Top-Up Note definition

Top-Up Note means the promissory note to be delivered by the Borrower to the Company in payment for Top-Up Shares acquired by MergerCo upon exercise of the Top-Up Option in accordance with the terms and conditions of the Merger Agreement.
Top-Up Note means notes of FT or DT, as applicable, in form reasonably satisfactory to each of the Parties, made payable to Sprint.

Examples of Top-Up Note in a sentence

  • Any dilutive impact on the value of the shares of Company Common Stock as a result of (i) the grant of the Top-Up, (ii) the issuance of the Top-Up Shares or (iii) the Top-Up Note shall not be taken into account in any determination of the fair value of any appraisal shares pursuant to Section 262 of the DGCL as contemplated by Section 3.3.

  • At the closing of the purchase of Top-Up Shares, the purchase price owed by Merger Sub to the Company therefor may be paid to the Company, at Merger Sub’s election, (x) in cash or (y) by paying in cash an amount equal to the aggregate par value of the Top-Up Shares and executing and delivering to the Company a Top-Up Note.

Related to Top-Up Note

  • RMB Note means a Note denominated in Renminbi.

  • Bridge Note has the meaning assigned to that term in Section 2.2(a)(1).

  • Note means a promissory note made by the Borrower in favor of a Lender evidencing Loans made by such Lender, substantially in the form of Exhibit C.

  • debit note means a document issued by a registered person under sub-section (3) of section 34;

  • New Note shall have the meaning assigned to such term in Section 38.

  • Supplemental Note means, for each Supplemental Loan (whether one or more), if any, the Multifamily Note secured by the Supplemental Instrument for that Supplemental Loan.

  • Note A shall have the meaning assigned to such term in the recitals.

  • B Note means, with respect to any A/B Mortgage Loan, the related subordinated Mortgage Note not included in the Trust, which is subordinated in right of payment to the related A Note to the extent set forth in the related Intercreditor Agreement.

  • of a Note means the principal of the Note plus the premium, if any, payable on the Note which is due or overdue or is to become due at the relevant time.

  • Term B Note means a promissory note made by the Borrower in favor of a Term B Lender, or its registered assigns, evidencing Term B Loans made by such Term B Lender, substantially in the form of Exhibit C-1.

  • Adjustment Note has the meaning given in the GST Legislation;

  • Floating Rate Certificate A Certificate that provides for the payment of interest at a Floating Pass-Through Rate determined periodically by reference to a formula specified in the related Supplement.

  • Revolver Note means any one of such Revolver Notes.

  • Tranche B Note means a promissory note of the Borrower payable to any Tranche B Lender and its registered assigns, delivered pursuant to a request made under Section 2.16 in substantially the form of Exhibit A-3 hereto, evidencing the aggregate indebtedness of the Borrower to such Lender resulting from the Tranche B Loans made by such Lender to the Borrower.

  • Fixed Rate Certificate A Certificate that provides for a payment of interest at a Fixed Pass-Through Rate.

  • Swing Note is defined in Section 1.11 hereof.

  • Term Loan A Note means a promissory note made by the Borrower in favor of a Term Loan A Lender evidencing the portion of the Term Loan A made by such Term Loan A Lender, substantially in the form of Exhibit C-1.

  • Revolving Note means a promissory note of the Borrower payable to a Lender in substantially the form of Exhibit 11.1(d) hereto, evidencing Indebtedness of the Borrower under the Revolving Loan Commitment of such Lender.

  • Tranche A Note shall have the meaning given to it in Section 2.2 of the Credit Agreement.

  • Class B Note means any of the 0.00% Asset Backed Notes, Class B, issued under the Indenture substantially in the form attached thereto as Exhibit A-3.

  • Defeased Note shall have the meaning set forth in Section 2.4.1(a)(v) hereof.

  • Class A Note means a Class A-1 Note, a Class A-2 Note, a Class A-3 Note or a Class A-4 Note.

  • Fixed Rate Note means any Class A-1 Note, Class A-2a Note, Class A-3 Note or Class A-4 Note.

  • Legended Note means Registered Notes in definitive form that are issued to Institutional Accredited Investors and Registered Notes (whether in definitive form or represented by a Registered Global Note) sold in private transactions to QIBs in accordance with the requirements of Rule 144A;

  • Subordinated Note means the Subordinated Note (or collectively, the “Subordinated Notes”) in the form attached as Exhibit A hereto, as amended, restated, supplemented or modified from time to time, and each Subordinated Note delivered in substitution or exchange for such Subordinated Note.

  • Special Note Items with a "N" in the "Included in MSA?" column require IBM owner to do the following: 1. Submit a Custom Purchase Letter and 2. Attach the EZForm with all the details and pricing / citing the BEID file, version 2.x (or where ever you got the information) to kickoff the AT&T special handling process. AT&T Generally Available Service Schedule of Charges