM (Autoriteit Financiële Markten) to execute orders and to place financial instruments. Lendahand will place the Project on its website, ultimately allowing Investors to invest in the Notes. 2.3 The Issuer issues the Notes in accordance with these Terms and Conditions. The Investors are assumed to have taken note of and are bound by these Terms and Conditions. 2.4 The total amount of the offer and issue of the Notes is as stated in ▇▇▇▇▇ ▇. 2.5 Each Note has a denomination of EUR 50. 2.6 The Issuer may, at its sole discretion redeem (part of) the Notes earlier by early repayment(s) in accordance with Article 4. 2.7 The Notes will be solely offered in countries of the EEA, where the offer is made in accordance with the laws of such EEA country and Lendahand is authorised to execute orders made from potential Investors in such EEA country. The Notes cannot and will not be offered in any country outside of the EEA and may not be sold or resold to Investors who are resident or citizens of other countries, such as the United States of America as set forth in ▇▇▇▇▇ ▇▇. 2.8 The Notes will be held in accordance with the Giro Act where Lendahand acts as intermediary (intermediair) under the Giro Act. Lendahand is the holder of the collective depot (verzameldepot) of the Notes and the Issuer will treat Lendahand as the recordholder of the Notes. 2.9 In case of a sale of Notes from one Investor to another Investor, taking into account restrictions on sales, if any, the Notes will be delivered in accordance with the Giro Act and in accordance with the terms and conditions of Lendahand for the Investors. 2.10 Notes do not give right to ownership, voting rights or meeting rights. 2.11 The terms and conditions of Lendahand for Investors contain provisions on the Notes. In case of a discrepancy between such terms and conditions and these Terms and Conditions, these Terms and Conditions will prevail insofar it concerns the Issuer and/or the Notes.
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NOTE ISSUE. As of September 30, 2018, the Company issued 66 notes convertible into shares (OCA) to Yorkville for an overall nominal value of €6.6 million (see Note 9.3.4.1). 10 OCA have been converted, i.e.56 OCA remain to be converted as at September 30, 2018. Notes convertible into shares (OCA) do not carry interest and shall be redeemed at par value. However, in the event of default, each OCA in force will carry interest equal to 15% per annum (redeemed in cash as of the occurrence of any default until the date (i) the default is remedied or (ii) the OCA concerned is redeemed or converted). In addition, the Company has the option, at any time and in its sole discretion, to redeem in cash up to 50% of the notes not yet converted into shares upon the exercise of this call option, for a price equal to 110% of the nominal value of the said notes. In accordance with IAS 32, notes convertible into shares (OCA) are financial instruments measured at fair value through the statement of operations. At the time of issue, notes convertible into shares (OCA) are recognized at nominal (par) value. They are subscribed at 98% of par. The remaining 2% is recognized under other financial expenses. At each conversion, the difference between the carrying amount of the notes convertible into shares (OCA) and their fair value, calculated using the average volume-weighted TxCell S.A. share price for the last ten trading days prior to the conversion, is recognized under other financial expenses. Notes convertible into shares (OCA) not converted at closing are revalued at fair value through the statement of equity under other financial expenses, using the average volume-weighted TxCell S.A. share price for the last ten trading days prior to year-end. This is a level 2 measurement (see Note 7.1). For the OCA redeemable at the request of the Company, i.e. 50% of unconverted OCA at closing, the fair value is capped at the amount at which it could be repaid, i.e. 110% of their nominal value. As of September 30, 2018, the financial expenses recorded for OCA amounted to €624 thousand. These financial expenses result from IFRS accounting treatments that have no impact on the Company's cash position. Share warrants (BSA) are recognized as zero, as the fair value of these instruments cannot be reliably measured given the very many criteria to be taken into account and their uncertainty. Note 10.4 : RTC pre-financing During the first half of 2018, the Company obtained an additional pre-financing for...
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Related to NOTE ISSUE

  • Depositor Structured Asset Securities Corporation, a Delaware corporation having its principal place of business in New York, or its successors in interest.

  • The Transferor 5.1 warrants to the Transferee that it has full power to enter into this Transfer Certificate and has taken all corporate action necessary to authorise it to do so; 5.2 warrants to the Transferee that this Transfer Certificate is binding on the Transferor under the laws of England, the country in which the Transferor is incorporated and the country in which its lending office is located; and 5.3 agrees that it will, at its own expense, execute any documents which the Transferee reasonably requests for perfecting in any relevant jurisdiction the Transferee’s title under this Transfer Certificate or for a similar purpose.

  • Depositor as Certificateholder The Depositor in its individual or any other capacity may become the owner or pledgee of Certificates and may otherwise deal with the Owner Trustee or its Affiliates as if it were not the Depositor.

