DDR Corp Sample Clauses

DDR Corp an Ohio corporation (the “Company”), proposes to issue and sell its senior debt securities (the “Senior Securities”) or its subordinated debt securities (the “Subordinated Securities”), or both, from time to time, in one or more offerings on terms to be determined at the time of sale. The Senior Securities will be issued under an indenture dated as of May 1, 1994, as amended and supplemented by the first supplemental indenture, dated as of May 10, 1995, the second supplemental indenture, dated as of July 18, 2003, the third supplemental indenture, dated as of January 23, 2004, the fourth supplemental indenture, dated as of April 22, 2004, the fifth supplemental indenture, dated as of April 28, 2005, the sixth supplemental indenture, dated as of October 7, 2005, the seventh supplemental indenture, dated as of August 28, 2006, the eighth supplemental indenture, dated as of March 13, 2007, the ninth supplemental indenture, dated as of September 30, 2009, the tenth supplemental indenture, dated as of March 19, 2010, the eleventh supplemental indenture, dated as of August 12, 2010, the twelfth supplemental indenture, dated as of November 5, 2010, the thirteenth supplemental indenture, dated as of March 7, 2011, the fourteenth supplemental indenture, dated as of June 22, 2012, the fifteenth supplemental indenture, dated as of November 27, 2012, the sixteenth supplemental indenture, dated as of May 23, 2013, the seventeenth supplemental indenture, dated as of November 26, 2013, the eighteenth supplemental
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DDR Corp. WILL FURNISH WITHOUT CHARGE WITHIN FIVE DAYS AFTER RECEIPT OF A WRITTEN REQUEST TO EACH REGISTERED HOLDER OF RECEIPTS WHO SO REQUESTS A COPY OF THE DEPOSIT AGREEMENT AND A COPY OF THE ARTICLES OF INCORPORATION, WITH RESPECT TO THE 6.250% CLASS K CUMULATIVE REDEEMABLE PREFERRED SHARES OF DDR CORP. ANY SUCH REQUEST IS TO BE ADDRESSED TO THE DEPOSITARY NAMED ON THE FACE OF THIS RECEIPT. The following abbreviations, when used in the inscription on the face of this Receipt, shall be construed as though they were written out in full according to applicable laws or regulations: TEN COM — as tenants in common UNIF GIFT MIN ACT — custodian TEN ENT — as tenants by the entireties (Cust) (Minor) JT TEN — as joint tenants with right of survivorship and not as tenants in common under Uniform Gifts to Minors Act (State) Additional abbreviations may also be used though not in the above list.
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DDR Corp. (6) Federal Realty Investment Trust; (7) Kimco Realty Corporation; (8) Kite Realty Group Trust; (9) Ramco-Xxxxxxxxxx Properties Trust; (10) Regency Centers Corporation; (11) Retail Opportunity Investments Corp.; (12) Retail Properties of America, Inc.; (13) Xxxx Centers, Inc.; and (14) Xxxxxxxxxx Realty Investors.
Sample 1
DDR Corp. (f/k/a Developers Diversified Realty Corporation), an Ohio corporation By: /s/ Xxxx X. Xxxxxxxxxxxx Print Name: Xxxx X. Xxxxxxxxxxxx Title: Chief Financial Officer 0000 Xxxxxxxxxx Xxxxxxx Xxxxxxxxx, Xxxx 00000 Phone: 216/000-0000 Facsimile: 216/755-3453 Attention: Chief Financial Officer with a copy to: 0000 Xxxxxxxxxx Xxxxxxx Xxxxxxxxx, Xxxx 00000 Phone: 216/000-0000 Facsimile: 216/755-1560 Attention: General Counsel SECOND AMENDED AND RESTATED SECURED TERM LOAN AGREEMENT] DDR PR VENTURES, LLC, S.E., a Delaware limited liability company By: /s/ Xxxx X. Xxxxxxxxxxxx Print Name: Xxxx X. Xxxxxxxxxxxx Title: Chief Financial Officer 0000 Xxxxxxxxxx Xxxxxxx Xxxxxxxxx, Xxxx 00000 Phone: 216/000-0000 Facsimile: 216/755-3453 Attention: Chief Financial Officer with a copy to: 0000 Xxxxxxxxxx Xxxxxxx Xxxxxxxxx, Xxxx 00000 Phone: 216/000-0000 Facsimile: 216/755-1560 Attention: General Counsel SECOND AMENDED AND RESTATED SECURED TERM LOAN AGREEMENT] LENDERS: $20,000,000 KEYBANK NATIONAL ASSOCIATION, Individually and as Administrative Agent By: /s/ Xxxxxx Kara Print Name: Xxxxxx Xxxx Title: Assistant Vice President 000 Xxxxxx Xxxxxx 0xx Xxxxx Xxxxxxxxx, XX 00000 Phone: 216/000-0000 Facsimile: 216/689-5819 Attention: Xxxxx Xxxxxx With a copy to: 000 Xxxxxx Xxxxxx 0xx Xxxxx Xxxxxxxxx, XX 00000 Phone: 216/000-0000 Facsimile: 216/689-5819 Attention: Xxxxxx Xxxx SECOND AMENDED AND RESTATED SECURED TERM LOAN AGREEMENT] $20,000,000 ROYAL BANK OF CANADA By: /s/ Xxxxx Xxxxx Print Name: Xxxxx Xxxxx Title: Authorized Signatory Three World Financial Center, 000 Xxxxx Xxxxxx New York, New York 00000-0000 Phone: 212/000-0000 Attention: Xxxxx Xxxxx SECOND AMENDED AND RESTATED SECURED TERM LOAN AGREEMENT] $17,500,000 U.S. BANK NATIONAL ASSOCIATION By: /s/ Xxxx X. Xxxxxxx Name: Xxxx X. Xxxxxxx Title: Senior Vice President 000 X. XxXxxxx St., Suite 210 Chicago, IL 60604 Telephone: 312/000-0000 Facsimile: 312/325-8852 Attention: Xxxx X. Xxxxxxx SECOND AMENDED AND RESTATED SECURED TERM LOAN AGREEMENT] $15,000,000 CITIZENS, N.A., Individually and as Documentation Agent By: /s/ Xxx Xxxxx Name: Xxx Xxxxx Title: Senior Vice President 0000 Xxxxxxxx Xxxxxx, XXX000 Xxxxxxxxx, Xxxx 00000 Telephone: 000-000-0000 Facsimile: 000-000-0000 Attention: Xxx Xxxxx SECOND AMENDED AND RESTATED SECURED TERM LOAN AGREEMENT] $15,000,000 THE BANK OF NOVA SCOTIA, Individually and as Documentation Agent By: /s/ Xxxx Xxxx Print Name: Xxxx Xxxx Title: Director & Execution Head The Bank of Nova Scotia 00 Xxxx Xxxxxx...
