Remainder Note Clause Samples

Remainder Note. 2 REPRESENTATIVES.............................................................17
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Remainder Note. No interest shall accrue or be payable on the unpaid principal amount of the Remainder Note prior to December 31, 2000. Commencing on January 1, 2001 and provided that the Remainder Note has not been previously redeemed in accordance with Section 2.4 hereof, the Company shall pay interest on the unpaid principal amount of the Remainder Note until such principal amount shall be paid in full, at a rate equal to 10% per annum; provided, however, that any unpaid principal amount outstanding under the Remainder Note after the maturity date shall accrue interest at the rate set forth in Section 2.8 hereof. Accrued interest on the unpaid principal amount of the Remainder Note shall be payable quarterly on September 30, December 31, March 31 and June 30 of each year to the holder thereof, as determined by the reference to the Company's note registration books on the first day of relevant month when payment is due, until the Remainder Note is paid in full with the first such payment due on March 31, 2001. The Company shall make each payment under the Remainder Note not later than 12:00 noon, New York City Time, on the day when due. All computations of interest shall be made on the basis of a year of 365 or 366 days, as the case may be, in each case for the actual number of days (including the first day but excluding the last day) elapsed. Whenever any payment under the Note shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest. The Remainder Note shall mature on December 31, 2005, unless previously redeemed as set forth in Section 2.4 hereof.
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Remainder Note. Immediately after the delivery of such applicable Deposited Tokens and/or Token Proceeds, as applicable, to the Investor with respect to such Liquidation Netting in accordance with the foregoing, such portion of any remaining Liquidation Obligations outstanding in such applicable Initial Note (as defined in the Securities Purchase Agreement) of the Investor in such series (not in excess of the Investor’s Pro Rata Allocation of $7.5 million) shall automatically be exchanged into a new unsecured convertible note (each, a “Remainder Note”), with a twelve month maturity, in the form of the Initial Notes, mutatis mutandis; provided that no Exchanges (as defined in the Notes) or Netting shall occur thereunder and upon an Event of Default, Bankruptcy Event and/or Liquidation Event thereunder, as applicable, all such amounts thereunder shall become immediately due and payable in U.S. dollars, and immediately available funds, to the Investor. Notwithstanding the foregoing, any Liquidation Obligations in excess of Investor’s Pro Rata Allocation of $7.5 million not satisfied after Liquidation Netting shall be deemed to be paid in full and shall be null and void as of the time of the Company’s due issuance and delivery of the Remainder Note to the Investor.
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Related to Remainder Note

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