SALE OF THE DEBENTURES Sample Clauses

SALE OF THE DEBENTURES. The Company proposes to issue one or more series of debentures pursuant to the provisions of an Indenture dated as of November 1, 1993, as amended and supplemented by the First Supplemental Indenture dated as of January 1, 1998 (as amended and supplemented, the "Indenture"), between the Company and The Bank of New York, as successor trustee to NationsBank of Georgia, National Association (the "Trustee"). In a supplemental indenture to the Indenture, a resolution of the Board of Directors of the Company or an officers' certificate pursuant to a supplemental indenture or board resolution specifically authorizing each new series of debentures, the Company will designate the title of each new series of debentures, and the aggregate principal amount, date or dates of maturity, dates for payment and rate of interest, redemption dates, prices, obligations and restrictions, if any, and any other terms with respect to each such series.
Sample 1Sample 2Sample 3See All (6)
AutoNDA by SimpleDocs
SALE OF THE DEBENTURES. The Company proposes to issue one or more series of debentures pursuant to the provisions of an Indenture dated as of April 1, 1994, as amended and supplemented by the First Supplemental Indenture dated as of April 15, 1996 (as amended and supplemented, the "Indenture"), between the Company and U.S. Bank Trust National Association (formerly known as First Trust of California, National Association), as successor trustee to Bank of America National Trust and Savings Association (the "Trustee"). In a supplemental indenture to the Indenture, a resolution of the Board of Directors of the Company or an officers' certificate pursuant to a supplemental indenture or board resolution specifically authorizing each new series of debentures, the Company will designate the title of each new series of debentures, and the aggregate principal amount, date or dates of maturity, dates for payment and rate of interest, redemption dates, prices, obligations and restrictions, if any, and any other terms with respect to each such series.
Sample 1Sample 2See All (6)
SALE OF THE DEBENTURES. The Company proposes to issue one or more series of debentures pursuant to the provisions of an Indenture dated as of June 15, 2001 (the "Indenture"), between the Company and The Chase Manhattan Bank (the "Trustee"). In a supplemental indenture to the Indenture, a resolution of the Board of Directors of the Company or an officers' certificate pursuant to a supplemental indenture or board resolution specifically authorizing each new series of debentures, the Company will designate the title of each new series of debentures, and the aggregate principal amount, date or dates of maturity, dates for payment and rate of interest, redemption dates, prices, obligations and restrictions, if any, and any other terms with respect to each such series.
Sample 1Sample 2Sample 3See All (5)
SALE OF THE DEBENTURES. The Company proposes to issue one or more series of debentures pursuant to the provisions of an Indenture dated as of January 1, 1994, as amended and supplemented by the First Supplemental Indenture dated as of May 1, 1996 (as amended and supplemented, the "Indenture"), between the Company and The First National Bank of Chicago (the "Trustee"). In a supplemental indenture to the Indenture, a resolution of the Board of Directors of the Company or an officers' certificate pursuant to a supplemental indenture or board resolution specifically authorizing each new series of debentures, the Company will designate the title of each new series of debentures, and the aggregate principal amount, date or dates of maturity, dates for payment and rate of interest, redemption dates, prices, obligations and restrictions, if any, and any other terms with respect to each such series.
Sample 1Sample 2Sample 3See All (4)
SALE OF THE DEBENTURES. The Company proposes to issue one or more series of debentures pursuant to the provisions of an Indenture dated as of December 1, 2001 (the "Indenture"), between the Company and JPMorgan Chase Bank (the "Trustee"). In a supplemental indenture to the Indenture, a resolution of the Board of Directors of the Company or an officers' certificate pursuant to a supplemental indenture or board resolution specifically authorizing each new series of debentures, the Company will designate the title of each new series of debentures, and the aggregate principal amount, date or dates of maturity, dates for payment and rate of interest, redemption dates, prices, obligations and restrictions, if any, and any other terms with respect to each such series.
Sample 1
SALE OF THE DEBENTURES. The Company proposes to issue one or more series of debentures pursuant to the provisions of an Indenture dated as of November 1, 1993, as amended and supplemented by the First Supplemental Indenture dated as of January 1, 1998 (as amended and supplemented, the "Indenture"), between the Company and The Bank of New York, as successor trustee to NationsBank of Georgia, National Association (the "Trustee"). In a supplemental indenture to the Indenture, a resolution of the Board of Directors of the Company or an officers' certificate pursuant to a supplemental indenture or board resolution specifically authorizing each new series of debentures, the Company will designate the title of each new series of debentures, and the aggregate principal amount, date or dates of maturity, dates for payment and rate of interest, redemption dates, prices, obligations and restrictions, if any, and any other terms with respect to each such series. The Company has filed with the Securities and Exchange Commission (the "Commission") under the Securities Act of 1933, as amended (the "Act"), registration statement No. 333-43507 relating to $400,000,000 of the Company's debentures registered thereunder (the amount remaining unsold thereunder, from time to time, is hereinafter referred to as the "Debentures"), including a prospectus which relates to the Debentures, and has filed with, or transmitted for filing to, the Commission (or will promptly after the sale so file or transmit for filing) a prospectus supplement specifically relating to a particular series of Debentures (such particular series being hereinafter referred to as the "New Debentures") pursuant to Rule 424(b) under the Act ("Rule 424(b)").
Sample 1
SALE OF THE DEBENTURES. Upon the basis of the representations and warranties, and subject to the terms and conditions set forth in this Agreement, the Issuer covenants and agrees to sell and the Holder agrees to purchase the Initial Debenture upon execution of this Agreement and the Second Debenture upon the effective date (the "Effective Date") of the Company's Registration Statement on Form S-3 (Registration No. 333-68327), provided such Effective Date occurs on or before October 1, 1999.
Sample 1
AutoNDA by SimpleDocs
SALE OF THE DEBENTURES. At Closing YA Global shall sell, and Resurgence Partners will purchase, the Assigned Debentures. The terms of such sale shall be as set forth in the Non-Recourse Assignment between Resurgence Partners and YA Global of even date herewith, which shall provide for the ownership of the Assigned Debentures by Resurgence Partners contemporaneously with the Closing. YA Global shall have three (3) days from the date of the Closing to physically deliver the assigned debentures to Resurgence Partners. In the event that such assigned debentures are not delivered in accordance with this section 5 YA Global authorizes the Company to cancel the Assigned Debentures and reissue replacement debentures that are consistent with this Agreement.
Sample 1