Sample 1
DDR Corp an Ohio corporation (the “Company”), proposes to issue and sell preferred shares, without par value (the “Preferred Shares”), from time to time, in one or more offerings on terms to be determined at the time of sale. The Preferred Shares may be offered in the form of depositary shares (the “Depositary Shares”) represented by depositary receipts (the “Depositary Receipts”). Except as provided under Ohio law and in the Company’s Second Amended and Restated Articles of Incorporation, as amended (the “Articles of Incorporation”), each series of Preferred Shares may vary as to the specific number of shares, title, stated value, liquidation preference, issuance price, ranking, dividend rate or rates (or method of calculation), dividend payment dates, any redemption or sinking fund requirements, any conversion provisions and any other variable terms as set forth in the Articles of Incorporation relating to such Preferred Shares. As used herein, “Securities” shall mean the Preferred Shares, the Depositary Shares and the Depositary Receipts. As used herein, “you” and “your,” unless the context otherwise requires, shall mean the party to whom this Agreement is addressed together with the other parties, if any, identified in the applicable Terms Agreement (as hereinafter defined) as additional co-managers with respect to Underwritten Securities (as hereinafter defined) purchased pursuant thereto. Whenever the Company determines to make an offering of Securities through you or through an underwriting syndicate managed by you, the Company will enter into an agreement (the “Terms Agreement”) providing for the sale of such Securities (the “Underwritten Securities”) to, and the purchase and offering thereof by, you and such other underwriters, if any, selected by you as have authorized you to enter into such Terms Agreement on their behalf (the “Underwriters,” which term shall include you whether acting alone in the sale of the Underwritten Securities or as a member of an underwriting syndicate and any Underwriter substituted pursuant to Section 11 hereof). The Terms Agreement relating to the offering of Underwritten Securities shall specify the number of Underwritten Securities of each class or series to be initially issued (the “Initial Underwritten Securities”) and whether the Initial Underwritten Securities shall be in the form of Depositary Shares and, if so, the fractional amount of Preferred Shares represented by each Depositary Share, the names of the Underwriters...
Sample 1
DDR Corp an Ohio corporation (the “Company”), proposes to issue and sell preferred shares, without par value (the “Preferred Shares”), from time to time, in one or more offerings on terms to be determined at the time of sale. The Preferred Shares may be offered in the form of depositary shares (the “Depositary Shares”) represented by depositary receipts (the “Depositary Receipts”). Except as provided under Ohio law and in the Company’s Second Amended and Restated Articles of Incorporation, as amended (the “Articles of Incorporation”), each series of Preferred Shares may vary as to the specific number of shares,
Sample 1
DDR Corp. Xxxxx X. Xxxxx Telephone: (000) 000-0000 Facsimile: (000) 000-0000 E-mail: xxxxxx@xxx.xxx Address: 0000 Xxxxxxxxxx Xxxxxxx Xxxxxxxxx, Xxxx 00000 Xxxxx Battler Telephone: (000) 000-0000 Facsimile: (000) 000-0000 E-mail: xxxxxxxx@xxx.xxx Address: 0000 Xxxxxxxxxx Xxxxxxx Xxxxxxxxx, Xxxx 00000
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DDR Corp. (f/k/a Developers Diversified Realty Corporation), an Ohio corporation By: /s/ Xxxxx X. Xxxxx Print Name: Xxxxx X. Xxxxx Title: Executive Vice President, General Counsel and Secretary 0000 Xxxxxxxxxx Xxxxxxx Xxxxxxxxx, Xxxx 00000 Phone: 216/000-0000 Facsimile: 216/755-3453 Attention: Chief Financial Officer with a copy to: 0000 Xxxxxxxxxx Xxxxxxx Xxxxxxxxx, Xxxx 00000 Phone: 216/000-0000 Facsimile: 216/755-1560 Attention: General Counsel [SIGNATURE PAGES TO THE FIRST AMENDMENT TO SECOND AMENDED AND RESTATED SECURED TERM LOAN AGREEMENT] DDR PR VENTURES, LLC, S.E., a Delaware limited liability company By: /s/ Xxxxx X. Xxxxx Print Name: Xxxxx X. Xxxxx Title: Executive Vice President, General Counsel and Secretary 0000 Xxxxxxxxxx Xxxxxxx Xxxxxxxxx, Xxxx 00000 Phone: 216/000-0000 Facsimile: 216/755-3453 Attention: Chief Financial Officer with a copy to: 0000 Xxxxxxxxxx Xxxxxxx Xxxxxxxxx, Xxxx 00000 Phone: 216/000-0000 Facsimile: 216/755-1560 Attention: General Counsel [SIGNATURE PAGES TO THE FIRST AMENDMENT TO SECOND AMENDED AND RESTATED SECURED TERM LOAN AGREEMENT]
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Related to DDR Corp

