IAC Notes definition
Examples of IAC Notes in a sentence
Upon Closing, the Interval Senior Notes will be exchanged by IAC for IAC Notes held by the Exchanging Noteholders without being registered under the Securities Act of 1933, as amended (the “Securities Act”), in reliance upon an exemption therefrom.
At the Closing, IAC shall immediately cancel any IAC Notes exchanged in the Exchange.
Without limiting the foregoing, the parties hereto hereby agree to promptly take such reasonable steps as reasonably necessary to ensure performance of their respective obligations to exchange the IAC Notes in the Exchange, including, if requested and practicable, the issuance of irrevocable instructions to exchange in the Exchange, conveyance of the IAC Notes to an escrow-type intermediary, or similar arrangements.
If the Exchanging Noteholder is an investment advisor or manager for a beneficial owner of IAC Notes, such Exchanging Noteholder shall deliver to IAC an IRS Form W-9 or W-8, as applicable, duly executed by such beneficial owner.