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 2.08(A)) of a Holder is to be converted pursuant to Article 5, repurchased pursuant to a Repurchase Upon Fundamental Change 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 2.10 and the time such Physical Note is surrendered for such conversion, repurchase or redemption, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.08 of the Base Indenture; and (2) in the case of a partial conversion, repurchase or redemption, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 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, repurchased or redeemed; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.06.

Appears in 2 contracts

Samples: First Supplemental Indenture (Inseego Corp.), Cytokinetics, Incorporated (Cytokinetics Inc)

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Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.08(A)) of a Holder is to be converted pursuant to Article 5, repurchased pursuant to a Repurchase Upon Fundamental Change 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 2.10 and the time such Physical Note is surrendered for such conversion, repurchase or redemption, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.08 of the Base Indenture; and (2) in the case of a partial conversion, repurchase conversion or redemptionrepurchase, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 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, repurchased converted or redeemedrepurchased; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.06.

Appears in 1 contract

Samples: Tilray Brands, Inc.

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.08(A2.11(A)) of a Holder is to be converted pursuant to Article 5, repurchased pursuant to a Repurchase Upon Fundamental Change 5 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 outstanding pursuant to Section 2.10 2.18 and the time such Physical Note is surrendered for such conversion, repurchase conversion or redemptionrepurchase, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.08 of the Base Indenture2.15; and (2) in the case of a partial conversionconversion or repurchase, repurchase or redemptionas applicable, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.04 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 or repurchased, repurchased or redeemedas 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 2.062.09.

Appears in 1 contract

Samples: Indenture (Independence Contract Drilling, Inc.)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.08(A)) of a Holder is to be converted pursuant to Article 5, repurchased pursuant to a Repurchase Upon Fundamental Change 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 2.10 and the time such Physical Note is surrendered for such conversion, repurchase or redemption, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.08 of the Base Indenture; and (2) in the case of a partial conversion, repurchase conversion or redemptionrepurchase, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 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, repurchased or redeemed; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.06.

Appears in 1 contract

Samples: Indenture (Retrophin, Inc.)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.08(A‎Section 2.09(A)) of a Holder is to be converted pursuant to Article 5, ‎Article 5 or repurchased pursuant to a Repurchase Upon Fundamental Change Change, Optional Repurchase 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 outstanding pursuant to Section 2.10 ‎Section 2.13 and the time such Physical Note is surrendered for such conversion, repurchase conversion or redemptionrepurchase, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.08 of the Base Indenture2.15; and (2) in the case of a partial conversion, repurchase Redemption or redemptionrepurchase, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.04 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, repurchased redeemed or redeemedrepurchased; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.06‎Section 2.07.

Appears in 1 contract

Samples: Indenture (Verastem, Inc.)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.08(A2.11(A)) of a Holder is to be converted pursuant to Article 5, 5 or repurchased pursuant to a Repurchase Upon Fundamental Change 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 outstanding pursuant to Section 2.10 2.18 and the time such Physical Note is surrendered for such conversion, repurchase conversion or redemptionrepurchase, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.08 of the Base Indenture2.15; and (2) in the case of a partial conversionconversion or repurchase, repurchase or redemptionas applicable, the Company will issue, execute and 20090164 |US-DOCS\140348310.5|| | 12:50| deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.04 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 or repurchased, repurchased or redeemedas applicable; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.062.09.

Appears in 1 contract

Samples: Stem, Inc.

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.08(A2.11(A)) of a Holder is to be converted pursuant to Article 5, repurchased pursuant to a Repurchase Upon Fundamental Change 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 outstanding pursuant to Section 2.10 2.18 and the time such Physical Note is surrendered for such conversion, repurchase or redemptionRedemption, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.08 of the Base Indenture2.15; and (2) in the case of a partial conversion, repurchase or redemptionRedemption, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.04 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, repurchased or redeemed; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.062.09.

Appears in 1 contract

Samples: Indenture (Inovio Pharmaceuticals, Inc.)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.08(A2.11(A)) of a Holder is to be converted pursuant to Article 5, 5 or repurchased pursuant to a Repurchase Upon Fundamental Change 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 outstanding pursuant to Section 2.10 2.17 and the time such Physical Note is surrendered for such conversion, repurchase or redemptionRedemption, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.08 of the Base Indenture2.14; and (2) in the case of a partial conversion, repurchase Redemption or redemptionrepurchase, as applicable, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.04 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, repurchased redeemed or redeemedrepurchased, as applicable; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.06.2.09. (ii)

Appears in 1 contract

Samples: Xeris Biopharma Holdings, Inc.