Related to SALE OF THE DEBENTURES

  • Purchase and Sale of Convertible Debentures 5 2.1 Purchase and Sale; Purchase Price..........................................................................5 2.2 Execution and Delivery of Documents; the Closing...........................................................6 2.3 The Post-Closing...........................................................................................7

  • Sale of the Notes (a) Except as contemplated by the second following sentence, each Note Holder agrees that it will not sell, assign, transfer, pledge, syndicate, hypothecate, contribute, encumber or otherwise dispose of all or any portion of its respective Note (a “Transfer”) except to a Qualified Institutional Lender in accordance with the terms of this Agreement. Promptly after the Transfer (other than a Transfer to a Securitization Trust), the non-transferring Note Holder(s) shall be provided with (x) a representation from a transferee or the applicable Note Holder certifying that such transferee is a Qualified Institutional Lender (except in the case of a Transfer in accordance with the immediately following sentence) and (y) a copy of the assignment and assumption agreement referred to in Section 15. If a Note Holder intends to Transfer its respective Note, or any portion thereof, to an entity that is not a Qualified Institutional Lender, it must first (a) obtain the consent of each non-transferring Note Holder and (b) if such non-transferring Note Holder’s Note is held in a Securitization Trust, obtain a Rating Agency Confirmation from each Rating Agency then rating the securities of such Securitization Trust. Notwithstanding the foregoing, without the non-transferring Note Holder’s prior consent (which will not be unreasonably withheld), and, if such non-transferring Note Holder’s Note is held in a Securitization Trust, until a Rating Agency Confirmation is obtained, no Note Holder shall Transfer all or any portion of its Note (or a participation interest in such Note) to a Borrower Party and any such Transfer made without the prior consent of the non-transferring Note Holder and Rating Agency Confirmation (if such non-transferring Note Holder’s Note is held in a Securitization Trust), shall be absolutely null and void and shall vest no rights in the purported transferee; provided that for the avoidance of doubt, transfers of any securities backed by a Note held in a Securitization Trust will not be subject to the foregoing requirement and such transfers shall be governed by the terms of the Lead Securitization Servicing Agreement or any related Non-Lead Securitization Servicing Agreement, as applicable. The transferring Note Holder agrees that it shall pay the expenses of the non-transferring Note Holder (including all expenses of the Master Servicer, the Special Servicer, the Trustee and any Controlling Note Holder or Controlling Note Holder Representative) and all expenses relating to any Rating Agency Confirmation in connection with any such Transfer. Notwithstanding the foregoing, each Note Holder shall have the right, without the need to obtain the consent of the other Note Holder or of any other Person or having to provide any Rating Agency Confirmation, to Transfer 49% or less (in the aggregate) of its beneficial interest in a Note. None of the provisions of this Section 14(a) shall apply in the case of (1) a sale of all of the Notes together, in accordance with the terms and conditions of the Lead Securitization Servicing Agreement or (2) a transfer by the Special Servicer, in accordance with the terms and conditions of the Lead Securitization Servicing Agreement, of the Mortgage Loan or the Mortgaged Property, upon the Mortgage Loan becoming a Defaulted Loan to a single member limited liability or limited partnership, 100% of the equity interest in which is owned directly or indirectly, through one or more single member limited liability companies or limited partnerships, by the Lead Securitization Trust.