  • Successor Corporation When a successor corporation assumes all the obligations of its predecessor under the Securities and the Indenture, the predecessor corporation will be released from those obligations.

  • Successor Corporations In the case of the consolidation, amalgamation, merger or transfer of all or substantially all of the undertaking or assets of the Corporation to another corporation ("Successor Corporation"), the Successor Corporation resulting from such consolidation, amalgamation, merger or transfer (if not the Corporation) shall expressly assume, by supplemental indenture satisfactory in form to the Trustee and executed and delivered to the Trustee, the due and punctual performance and observance of each and every covenant and condition of this Indenture to be performed and observed by the Corporation.

  • Successor Corporation Substituted Upon any consolidation or merger, or any sale, assignment, transfer, lease, conveyance or other disposition of all or substantially all of the assets of the Company in accordance with Section 5.01 hereof, the successor corporation formed by such consolidation or into or with which the Company is merged or to which such sale, assignment, transfer, lease, conveyance or other disposition is made shall succeed to, and be substituted for (so that from and after the date of such consolidation, merger, sale, lease, conveyance or other disposition, the provisions of this Indenture referring to the "Company" shall refer instead to the successor corporation and not to the Company), and may exercise every right and power of the Company under this Indenture with the same effect as if such successor Person had been named as the Company herein; provided, however, that the predecessor Company shall not be relieved from the obligation to pay the principal of and interest on the Notes except in the case of a sale of all of the Company's assets that meets the requirements of Section 5.01 hereof.

  • Official Acts by Successor Corporation Any act or proceeding by any provision of this Indenture authorized or required to be done or performed by any board, committee or Officer of the Company shall and may be done and performed with like force and effect by the like board, committee or officer of any corporation or other entity that shall at the time be the lawful sole successor of the Company.