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.08(A2.11(A)) of a Holder is to be converted pursuant to Article 5, 5 or repurchased pursuant to a Repurchase Upon Fundamental Change 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 outstanding pursuant to Section 2.10 2.17 and the time such Physical Note is surrendered for such conversion, repurchase or redemptionRedemption, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.08 of the Base Indenture2.14; and (2) in the case of a partial conversion, repurchase conversion or redemptionrepurchase, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.04 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, repurchased converted or redeemedrepurchased; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.062.09.

Appears in 1 contract

Samples: Indenture (Collegium Pharmaceutical, Inc)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.08(A2.11(A)) of a Holder is to be converted pursuant to Article 5, 5 or repurchased pursuant to a Repurchase Upon Fundamental Change or redeemed pursuant Repurchase Upon Asset Sale or subject to a Redemption, then, promptly after the later of the time such Physical Note (or such portion) is deemed to cease to be Outstanding outstanding pursuant to Section 2.10 2.18 and the time such Physical Note is surrendered for such conversion, repurchase conversion or redemptionrepurchase, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.08 of the Base Indenture2.15; and (2) in the case of a partial conversion, repurchase Redemption or redemptionrepurchase, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.04 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, repurchased redeemed or redeemedrepurchased; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.062.09.

Appears in 1 contract

Samples: Indenture (Edgio, Inc.)

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Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.08(A2.11(A)) of a Holder is to be converted pursuant to Article 5, 5 or repurchased pursuant to a Repurchase Upon Fundamental Change 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 outstanding pursuant to Section 2.10 2.18 and the time such Physical Note is surrendered for such conversion, conversion or such repurchase pursuant to a Xxxxxxxxxx Xxxx Xxxxxxxxxxx Change or redemptionRedemption, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.08 of the Base Indenture2.15; and (2) in the case of a partial conversion, repurchase Redemption or redemptionrepurchase, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.04 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, repurchased redeemed or redeemedrepurchased; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.062.09.

Appears in 1 contract

Samples: National Vision Holdings, Inc.

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.08(A2.09(A)) of a Holder is to be converted pursuant to Article 5, 5 or repurchased pursuant to a Repurchase Upon Fundamental Change Change, Optional Repurchase 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 outstanding pursuant to Section 2.10 2.13 and the time such Physical Note is surrendered for such conversion, repurchase conversion or redemptionrepurchase, as ​ ​ applicable, (1) such Physical Note will be cancelled pursuant to Section 2.08 2.12 of the Base Indenture; and (2) in the case of a partial conversion, repurchase Redemption or redemptionrepurchase, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.04 2.3 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, repurchased redeemed or redeemedrepurchased; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.062.07.

Appears in 1 contract

Samples: Verastem, Inc.

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.08(A2.11(A)) of a Holder is to be converted pursuant to Article 5, repurchased pursuant to a Repurchase Upon Fundamental Change 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 outstanding pursuant to Section 2.10 2.18 and the time such Physical Note is surrendered for such conversion, repurchase or redemption, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.08 of the Base Indenture2.15; and (2) in the case of a partial conversion, repurchase or redemption, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.04 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, repurchased or redeemed; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.062.09.

Appears in 1 contract

Samples: K2m Group Holdings, Inc.

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.08(A2.11(A)) of a Holder is to be converted pursuant to Article 5, 5 or repurchased pursuant to a Repurchase Upon Fundamental Change Change, Optional Repurchase 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 outstanding pursuant to Section 2.10 2.18 and the time such Physical Note is surrendered for such conversion, repurchase conversion or redemptionrepurchase, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.08 of the Base Indenture2.15; and (2) in the case of a partial conversion, repurchase Redemption or redemptionrepurchase, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.04 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, repurchased redeemed or redeemedrepurchased; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.062.09.

Appears in 1 contract

Samples: Indenture (NRG Energy, Inc.)

Physical Notes. If a Physical Note (or any portion thereof that has not theretofore been exchanged pursuant to Section 2.08(A2.09(A)) of a Holder is to be converted pursuant to Article 5, 5 or repurchased pursuant to a Repurchase Upon Fundamental Change Change, Optional Repurchase 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 outstanding pursuant to Section 2.10 2.13 and the time such Physical Note is surrendered for such conversion, repurchase conversion or redemptionrepurchase, as applicable, (1) such Physical Note will be cancelled pursuant to Section 2.08 2.12 of the Base Indenture; and (2) in the case of a partial conversion, repurchase Redemption or redemptionrepurchase, the Company will issue, execute and deliver to such Holder, and the Trustee will authenticate, in each case in accordance with Section 2.04 2.3 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, repurchased redeemed or redeemedrepurchased; (y) are registered in the name of such Holder; and (z) bear each legend, if any, required by Section 2.062.07.

Appears in 1 contract

Samples: Verastem, Inc.

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