The Structured Notes Clause Samples
The Structured Notes clause defines the terms and characteristics of the financial instruments being issued, known as structured notes. This clause typically outlines key features such as the principal amount, interest calculation, maturity date, and any embedded derivatives or special payoff structures. For example, it may specify whether the notes are linked to the performance of an index, a basket of assets, or have features like principal protection or caps on returns. The core function of this clause is to provide clear and detailed information about the structured notes, ensuring that both the issuer and the investor understand the product's mechanics and associated risks.
The Structured Notes. (a) On the terms and conditions hereinafter set forth, on the Closing Date, the Borrower shall deliver to each of the Deal Agent and the Swingline Lender, as applicable, at the applicable address set forth on the signature pages of this Agreement, a duly executed structured note (each a “Structured Note” and collectively, the “Notes”), in substantially the form of Exhibits B-1 and B-2, dated as of the date of this Agreement, and otherwise duly completed. The Structured Note issued to (i) VFCC (the “VFCC Note”) shall be in the name of “Wachovia Securities, LLC, as the Deal Agent” and shall be in the face amount equal to $225,000,000, and (ii) the Swingline Lender (the “Swingline Note”), shall be in the name of “Wachovia Bank, National Association, as the Swingline Lender” and be in the face amount equal to $30,000,000.
(b) On the terms and conditions hereinafter set forth, during the Revolving Period, the Borrower may, at its option, request the Conduit Lender to make advances of funds (each, an “Advance”) under the VFCC Note in an aggregate amount up to the Availability as of the date of such request. Following the receipt of a Funding Request, subject to the terms and conditions hereinafter set forth, during the Revolving Period, the Conduit Lender shall fund such Advance. Notwithstanding anything to the contrary contained herein, the Conduit Lender shall not be obligated to provide the Deal Agent or the Borrower with aggregate funds in connection with an Advance that would exceed (i) the Conduit Lender’s unused Commitment then in effect or (ii) the aggregate unused Commitments then in effect. Each Advance made by the Conduit Lender hereunder is subordinated to the interests of the Hedge Counterparties under subsections 2.9(a)(i) and (b)(i) of this Agreement.
(c) On the terms and conditions hereinafter set forth, during the Revolving Period, the Borrower may, at its option, request the Swingline Lender to increase the principal outstanding on the Swingline Note (each such request, a “Swingline Funding Request”), each such Swingline Funding Request to be on the terms and conditions set forth herein and substantially in the form of Exhibit A-2 hereto. Subject to the terms and conditions hereinafter set forth, during the Revolving Period, the Swingline Lender shall advance to the Borrower the amount requested under a Swingline Funding Request (each, a “Swingline Advance”). Notwithstanding anything to the contrary contained herein, the Swingline Lender shall ...
The Structured Notes. (a) The Borrower shall deliver to the Deal Agent, on behalf of the Lenders, at the applicable address set forth on the signature pages of this Agreement, a duly executed structured note, in the form of Exhibit B-2 (the “VFCC Structured Note”), dated as of the date of this Agreement, in a face amount equal to $275,000,000, and otherwise duly completed in the case of VFCC Advances and a duly executed structured note, in the form of Exhibit B-1 (the “WBNA Structured Note”) dated as of the date of this Agreement, in a face amount equal to the $30,000,000, and otherwise duly completed in the case of WBNA Advances (the VFCC Structured Note together with the WBNA Structured Note, the “Notes”); provided, however, that notwithstanding anything to the contrary contained herein or in any other Transaction Document, the indebtedness of the Borrower evidenced by the Notes shall not in the aggregate exceed the Facility Amount.”
(c) The Commitment of WBNA as an Investor set forth on the signature pages of the Agreement is hereby amended and restated to be “$275,000,000; provided, however, that the sum of the Commitments of the Investors and the Lender shall not exceed the Facility Amount.”
The Structured Notes. (a) The Borrower shall deliver to the Deal Agent, on behalf of the Lenders, at the applicable address set forth on the signature pages of this Agreement, a duly executed structured note, in the form of Exhibit B-2 (the "VFCC Structured Note"), dated as of the date of this Agreement, in a face amount prior to the Facility Increase Expiration Date equal to $275,000,000 and on and after the Facility Increase Expiration Date, $225,000,000, and otherwise duly completed in the case of VFCC Advances and a duly executed structured note, in the form of Exhibit B-1 (the "WBNA Structured Note") dated as of the date of this Agreement, in a face amount equal to the $30,000,000, and otherwise duly completed in the case of WBNA Advances (the VFCC Structured Note together with the WBNA Structured Note, the "Notes"); provided, however, that notwithstanding anything to the contrary contained herein or in any other Transaction Document, the indebtedness of the Borrower evidenced by the Notes shall not in the aggregate exceed the Facility Amount."
(f) Subsection 6.25(a)(x) of the Agreement is hereby amended and restated in its entirety as follows: