Common use of Physical Notes Clause in Contracts

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.09(A)) of a Holder is to be Converted pursuant to Article 5, redeemed pursuant to a Redemption or repurchased pursuant to a Repurchase Upon Fundamental Change, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding pursuant to Section 2.12 and the time such Physical Note is surrendered for such Conversion, redemption or repurchase, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.10 of the Base Indenture; and (2) in the case of a partial Conversion, redemption or repurchase, as applicable, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.02 of the Base Indenture, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so Converted, redeemed or repurchased, as applicable; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.07.

Appears in 1 contract

Sources: First Supplemental Indenture (Cogent Biosciences, Inc.)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.09(A2.11(a)) of a Holder is to be Converted pursuant to Article 5, redeemed pursuant to a Redemption V or repurchased pursuant to a Repurchase Upon Fundamental ChangeChange or Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding pursuant to Section 2.12 2.17 and the time such Physical Note is surrendered for such Conversion, redemption Conversion or repurchase, as applicable, (1) such A)such Physical Note will be cancelled pursuant to Section 2.10 of the Base Indenture2.14; and (2B) in the case of a partial Conversion, redemption Conversion or repurchase, as applicable, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.02 of the Base Indenture2.02, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so Converted, redeemed Converted or repurchased, as applicable; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.072.09.

Appears in 1 contract

Sources: Fourth Supplemental Indenture (Ramaco Resources, Inc.)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.09(A2.11(A)) of a Holder is to be Converted converted pursuant to Article 5, redeemed pursuant to a Redemption 5 or repurchased pursuant to a Repurchase Upon Fundamental ChangeChange or redeemed pursuant to a Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding pursuant to Section 2.12 2.17 and the time such Physical Note is surrendered for such Conversionconversion, redemption repurchase or repurchaseRedemption, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.10 of the Base Indenture2.14; and (2) in the case of a partial Conversion, redemption conversion or repurchase, as applicable, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.02 of the Base Indenture2.02, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so Converted, redeemed converted or repurchased, as applicable; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.072.09.

Appears in 1 contract

Sources: First Supplemental Indenture (Collegium Pharmaceutical, Inc)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.09(A2.11(A)) of a Holder is to be Converted converted pursuant to Article 5, redeemed pursuant to a Redemption 5 or repurchased pursuant to a Repurchase Upon Fundamental Change, Optional Repurchase or Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding pursuant to Section 2.12 2.18 and the time such Physical Note is surrendered for such Conversion, redemption conversion or repurchase, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.10 of the Base Indenture2.15; and (2) in the case of a partial Conversionconversion, redemption Redemption or repurchase, as applicable, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.02 of the Base Indenture2.02, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so Convertedconverted, redeemed or repurchased, as applicable; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.072.09.

Appears in 1 contract

Sources: Indenture (NRG Energy, Inc.)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.09(A2.11(A)) of a Holder is to be Converted converted pursuant to Article 5, redeemed pursuant to a Redemption 5 or repurchased pursuant to a Repurchase Upon Fundamental Change, Repurchase Upon Equity Raise Trigger or Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding pursuant to Section 2.12 2.18 and the time such Physical Note is surrendered for such Conversion, redemption conversion or repurchase, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.10 of the Base Indenture2.15; and (2) in the case of a partial Conversion, redemption conversion or repurchase, as applicable, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.02 of the Base Indenture2.02, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so Converted, redeemed converted or repurchased, as applicable; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.072.09.

Appears in 1 contract

Sources: Indenture (Biora Therapeutics, Inc.)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.09(A)2.11) of a Holder is to be Converted converted pursuant to Article 5, redeemed pursuant to a Redemption 5 or repurchased pursuant to a Repurchase Upon Fundamental Change, an Optional Repurchase or a Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding pursuant to Section 2.12 2.17 and the time such Physical Note is surrendered for such Conversion, redemption conversion or repurchase, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.10 of the Base Indenture2.14; and (2) in the case of a partial Conversionconversion, redemption Redemption or repurchase, as applicable, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.02 of the Base Indenture2.02, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so Convertedconverted, redeemed or repurchased, as applicable; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.072.09.