  • Successor Corporation to Be Substituted In case of any such consolidation, merger, sale, conveyance, transfer or lease and upon the assumption by the Successor Company, by supplemental indenture, executed and delivered to the Trustee and satisfactory in form to the Trustee, of the due and punctual payment of the principal of and accrued and unpaid interest on all of the Notes, the due and punctual delivery or payment, as the case may be, of any consideration due upon conversion of the Notes and the due and punctual performance of all of the covenants and conditions of this Indenture to be performed by the Company, such Successor Company (if not the Company) shall succeed to and, except in the case of a lease of all or substantially all of the Company’s properties and assets, shall be substituted for the Company, with the same effect as if it had been named herein as the party of the first part, and may thereafter exercise every right and power of the Company under this Indenture. Such Successor Company thereupon may cause to be signed, and may issue either in its own name or in the name of the Company any or all of the Notes issuable hereunder which theretofore shall not have been signed by the Company and delivered to the Trustee; and, upon the order of such Successor Company instead of the Company and subject to all the terms, conditions and limitations in this Indenture prescribed, the Trustee shall authenticate and shall deliver, or cause to be authenticated and delivered, any Notes that previously shall have been signed and delivered by the Officers of the Company to the Trustee for authentication, and any Notes that such Successor Company thereafter shall cause to be signed and delivered to the Trustee for that purpose. All the Notes so issued shall in all respects have the same legal rank and benefit under this Indenture as the Notes theretofore or thereafter issued in accordance with the terms of this Indenture as though all of such Notes had been issued at the date of the execution hereof. In the event of any such consolidation, merger, sale, conveyance or transfer (but not in the case of a lease), upon compliance with this Article 11 the Person named as the “Company” in the first paragraph of this Indenture (or any successor that shall thereafter have become such in the manner prescribed in this Article 11) may be dissolved, wound up and liquidated at any time thereafter and, except in the case of a lease, such Person shall be released from its liabilities as obligor and maker of the Notes and from its obligations under this Indenture and the Notes. In case of any such consolidation, merger, sale, conveyance, transfer or lease, such changes in phraseology and form (but not in substance) may be made in the Notes thereafter to be issued as may be appropriate.

  • Subsidiaries and Predecessor Corporations The Company does not have any predecessor corporation(s) or subsidiaries, and does not own, beneficially or of record, any shares of any other corporation.

  • Rights and Duties of Successor Corporation In case of any such consolidation, merger, sale, lease or conveyance and upon any such assumption by the successor corporation, such successor corporation shall succeed to and be substituted for the Company, with the same effect as if it had been named herein as the party of the first part, and the predecessor corporation, except in the event of a lease, shall be relieved of any further obligation under this Indenture and the Securities. Such successor corporation thereupon may cause to be signed, and may issue either in its own name or in the name of the Company, any or all of the Securities issuable hereunder which theretofore shall not have been signed by the Company and delivered to the Trustee; and, upon the order of such successor corporation, instead of the Company, and subject to all the terms, conditions and limitations in this Indenture prescribed, the Trustee shall authenticate and shall deliver any Securities which previously shall have been signed and delivered by the officers of the Company to the Trustee for authentication, and any Securities which such successor corporation thereafter shall cause to be signed and delivered to the Trustee for that purpose. All the Securities so issued shall in all respects have the same legal rank and benefit under this Indenture as the Securities theretofore or thereafter issued in accordance with the terms of this Indenture as though all of such Securities had been issued at the date of the execution hereof. In case of any such consolidation, merger, sale, lease or conveyance, such changes in phraseology and form (but not in substance) may be made in the Securities thereafter to be issued as may be appropriate.

  • The Company This Agreement shall inure to the benefit of and be enforceable by, and may be assigned by the Company to, any purchaser of all or substantially all of the Company’s business or assets, any successor to the Company or any assignee thereof (whether direct or indirect, by purchase, merger, consolidation or otherwise). The Company will require any such purchaser, successor or assignee to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Company would be required to perform it if no such purchase, succession or assignment had taken place.

  • Newco Prior to the Effective Time, Newco shall not conduct any business or make any investments other than as specifically contemplated by this Agreement and will not have any assets (other than the minimum amount of cash required to be paid to Newco for the valid issuance of its stock to the Parent).

  • Acquisition Sub Parent will take all actions necessary to (a) cause Acquisition Sub to perform its obligations under this Agreement and to consummate the First Merger on the terms and conditions set forth in this Agreement and (b) ensure that, prior to the Effective Time, Acquisition Sub shall not conduct any business, or incur or guarantee any indebtedness or make any investments, other than as specifically contemplated by this Agreement.

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