  • TRUST SECURITIES CERTIFICATES 23 SECTION 5.1 Initial Ownership........................................................... 23 SECTION 5.2 The Trust Securities Certificates........................................... 23 SECTION 5.3 Execution and Delivery of Trust Securities Certificates..................... 24 SECTION 5.4 Registration of Transfer and Exchange of Preferred Securities Certificates..................................................... 24 SECTION 5.5 Mutilated, Destroyed, Lost or Stolen Trust Securities Certificates................................................................ 25 SECTION 5.6 Persons Deemed Holders...................................................... 25 SECTION 5.7 Access to List of Holders' Names and Addresses.............................. 25 SECTION 5.8 Maintenance of Office or Agency............................................. 25 SECTION 5.9 Appointment of Paying Agent................................................. 26 SECTION 5.10 Ownership of Common Securities by Depositor................................. 26

  • Statements to Certificateholders; Statements to Rating Agencies; Exchange Act Reporting (a) Concurrently with each distribution charged to the Certificate Account and with respect to each Distribution Date the Master Servicer shall forward to the Trustee and the Trustee shall either forward by mail or make available to each Holder and the Company, via the Trustee's internet website, a statement (and at its option, any additional files containing the same information in an alternative format) setting forth information as to each Class of Certificates, the Mortgage Pool and, if the Mortgage Pool is comprised of two or more Loan Groups, each Loan Group, to the extent applicable. This statement will include the information set forth in an exhibit to the Series Supplement. Such exhibit shall set forth the Trustee's internet website address together with a phone number. The Trustee shall mail to each Holder that requests a paper copy by telephone a paper copy via first class mail. The Trustee may modify the distribution procedures set forth in this Section provided that such procedures are no less convenient for the Certificateholders. The Trustee shall provide prior notification to the Company, the Master Servicer and the Certificateholders regarding any such modification. In addition, the Master Servicer shall provide to any manager of a trust fund consisting of some or all of the Certificates, upon reasonable request, such additional information as is reasonably obtainable by the Master Servicer at no additional expense to the Master Servicer. Also, at the request of a Rating Agency, the Master Servicer shall provide the information relating to the Reportable Modified Mortgage Loans substantially in the form attached hereto as Exhibit Q to such Rating Agency within a reasonable period of time; provided, however, that the Master Servicer shall not be required to provide such information more than four times in a calendar year to any Rating Agency. (b) Within a reasonable period of time after the end of each calendar year, the Master Servicer shall prepare, or cause to be prepared, and shall forward, or cause to be forwarded, to each Person who at any time during the calendar year was the Holder of a Certificate, other than a Class R Certificate, a statement containing the information set forth in clauses (i) and (ii) of the exhibit to the Series Supplement referred to in subsection (a) above aggregated for such calendar year or applicable portion thereof during which such Person was a Certificateholder. Such obligation of the Master Servicer shall be deemed to have been satisfied to the extent that substantially comparable information shall be provided by the Master Servicer pursuant to any requirements of the Code. (c) Within a reasonable period of time after the end of each calendar year, the Master Servicer shall prepare, or cause to be prepared, and shall forward, or cause to be forwarded, to each Person who at any time during the calendar year was the Holder of a Class R Certificate, a statement containing the applicable distribution information provided pursuant to this Section 4.03 aggregated for such calendar year or applicable portion thereof during which such Person was the Holder of a Class R Certificate. Such obligation of the Master Servicer shall be deemed to have been satisfied to the extent that substantially comparable information shall be provided by the Master Servicer pursuant to any requirements of the Code. (d) Upon the written request of any Certificateholder, the Master Servicer, as soon as reasonably practicable, shall provide the requesting Certificateholder with such information as is necessary and appropriate, in the Master Servicer's sole discretion, for purposes of satisfying applicable reporting requirements under Rule 144A. (e) The Master Servicer shall, on behalf of the Depositor and in respect of the Trust Fund, sign and cause to be filed with the Commission any periodic reports required to be filed under the provisions of the Exchange Act, and the rules and regulations of the Commission thereunder. In connection with the preparation and filing of such periodic reports, the Trustee shall timely provide to the Master Servicer (I) a list of Certificateholders as shown on the Certificate Register as of the end of each calendar year, (II) copies of all pleadings, other legal process and any other documents relating to any claims, charges or complaints involving the Trustee, as trustee hereunder, or the Trust Fund that are received by the Trustee, (III) notice of all matters that, to the actual knowledge of a Responsible Officer of the Trustee, have been submitted to a vote of the Certificateholders, other than those matters that have been submitted to a vote of the Certificateholders at the request of the Depositor or the Master Servicer, and (IV) notice of any failure of the Trustee to make any distribution to the Certificateholders as required pursuant to the Series Supplement. Neither the Master Servicer nor the Trustee shall have any liability with respect to the Master Servicer's failure to properly prepare or file such periodic reports resulting from or relating to the Master Servicer's inability or failure to obtain any information not resulting from the Master Servicer's own negligence or willful misconduct. Any Form 10-K filed with the Commission in connection with this Section 4.03(e) shall include a certification, signed by the senior officer in charge of the servicing functions of the Master Servicer, in the form attached as Exhibit O hereto or such other form as may be required or permitted by the Commission (the "Form 10-K Certification"), in compliance with Rules 13a-14 and 15d-14 under the Exchange Act and any additional directives of the Commission. In connection with the Form 10-K Certification, the Trustee shall provide the Master Servicer with a back-up certification substantially in the form attached hereto as Exhibit P. This Section 4.03(e) may be amended in accordance with this Agreement without the consent of the Certificateholders.