Investor Notes Sample Clauses

Investor Notes. The Class A Investor Notes shall be issued in fully registered form without interest coupons, substantially in the form set forth in Exhibit A. The Class B Investor Notes shall be issued in fully registered form without interest coupons, substantially in the form set forth in Exhibit B.
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Investor Notes. The Class A Investor Notes are being offered and sold by the Issuer pursuant to the Purchase Agreement to certain institutional “accredited investors” within the meaning of Rule 501(a)(1), (2), (3) or (7) or Regulation D under the Securities Act. The Class B Investor Notes and the Class C Investors Notes are being sold to PHH Sub 2. The Series 2009-4 Investor Notes will be issued in fully registered form, without coupons, substantially the forms set forth in Exhibits A, B and C, respectively. Any re-sales of the Series 2009-4 Investor Notes will be made only (i) in accordance with the transfer restrictions set forth Section 6.2 and the Series 2009-4 Investor Notes and (ii) either (1) to “qualified institutional buyers” (as defined in Rule 144A) (“QIBs”) in reliance on Rule 144A, or (2) in accordance with Rule 144.
Investor Notes. The Company and the Shareholders shall have delivered to Purchaser (1) an executed release by each such holder in form and substance satisfactory to Purchaser which indicates that the Investor Notes are paid in full, and (2) checks dated January 7, 1997 payable to the order of each such holder in the full amounts set forth on "Exhibit D" hereto for mailing by registered mail to such holders of the Investor Notes.
Investor Notes. Each outstanding Investor Note together with all accrued and unpaid interest shall be converted into the right to receive a number of shares of Purchaser Class A Common Stock determined in accordance with the terms of the Investor Note, which terms shall be reasonably acceptable to the Purchaser. The Purchaser consents to the issuance of Purchaser Class A Common Stock upon conversion of the Investor Note.
Investor Notes. The Company shall use its commercially reasonable efforts to enter into agreements with United and other strategic investors and the Purchaser pursuant to which the subscribers agree to purchase Investor Notes in the aggregate principal amount of $50,000,000 or such other amount as is acceptable to the Company, the Purchaser and, if the amount is less than $50,000,000, United. A strategic investor shall mean an investor who, in addition to purchasing equity securities, including the Investor Notes, has a business relationship with the Company which the Company considers material to the development of the Company’s business; provided, however, that a PIPE Investor may, with the approval of the Purchaser and the Company, subscribe for Investor Notes. The terms of the subscriptions for the Investor Notes and the terms of the Investor Notes shall be acceptable to the Company subject to the approval of the Purchaser, such approval not to be unreasonably withheld, delayed or conditioned. The Investor Notes shall automatically convert at or immediately prior to the Effective Time at an agreed-upon discount into Purchaser Class A Common Stock. Any Convertible Securities issued pursuant to such agreements shall not be required to be converted prior to the Closing Date.
Investor Notes. (a) The Indenture Trustee shall establish and maintain in the name of the Indenture Trustee for the benefit of the Series 1999-1 Investor Noteholders (i) a subaccount of the Collection Account (the "Series 1999-1 Collection Subaccount"); and (ii) three subaccounts of the Series 1999-1 Collection Subaccount: (1) the Series 1999-1 General Collection Subaccount, (2) the Series 1999-1 Principal Collection Subaccount and (3) the Series 1999-1 Settlement Collection Subaccount (respectively, the "Series 1999-1 General Collection Subaccount," the "Series 1999-1 Principal Collection Subaccount" and the "Series 1999-1 Settlement Collection Subaccount"); the accounts established pursuant to this Section 5A.1(a), collectively, the "Series 1999-1 Subaccounts"), each Series 1999-1 Subaccount to bear a designation indicating that the funds deposited therein are held for the benefit of the Series 1999-1 Investor Noteholders. The Indenture Trustee shall possess all right, title and interest in all moneys, instruments, securities and other property on deposit from time to time in the Series 1999-1 Subaccounts and the proceeds thereof for the benefit of the Series 1999-1 Investor Noteholders. The Series 1999-1 Subaccounts shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Series 1999-1 Investor Noteholders.
Investor Notes. Promptly, and in no event later than five (5) days after delivery to the Investors, copies of all statements, reports and notices made available to all Investors.
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Investor Notes. The aggregate principal amount of the Retained Notes shall not exceed $2,000,000, and all other Promissory Notes shall have been tendered to the Escrow Agent in payment of the Purchase Price for Securities.

