Examples of Subordinated Seller Note in a sentence
Treatment: All Claims of Billy Cox, Jr. and Brent Mulliniks relating to any of the Debtors (including without limitation the Subordinated Seller Note Claims held by Mr. Cox and Mr. Mulliniks) shall be dealt with only as set forth in the Mediated Settlement Agreement and this Section 4.3. To the extent this Plan conflicts with Mediated Settlement Agreement regarding the treatment of the Claims of Mr. Cox and Mr. Mulliniks, the Mediated Settlement Agreement controls that treatment.
The Administrative Agent shall have received evidence that not less than $25,500,000 of the aggregate consideration for the Acquisition shall have been in the form of the Subordinated Seller Note.
Notwithstanding any provision to the contrary herein, the parties hereto agree that any Set-Off Amount (as defined in the Stock Purchase Agreement) shall be applied to reduce this Note or the Senior Subordinated Seller Note in accordance with the provisions of Section 9.06(d) of the Stock Purchase Agreement.
Each Company Seller (i) is an “accredited investor,” as such term is defined in rule 501 of Regulation D under the Securities Act, and (ii) has such knowledge and experience in financial and business matters that such Company Seller is capable of evaluating the merits and risks of the acquisition of the Subordinated Seller Note and Convertible Seller Note to be issued to such Company Seller hereunder.
The Subordinated Seller Note and the Subordinated Convertible Seller Note to be issued to each of the Company Sellers hereunder are being acquired for the account of each Company Seller for the purpose of investment and not with a view to the resale or distribution thereof except pursuant to an effective registration under the Securities Act and applicable state securities laws, or pursuant to an available exemption from such registration requirement.