  • Purchase and Sale of the Notes (a) The Issuer agrees to issue and sell the Notes to the several Underwriters as provided in this Agreement, and each Underwriter, on the basis of the representations, warranties and agreements set forth herein and subject to the conditions set forth herein, agrees, severally and not jointly, to purchase from the Issuer the respective principal amount of Notes set forth opposite such Underwriter’s name in Schedule 1 hereto at a price equal to [ ]% of the principal amount of the Notes, plus accrued interest, if any, from [ ], [ ], to the Closing Date (as defined below).

  • The Debentures SECTION 2.01.

  • Purchase of Convertible Debentures Subject to the satisfaction (or waiver) of the terms and conditions of this Agreement, each Buyer agrees, severally and not jointly, to purchase at Closing (as defined herein below) and the Company agrees to sell and issue to each Buyer, severally and not jointly, at Closing, Convertible Debentures in amounts corresponding with the Subscription Amount set forth opposite each Buyer's name on Schedule I hereto. Upon execution hereof by a Buyer, the Buyer shall wire transfer the Subscription Amount set forth opposite his name on Schedule I in same-day funds or a check payable to "Wachovia, N.A., as Escrow Agent for MobilePro Corp.,/ Cornell Capital Partners, LP ", which Subscription Amount shall be held in escrow pursuant to the terms of the Escrow Agreement (as hereinafter defined) and disbursed in accordance therewith. Notwithstanding the foregoing, a Buyer may withdraw his Subscription Amount and terminate this Agreement as to such Buyer at any time after the execution hereof and prior to Closing (as hereinafter defined).

  • Purchase and Sale of Debentures and Warrants Subject to the satisfaction (or waiver) of the terms and conditions of this Agreement, each Buyer agrees to purchase, at the Closing, and the Company agrees to sell and issue to each Buyer, at the Closing, in exchange for such Buyer’s portion of the Purchase Price, Debentures and Warrants in the amounts, set forth on such Buyer’s signature page hereto.

  • Purchase and Sale of Notes and Warrants (a) Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, secured convertible promissory notes in the aggregate principal amount of up to Three Million Five Hundred Thousand Dollars ($3,500,000), convertible into shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), in substantially the form attached hereto as Exhibit B (the “Notes”). The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the “Securities Act”), including Regulation D (“Regulation D”), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.

  • Purchase of Notes and Warrants On the Closing Date (as defined below), the Company shall issue and sell to each Buyer and each Buyer severally agrees to purchase from the Company such principal amount of Notes and number of Warrants as is set forth immediately below such Buyer's name on the signature pages hereto.

  • Sale of Notes and Securitization Borrower acknowledges and agrees that the Lender may sell all or any portion of the Loan and the Loan Documents, or issue one or more participations therein, or consummate one or more private or public securitizations of rated single- or multi-class securities (the “Securities”) secured by or evidencing ownership interests in all or any portion of the Loan and the Loan Documents or a pool of assets that include the Loan and the Loan Documents (such sales, participations and/or securitizations, collectively, a “Securitization”). At the request of Lender, and to the extent not already required to be provided by Borrower under this Agreement, Borrower shall use reasonable efforts to provide information not in the possession of Lender or which may be reasonably required by Lender in order to satisfy the market standards to which Lender customarily adheres or which may be reasonably required by prospective investors and/or the Rating Agencies in connection with any such Securitization including, without limitation, to:

  • Purchase and Sale of the Note Subject to the terms and conditions of this Agreement, and in reliance upon the representations and warranties set forth in this Agreement, you agree to purchase from the Company, and the Company agrees to issue and sell to you, a Note, in the aggregate principal amount of not less than $100,000, you have designated on the signature page of this Agreement, upon delivery by you, at or prior to the Closing Date, of the purchase price specified in Section 3. The Company will initially issue to you one Note registered in your name and payable to you in the aggregate principal amount of the Note being purchased by you.

Time is Money Join Law Insider Premium to draft better contracts faster.