Related to Investor Notes

  • New Notes For so long as a Note is not included in a Securitization, the Holder of such Note (the “Resizing Holder”) shall have the right, subject to the terms of the Mortgage Loan Documents, to cause the Borrower to execute amended and restated notes (“Amended Notes”) or additional notes (“New Notes”) reallocating the principal of the Note or Notes that it owns (but in no case any Note that it does not then own) among Amended Notes and New Notes or severing a Note into one or more further “component” notes in the aggregate principal amount equal to the then outstanding principal balance of the Note or Notes being amended or created, provided that (i) the aggregate principal balance of the Amended Notes and New Notes following such amendments is no greater than the principal balance of the Amended Notes and New Notes prior to such amendments, (ii) all New Notes continue to have the same interest rate as the Amended Note of which it was a part prior to such amendments, (iii) all New Notes pay pro rata and on a pari passu basis with the Amended Notes and such reallocated or component notes shall be automatically subject to the terms of this Agreement and (iv) the Resizing Holder holding the New Notes shall notify each other Holder, as applicable, and, if any other Note has been included in a securitization, the parties under each applicable PSA, in writing (which may be by email) of such modified allocations and principal amounts. In connection with the foregoing, (1) the Master Servicer is hereby authorized to execute amendments to the Loan Agreement and this Agreement (or to amend and restate the Loan Agreement and this Agreement) on behalf of any or all of the Holders for the purpose of reflecting such reallocation of principal or such severing of a Note, (2) if a Note is severed into “component” notes, such component notes shall each have their same rights as the respective original Note, (3) the definition of the term “Securitization” and all of the related defined terms may be amended (and new terms added, as necessary) to reflect the New Notes and (4) if Note A-1 is severed into “component” notes, another note (or one of the New Notes) may be substituted for Note A-1 in the definition of “Designated Holder” and “Directing Holder” and the definitions of “Lead Note” and “Lead Securitization” and “Non-Directing Holder” will be revised accordingly. Neither Rating Agency Confirmation nor approval of the Directing Holder shall be required for any amendments to this Agreement required to facilitate the terms of this Section 18(a). The Resizing Holder whose Note is being reallocated or split pursuant to this Section 18(a) shall reimburse the other Holders for all costs and expenses incurred by the other Holders in connection with the reallocation or split.

  • Convertible Notes The Convertible Notes are subject to different conversion calculations depending on the event triggering conversion as described in the Notes (e.g., an IPO or other liquidity event). For illustration purposes, assuming the optional conversion right is exercised today, based on the current capitalization and the $50,000,000 assumed valuation specified for an optional conversion in the Notes, there would be 4,705,224 additional shares issued; provided however, that each holder of Notes is subject to a maximum 9.99% ownership of the shares of capital stock of the Company at any one time. This illustration calculation does not account for the 6% interest component.

  • Senior Notes Notwithstanding the foregoing, the following additional provisions shall apply to Senior Notes:

  • Initial Note A-3 Holder (Prior to Securitization of Note A-3): To UBS AG, New York Branch: UBS AG, by and through its branch office at 1285 Avenue of the Americas, New York, New York 1285 Avenue of the Americas Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxx Email: xxxxx.xxxxxx@xxx.xxx with a copy to: Cadwalader, Xxxxxxxxxx & Xxxx LLP 000 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxx, Esq. Facsimile No.: (000) 000-0000 Email: xxxxx.xxxxxxxxx@xxx.xxx Following Securitization of Note A-3 the applicable notice addresses set forth in the related Securitization Servicing Agreement.

  • Subordinated Notes The Subordinated Notes have been duly authorized by the Company and when executed by the Company and issued, delivered to and paid for by the Purchasers in accordance with the terms of the Agreement, will have been duly executed, authenticated, issued and delivered, and will constitute legal, valid and binding obligations of the Company and enforceable in accordance with their terms, except as enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting creditors’ rights generally or by general equitable principles.

  • Initial Note A-4 Holder (Prior to Securitization of Note A-4): To UBS AG, New York Branch: UBS AG, by and through its branch office at 1285 Avenue of the Americas, New York, New York 0000 Xxxxxx xx xxx Xxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxx Email: xxxxx.xxxxx@xxx.xxx with a copy to: UBS AG, by and through its branch office at 1285 Avenue of the Americas, New York, New York 1285 Avenue of the Americas Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxx Xxxxxxxxxxx Email: xxxx.xxxxxxxxxxx@xxx.xxx with a copy to: Cadwalader, Xxxxxxxxxx & Xxxx LLP 000 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxx, Esq. Facsimile No.: (000) 000-0000 Email: xxxxx.xxxxxxxxx@xxx.xxx Following Securitization of Note A-4 the applicable notice addresses set forth in the related Securitization Servicing Agreement.

  • Exchange Notes The 6.500% Notes due 2029 of the same series under the Indenture as the Notes, to be issued to Holders in exchange for Registrable Notes pursuant to this Agreement.

  • Class A Notes On each Distribution Date occurring on or after the date a withdrawal is made from the Series 2020-1 Collection Account pursuant to Section 2.5(a) or amounts are deposited in the Series 2020-1 Distribution Account pursuant to Section 2.5(b), (c) or (d) the Paying Agent shall, in accordance with Section 6.1 of the Base Indenture, pay pro rata to each Class A Noteholder from the Series 2020-1 Distribution Account the amount deposited therein pursuant to Section 2.5(a), (b), (c) or (d), to the extent necessary to pay the Class A Controlled Distribution Amount during the Series 2020-1 Controlled Amortization Period or to the extent necessary to pay the Class A Invested Amount during the Series 2020-1 Rapid Amortization Period.

  • Term Notes The Term Loan made by each Lender and interest accruing thereon shall be evidenced by the records of Agent and such Lender. At the request of any Lender, Borrowers shall deliver a Term Note to such Lender.

  • Revolving Notes The Revolving Loans made by each Lender shall be evidenced by a duly executed promissory note of the Borrower to such Lender in an original principal amount equal to such Lender's Revolving Commitment Percentage of the Revolving Committed Amount and in substantially the form of Exhibit 2.1(e).

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