Appears in 1 contract

Sources: Indenture (Lucid Group, Inc.)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.09(A2.11(A)) of a Holder is to be Converted converted pursuant to Article 5, redeemed pursuant to a Redemption 5 or repurchased pursuant to a Repurchase Upon Fundamental ChangeChange or Repurchase Upon Asset Sale or subject to Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding pursuant to Section 2.12 2.18 and the time such Physical Note is surrendered for such Conversion, redemption conversion or repurchase, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.10 of the Base Indenture2.15; and (2) in the case of a partial Conversionconversion, redemption Redemption or repurchase, as applicable, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.02 of the Base Indenture2.02, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so Convertedconverted, redeemed or repurchased, as applicable; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.072.09.

Appears in 1 contract

Sources: Indenture (Edgio, Inc.)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.09(A2.11(A)) of a Holder is to be Converted converted pursuant to Article 5, redeemed pursuant to a Redemption or repurchased pursuant to a Repurchase Upon Fundamental ChangeChange or redeemed pursuant to a Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding pursuant to Section 2.12 2.18 and the time such Physical Note is surrendered for such Conversionconversion, redemption repurchase or repurchaseredemption, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.10 of the Base Indenture2.15; and (2) in the case of a partial Conversionconversion, redemption repurchase or repurchase, as applicableredemption, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.02 of the Base Indenture2.02, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so Convertedconverted, redeemed repurchased or repurchased, as applicableredeemed; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.072.09.

Appears in 1 contract

Sources: Indenture (K2m Group Holdings, Inc.)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.09(A2.11(A)) of a Holder is to be Converted converted pursuant to Article 5, redeemed pursuant to a Redemption 5 or repurchased pursuant to a Repurchase Upon Fundamental Change, Optional Repurchase or Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding pursuant to Section 2.12 2.18 and the time such Physical Note is surrendered for such Conversion, redemption conversion or repurchase, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.10 of the Base Indenture2.15; and (2) in the case of a partial Conversion, redemption conversion or repurchase, as applicable, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.02 of the Base Indenture2.02, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so Converted, redeemed converted or repurchased, as applicable; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.072.09.

Appears in 1 contract

Sources: Indenture (Opendoor Technologies Inc.)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.09(A2.10(A)) of a Holder is to be Converted pursuant to Article 5, redeemed pursuant to a Redemption or repurchased pursuant to a Repurchase Upon Fundamental Change, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding pursuant to Section 2.12 2.13 and the time such Physical Note is surrendered for such Conversion, redemption or repurchase, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.10 2.08 of the Base Indenture; and (2) in the case of a partial Conversion, redemption or repurchase, as applicable, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.02 2.04 of the Base Indenture, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so Converted, redeemed or repurchased, as applicable; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.072.08.

Appears in 1 contract

Sources: First Supplemental Indenture (Celcuity Inc.)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.09(A2.11(A)) of a Holder is to be Converted converted pursuant to Article 5, redeemed pursuant to a Redemption or repurchased pursuant to a Repurchase Upon Fundamental ChangeChange or redeemed pursuant to a Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding pursuant to Section 2.12 2.18 and the time such Physical Note is surrendered for such Conversionconversion, redemption repurchase or repurchaseRedemption, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.10 of the Base Indenture2.15; and (2) in the case of a partial Conversionconversion, redemption repurchase or repurchase, as applicableRedemption, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.02 of the Base Indenture2.02, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so Convertedconverted, redeemed repurchased or repurchased, as applicableredeemed; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.072.09.

Appears in 1 contract

Sources: Indenture (Inovio Pharmaceuticals, Inc.)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.09(A2.11(A)) of a Holder is to be Converted pursuant to Article 5, redeemed pursuant to a Redemption 5 or repurchased pursuant to a Repurchase Upon Fundamental ChangeChange or Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding pursuant to Section 2.12 2.18 and the time such Physical Note is surrendered for such Conversion, redemption Redemption or repurchase, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.10 of the Base Indenture2.15; and (2) in the case of a partial Conversion, redemption Conversion or repurchase, as applicable, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.02 of the Base Indenture2.02, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so Converted, redeemed Converted or repurchased, as applicable; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.072.09.

