Exchange of the Notes. In addition to the circumstances set forth in Clause (2) of the last paragraph of Section 305 of the Original Indenture, and subject to the arrangements then existing between the Company and the applicable Depositary, the Company may at any time, in its sole discretion, elect to have any Global Note exchanged in whole or in part for Notes of the same series registered in the name or names of Persons other than such Depositary or a nominee thereof.
Exchange of the Notes. Subject to the terms and conditions set forth in this Agreement, each Holder hereby agrees to exchange at the Closing (the “Exchange”) its Notes for such number of Shares as set forth on Exhibit A. The Notes exchanged pursuant to this Agreement shall be cancelled.
Exchange of the Notes. Subject to the satisfaction of the conditions set forth in Section 7 below, on the Closing Date (as defined below), the Holder shall deliver to Xxxxx Fargo Bank, N. A., as trustee, at Sixth and Marquette, X0000-000 Xxxxxxxxxxx, Xxxxxxxxx 00000, Attention: Xxxxxx Xxxxx, Corporate Trust Services, the certificate(s) representing the Notes duly endorsed for transfer and assignment (the "Transfer") to the Company or its order (in a form satisfactory to the Company) for exchange into the Common Stock in accordance with the terms hereof.
Exchange of the Notes. Concurrently herewith, the Company will issue and cause to be authenticated, in accordance with the terms of the Indenture, Replacement Notes in the form set forth in Sections 2.02 and 2.03 of the Indenture. The Replacement Notes shall be issued, in exchange for the Notes surrendered by the Purchasers, in principal amounts equal to the respective principal amounts of the Notes so surrendered by each Purchaser. To receive Replacement Notes, each Purchaser shall surrender all of its Notes. The Replacement Notes will be issued in the form of one or more Global Notes (as defined in the Indenture) authenticated by the Trustee as of November 13, 2003 and registered in the name of the Depository Trust Company, as the Depositary (“DTC”), or its nominee, and deposited with the Trustee, as custodian for DTC, for credit by DTC to the respective accounts of the beneficial owners of the Replacement Notes represented thereby. From and after the date of surrender, the Notes shall cease to bear interest and shall cease to be outstanding for any purpose.
Exchange of the Notes. Upon the terms and subject to the conditions of this Agreement, the Holder agrees to surrender and deliver the 2019 Note to the Company for cancellation in exchange for the New Note in the aggregate principal amount equal to the total outstanding unpaid principal amount of the 2019 Note together with any interest accrued but unpaid thereon, immediately prior to the Closing Date (the “Outstanding Amount”). At the Closing (as defined below), the New Note issued in exchange for the cancellation of the 2019 Note shall be deemed the full and final consideration for the cancellation of such 2019 Note, and notwithstanding anything to the contrary contained in the 2019 Note or otherwise, the Company and Holder hereby agree that upon the Closing: (i) the Company’s obligations under the 2019 Note, including related contractual obligations, shall be deemed fully paid and satisfied and (ii) the 2019 Note shall automatically terminate and have no further force and effect.
Exchange of the Notes. The Trustee is authorized to exchange the original certificates dated July 24, 2006 evidencing the Notes for the duly executed and authenticated certificates evidencing the amended terms of the Notes. Upon such exchange, the Trustee shall promptly cancel and dispose of such original Notes in accordance with Section 2.09 of the Indenture. Failure to exchange such original Notes for such amended Notes in accordance with this Section will not impair the validity of or otherwise affect the Notes, as amended.
Exchange of the Notes. Subject to the terms and conditions of this Agreement and on the basis of the representations, warranties, covenants and agreements herein contained, the Seller does hereby issue and convey to the Purchaser on the Closing Date, and the Purchaser hereby acquires and accepts from the Seller on the Closing Date, the A Note and the B Note (collectively, the "New Notes," and the amount evidenced thereby, the "Loan").
Exchange of the Notes. (a) Subject to the satisfaction (or waiver) of the conditions set forth in Sections 5 and Section 6, on the Closing Date (as defined below), Hutchinson Technology and Liberty Harbor shall exchange (the “Exchange”) (i) $7,500,000 aggregate principal amount of the Exchanged Notes for 2,500,000 New Shares and (ii) $7,500,000 aggregate principal amount of the Exchanged Notes for warrants, in substantially the form of Exhibit A attached hereto (the “Warrants”), exercisable for an aggregate of 2,500,000 New Shares (the “Warrant New Shares”).
Exchange of the Notes. On the terms and subject to the satisfaction of the conditions set forth in this Agreement, the Company and the Noteholders, severally and not jointly, agree to consummate the Exchange and certain of the transactions contemplated hereby on the Closing Date as provided herein. Each Noteholder shall, severally and not jointly, surrender, transfer and deliver Notes to the Company in the aggregate principal amount set forth on Schedule A. The Company shall then surrender, transfer and deliver such Notes to the Trustee for cancellation in accordance with the terms of the Indenture through the Deposit/Withdrawal at Custodian procedures of DTC (and the Company shall promptly effect such cancellation), together with all right, title and interest to the Notes. Such transfer of the Notes shall be made solely in exchange for the following: on the Closing Date, the Company shall (a) issue and deliver New Voluntary Notes to the Noteholders in the principal amount (x) set forth opposite each Noteholder’s name on Schedule A hereto, plus (y) an amount equal to the accrued and unpaid interest in respect of the principal amount of Notes so exchanged from, and including, the most recent date on which interest thereon was paid, to, but not including, the Closing Date (to be calculated in accordance with the Indenture); and (b) issue and deliver New Mandatory Notes to the Noteholders in the principal amount set forth opposite each Noteholder’s name on Schedule A hereto. For the avoidance of doubt, interest on the New Notes shall accrue from the Closing Date.
Exchange of the Notes. On the terms and subject to the satisfaction of the conditions set forth in this Agreement, the Company and the Noteholders, severally and not jointly, agree to consummate the Exchange and certain of the transactions contemplated hereby on the Closing Date as provided herein. Each Noteholder shall, severally and not jointly, surrender, transfer and deliver Notes to the Company in the aggregate principal amount set forth on Schedule A. The Company shall then surrender, transfer and deliver such Notes to the Trustee for cancellation in accordance with the terms of the Indenture through the DWAC procedures of DTC (and the Company shall promptly effect such cancellation), together with all right, title and interest to the Notes. Such transfer of the Notes shall be made solely in exchange for the following: on the Closing Date, the Company shall issue and deliver New Notes to the Noteholders in the principal amount set forth opposite each Noteholder’s name on Schedule A hereto (which such amount shall include the accrued and unpaid interest in respect of the principal amount of Notes so exchanged from, and including, the most recent date on which interest thereon was paid, to, but not including, the Closing Date (to be calculated in accordance with the Indenture)). For the avoidance of doubt, interest on the New Notes shall accrue from the Closing Date.
