Prior Notes Sample Clauses
The "Prior Notes" clause establishes the status and treatment of any promissory notes or debt instruments issued before the current agreement. It typically clarifies whether these earlier notes remain outstanding, are to be converted, or are superseded by the new agreement, and may specify the terms under which such prior notes are addressed. This clause ensures that all parties have a clear understanding of how previous financial obligations are handled, preventing confusion or disputes regarding overlapping or conflicting debt instruments.
Prior Notes. ▇▇▇▇▇▇▇▇ acknowledges and agrees that this Note, together with the other Notes, re-evidences existing indebtedness of certain Borrowers to Agent and this Note, together with the other Notes, is given in substitution of, and not as payment for, all prior notes evidencing such indebtedness and shall not be deemed a novation thereof.
Prior Notes. Borrower acknowledges and agrees that this Note, ----------- together with Revolving and Term Facility Note B, re-evidences the indebtedness previously evidenced by the Line Note, the Term Note, the New Term Note and the Nobel Note and is given in substitution of, and not as payment for, the Line Note, the Term Note and the New Term Note and shall not be deemed a novation thereof.
Prior Notes. The Borrower agrees and acknowledges that the indebtedness of the Borrower evidenced by the Original Shaar Note and the Milford Note (together, the "Prior Notes") remains outstanding as of the date hereof, and this Convertible Secured Note: (a) is exchanged for and re-evidences the indebtedness evidenced by the Prior Notes; (b) is given in substitution for, and not in payment of the Prior Notes; and (c) is not intended to discharge or constitute a novation of the Prior Notes. [Signature Page Follows]
Prior Notes. The parties hereby acknowledge and agree that upon delivery of the Term Note A to Lender, the 2010 Term Note A shall automatically be cancelled without any additional action required by any party hereto. The parties hereby acknowledge and agree that upon delivery of the Revolving Note, the 2010 Revolving Loan shall automatically be cancelled without any additional action required by any party hereto.
Prior Notes. Effective upon Closing, all obligations under the Prior Notes are hereby released and discharged, and the Prior Notes shall be deemed repaid and cancelled.
Prior Notes. Concurrently with the execution of this Mortgage, Mortgagor, and other co-borrowers are executing and delivering, in exchange for the Prior Notes, a Consolidated, Amended and Restated Promissory Note of even date herewith (the “Note”), in favor of Mortgagee in the principal sum of $4,639,600. Such exchange of the Prior Notes shall not be deemed, under any circumstances, an extinguishment or cancellation of the indebtedness evidenced by the Prior Notes or the creation or substitution of new indebtedness, it being agreed that such Note shall merely be evidence of the indebtedness theretofore evidenced by the Prior Notes. All debts evidenced by the Prior Notes are combined and consolidated by the Note to constitute one joint indebtedness in the principal sum of $4,639,600 together with interest thereon. The manner and time for payment and the other terms and provisions of the Prior Notes are modified, amended, restated and supplanted in their entirety by the Note. Notwithstanding the fact that the maximum principal sum of the Note is $4,639,600, the maximum principal indebtedness secured by this Mortgage shall be limited as set forth in Section 10.4 hereof.
Prior Notes. Simultaneously with the satisfaction of the Conditions of Effectiveness set forth in Section 3 hereof, each Lender which was a party to the Credit Agreement prior to this Third Amendment (other than TCB) shall return its prior Revolving Loan Note to Administrative Lender marked "Renewed" or words of similar import.
Prior Notes. The Prior Notes are hereby extinguished and replace by Term Note I, term Note II and the Revolving Note and Term Note I, Term Note II and the Revolving Note constitute the only indebtedness currently owed to Lender.
Prior Notes. This Note is given in replacement of and in substitution for the Subordinated Secured Convertible Promissory Note between the Holder and the Company dated February 6, 2023 having a principal amount of USD $6,000,000, the Subordinated Secured Convertible Promissory Note between the Holder and the Company dated March 29, 2023 having a principal amount of USD $900,000 (collectively, the “Prior Notes”). Effective upon the issuance of this Note, all obligations under the Prior Notes shall be released and discharged, and the Prior Notes shall be deemed repaid and cancelled.
Prior Notes. Except as required by Section 2.3, each Purchaser hereby acknowledges that Prior Notes may remain outstanding subsequent to the Final Closing. To the extent that Prior Notes remain outstanding subsequent to the Final Closing or the Company issues new debt or convertible debt securities in an Alternative Transaction, each Purchaser hereby agrees that the Company is permitted to make to such holder (and such holder is permitted to receive) payment of (i) the principal amount of such Prior Notes, and all interest thereon, as and when required pursuant to the terms of such Prior Notes and (ii) the principal amount of new debt or convertible debt securities issued in an Alternative Transaction, and all interest thereon, as and when required pursuant to the terms of such new debt or convertible debt securities.