Appears in 1 contract

Sources: Indenture (DigitalOcean Holdings, Inc.)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.09(A2.11(A)) of a Holder is to be Converted pursuant to Article 5, redeemed pursuant to a Redemption 5 or repurchased pursuant to a an Optional Repurchase, Repurchase Upon Fundamental ChangeChange or Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding pursuant to Section 2.12 2.18 and the time such Physical Note is surrendered for such Conversion, redemption Conversion or repurchase, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.10 of the Base Indenture2.15; and (2) in the case of a partial Conversion, redemption Conversion or repurchase, as applicable, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.02 of the Base Indenture2.02, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so Converted, redeemed Converted or repurchased, as applicable; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.072.09.

Appears in 1 contract

Sources: Indenture (Avnet Inc)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section ‎Section 2.09(A)) of a Holder is to be Converted converted pursuant to Article 5, redeemed pursuant to a Redemption ‎Article 5 or repurchased pursuant to a Repurchase Upon Fundamental Change, Optional Repurchase or Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding pursuant to Section 2.12 ‎Section 2.13 and the time such Physical Note is surrendered for such Conversion, redemption conversion or repurchase, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.10 of the Base Indenture2.15; and (2) in the case of a partial Conversionconversion, redemption Redemption or repurchase, as applicable, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.02 of the Base Indenture2.02, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so Convertedconverted, redeemed or repurchased, as applicable; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section ‎Section 2.07.

Appears in 1 contract

Sources: Indenture (Verastem, Inc.)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.09(A2.11(A)) of a Holder is to be Converted converted pursuant to Article 5, redeemed pursuant to a Redemption 5 or repurchased pursuant to a Repurchase Upon Fundamental ChangeRedemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding pursuant to Section 2.12 2.18 and the time such Physical Note is surrendered for such Conversion, redemption conversion or repurchase, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.10 of the Base Indenture2.15; and (2) in the case of a partial Conversion, redemption conversion or repurchase, as applicable, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.02 of the Base Indenture2.02, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so Converted, redeemed converted or repurchased, as applicable, taking any payments of PIK Interest into account; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.072.09.

Appears in 1 contract

Sources: Indenture (Independence Contract Drilling, Inc.)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.09(A2.11(A)) of a Holder is to be Converted converted pursuant to Article 5, redeemed pursuant to a Redemption 5 or repurchased pursuant to a Repurchase Upon Fundamental ChangeChange or Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding pursuant to Section 2.12 2.17 and the time such Physical Note is surrendered for such Conversionconversion, redemption Redemption or repurchase, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.10 of the Base Indenture2.14; and (2) in the case of a partial Conversionconversion, redemption Redemption or repurchase, as applicable, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.02 of the Base Indenture2.02, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so Converted, redeemed converted or repurchased, as applicable; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.072.09.

Appears in 1 contract

Sources: Indenture (Luminar Technologies, Inc./De)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.09(A2.11(A)) of a Holder is to be Converted pursuant to Article 5, redeemed pursuant to a Redemption 5 or repurchased pursuant to a Repurchase Upon Fundamental Change, Optional Repurchase or Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be outstanding pursuant to Section 2.12 2.17 and the time such Physical Note is surrendered for such Conversion, redemption Conversion or repurchase, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.10 of the Base Indenture2.14; and (2) in the case of a partial Conversion, redemption Conversion or repurchase, as applicable, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.02 of the Base Indenture2.02, one or more Physical Notes that (x) are in Authorized Denominations and have an aggregate principal amount equal to the principal amount of such Physical Note that is not to be so Converted, redeemed Converted or repurchased, as applicable; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.072.09.

Appears in 1 contract

Sources: First Supplemental Indenture (Cipher Mining Inc.)