Description of the Notes Clause Samples

Description of the Notes. The Notes will be issued under an indenture to entered into between Stone Energy Corporation, as issuer, and The Bank of New York Mellon Trust Company, N.A., as trustee, in a transaction not registered under the Securities Act. The following description is only a summary of the material provisions of the Notes and the indenture. We urge you to read the indenture in its entirety because it, and not this description, define your rights as a holder of the Notes. You may request copies of this document as set forth under the caption “Where You Can Find More Information.” When we refer to “Stone Energy Corporation,” “Stone Energy,” “we,” “our” or “us” in this section, we refer only to Stone Energy Corporation and not its subsidiaries (unless the context otherwise requires). In addition, all references to interest in this offering memorandum include additional interest, if any, payable pursuant to the provisions set forth below under the heading “—No Registration Rights; Additional Interest,” and additional interest, if any, payable at our election as the sole remedy relating to the failure to comply with our reporting obligations pursuant to the provisions set forth below under the heading “—Events of Default; Notice and Waiver.” The Notes will: • initially be limited to $250.0 million aggregate principal amount ($275.0 million aggregate principal amount if the initial purchasers exercise in full their option to purchase additional Notes); • bear interest at a rate of % per year, payable semi-annually in arrears, on March 1 and September 1 of each year, commencing on September 1, 2012; • be general unsecured obligations, ranking equally with all of our other unsecured senior indebtedness and senior in right of payment to any subordinated indebtedness; • be convertible by you at any time prior to the close of business on the second scheduled trading day immediately preceding the maturity date, only during certain periods or upon satisfaction of one of the conditions for conversion, as described under “—Conversion Rights,” into cash, shares of our common stock or a combination of cash and shares of our common stock, at our election, based on an initial conversion rate of shares of our common stock per $1,000 principal amount of Notes (subject to adjustment as set forth in this offering memorandum), which represents an initial conversion price of approximately $ per share of our common stock; • not be subject to redemption at our option prior to maturity; • be sub...

Description of the Notes. The Company will authorize the issue and sale of

Description of the Notes. The Company will authorize the issue and sale of (i) $35,000,000 aggregate principal amount of 5.65% Series WW Senior Unsecured Notes due May 22, 2031 (the “Series WW Notes”), and (ii) $40,000,000 aggregate principal amount of 5.79% Series XX Senior Unsecured Notes due May 22, 2034 (the “Series XX Notes,” together with the Series WW Notes are collectively, the “Notes”) shall be substantially in the form set out in Exhibits 1-A and 1-B, respectively. Certain capitalized and other terms used in this Agreement are defined in Schedule B; and, for purposes of this Agreement, the rules of construction set forth in Section 22.5 shall govern.

Description of the Notes. The principal and any accrued and unpaid interest on Notes will due and payable on December 31, 2014 (the “Stated Maturity Date”) or, at the election of the Holder, on the earlier of (a) the closing of a financing transaction by the Corporation for aggregate proceeds in excess of US$5,000,000; (b) the sale of JHE; (c) the sale of all or substantially all of the assets of JHE; or (d) an Event of Default (as defined in the Note Certificates). The events described in this Section 2.2(a), (b) and (c) are each a “Triggering Event” and the Corporation agrees to provide each Noteholder notice of a Triggering Event within five (5) calendar days. A partial sale of JHE or JHE’s assets shall not be deemed to be a Triggering Event so long as the Corporation will apply no less than seventy percent (70%) of the net proceeds from such partial sale transaction to pay the principal amount and any outstanding unpaid interest of the Notes on closing of such transaction. The principal amount of the Notes is convertible, in whole or in part, at the option of the holder into shares of common stock of the Corporation (each, a “Common Share” and together with the Notes, the “Securities”) on (a) the Stated Maturity Date or (b) the occurrence of any Triggering Event.

Description of the Notes. The Company will authorize the issue and sale of $90,000,000 aggregate principal amount of its senior notes consisting of (i) $45,000,000 aggregate principal amount of 4.57% Series RR Senior Unsecured Notes due May 18, 2032 (the “Series RR Notes”), and (ii) $45,000,000 aggregate principal amount of 4.67% Series SS Senior Unsecured Notes due August 2, 2034 (the “Series SS Notes,” together with the Series RR Notes are collectively, the “Notes”) shall be substantially in the form set out in Exhibits 1-A and 1-B, respectively. Certain capitalized and other terms used in this Agreement are defined in Schedule B; and, for purposes of this Agreement, the rules of construction set forth in Section 22.5 shall govern.

Description of the Notes. This Agreement sets forth the terms and conditions under which Purchaser will purchase a certain number of Units, where each Unit shall consist of a 10% senior convertible note due 2008 in the form attached hereto as Exhibit A in increments of Fifty Thousand Dollars ($50,000), of which Note up to fifty percent (50%) of the outstanding principal shall be convertible into shares (the “Conversion Shares”) of the Company’s common stock, $.001 par value (“Common Stock”), at a rate of One and 65/10ths Dollars ($1.65) per share. The Note shall be secured by that certain Security Agreement in the form attached hereto as Exhibit B (the “Security Agreement”).

Description of the Notes. 10 Issuer Redink Rentals (RF) Limited 11 Status and Class of the Notes Secured Class A Notes 12 Tranche number 1 13 Series number 10 14 Aggregate Principal Amount of this Tranche R49,603,241 15 Issue Date 25 September 2018 16 Minimum Denomination per Note R1,000,000 17 Issue Price 100% 18 Applicable Business Day Convention Following Business Day 19 Determination Date the last day of each calendar month 20 Interest Commencement Date 25 September 2018 21 Final Redemption Date 7 February 2019 22 Final Redemption Amount 100% of nominal amount 24 Use of Proceeds The net proceeds of the issue of this Tranche will be used to purchase Sale Assets on the Issue Date or the actual date of payment of the Purchase Price as described under paragraph 7 above 25 Specified Currency Rand 26 Set out the relevant description of any additional Terms and Conditions relating to the Notes and/or amendments to the Priority of Payments See Annexure B In addition, the definition of Excluded Amounts for purposes of the Priority of Payments, shall include any amount required to be paid by the Servicer as agent on behalf of the Issuer.

Description of the Notes. The following summary of certain provisions of the notes and the Indenture does not purport to be complete and is qualified in its entirety by reference to the provisions of the notes and the Indenture. The Noteholders and Note Owners will be entitled to the benefits of, be bound by, and be deemed to have notice of all of the provisions of the notes, the Indenture and each of the Transaction Documents. Copies of the Transaction Documents will be on file with the Indenture Trustee, the Issuer and the initial purchaser and may be inspected by prospective purchasers of the notes at the corporate trust office of the Indenture Trustee in New York City, New York, or the offices of the Issuer.

Description of the Notes. The following language amends and supplements the terms of the Notes offered hereby as described in “Description of the Notes” in the Preliminary Offering Memorandum.