2005 Notes Clause Samples

2005 Notes. The Issuer shall issue to each Holder of Notes issued under the 2005 SPA a replacement Note in substantially the form of Exhibit D hereto, appropriately completed, in exchange for such Holder's original Note, in a principal amount equal to the sum of (a) the principal amount of such ▇▇▇▇▇▇'s original Note outstanding on the date hereof, plus (b) the amount of interest that would have been due and payable on such Note on July 31, 2007, plus (c) the amount of interest that has accrued on such Holders' Notes (assuming that interest had been paid on July 31, 2007 by issuing PIK Notes) from July 31, 2007 through the date hereof, plus (d) such Holder's pro rata share of the consent fee described in Section 9.7 hereof, calculated as the ratio of the aggregate outstanding principal amount of the Notes held by such Holder to the aggregate principal amount of all Notes issued under the 2005 SPA. From and after the Effective Date, all of the replacement Notes shall be "Notes" for all purposes of the 2005 SPA and the other Note Documents, guarantied by the continuing Guaranties of the Guarantors pursuant to Article XI of the 2005 SPA and secured by the continuing security interests granted pursuant to the Security Documents and the original Notes shall have no further force or effect.
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2005 Notes. Receipt by the Additional Investors of the 2005 Notes to be purchased on the First 2005 Note Closing Date, duly completed and executed for each New Investor.
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2005 Notes 
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Related to 2005 Notes

  • 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.

  • 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.

  • Floating Rate Notes If this Note is specified on the face hereof as a “Floating Rate Note”:

  • Fixed Rate Notes If this Note is specified on the face hereof as a “Fixed Rate Note”: (i) This Note will bear interest at the rate per annum specified on the face hereof. Interest on this Note will be computed on the basis of a 360-day year of twelve 30-day months. (ii) Unless otherwise specified on the face hereof, the Interest Payment Dates for this Note will be as follows:

  • Special Notes Recommended Clinician: Meet & Greet date and time: Date and time requested: Rate: