Issuance of Exchange Notes Clause Samples
The 'Issuance of Exchange Notes' clause defines the process by which new notes are issued to replace existing ones, typically as part of a debt exchange or refinancing arrangement. This clause outlines the conditions under which holders of original notes can surrender them in exchange for newly issued notes, specifying requirements such as eligibility, timing, and any necessary documentation. Its core practical function is to facilitate the orderly replacement of old debt instruments with new ones, ensuring a clear and structured transition for both the issuer and noteholders.
Issuance of Exchange Notes. The issuance of the Exchange Notes has been duly authorized and upon issuance in accordance with the terms of the Exchange Documents shall be validly issued, fully paid and non-assessable and free from all Liens.
Issuance of Exchange Notes. Subject to the terms and conditions of this Agreement, the Company shall issue Notes (each, an "Exchange Note") to the holders of the outstanding Series A Preferred Stock in exchange for the surrender by each such holder of all of the shares of Series A Preferred Stock held by such holder. The Exchange Notes shall be issued in an aggregate principal amount equal to the sum of (a) $3,000,000, which is the aggregate Liquidation Value (as defined in the Certificate of Designations for the Series A Preferred Stock) of the outstanding shares of Series A Preferred Stock, plus (b) an amount equal to the accrued but unpaid dividends on the outstanding Series A Preferred Stock equal to $225,000 through the date hereof. The Exchange Notes shall be issued to each holder of the Series A Preferred Stock in direct proportion to the percentage of all outstanding shares of Series A Preferred Stock held by such holder. The Company shall issue each such Exchange Note to a holder of Series A Preferred Stock only upon the surrender to the Company for cancellation of the certificates evidencing the Series A Preferred Stock held by such holder. Upon the issuance of an exchange note in exchange for the Series A Preferred Stock, all dividends and warrants issuable pursuant to the terms of the Series A Preferred Stock shall thereupon cease to accrue. The Company's failure to issue an Exchange Note because of the failure of a holder of Series A Preferred Stock to surrender the certificate evidencing such Series A Preferred Stock shall not constitute a default by the Company hereunder.
Issuance of Exchange Notes. As soon as practicable after the Closing Date, the Company shall issue the Exchange Notes against delivery for cancellation of the certificates evidencing the Series A Preferred Stock. The Lender shall cooperate with the Company in effecting the exchange, including interacting with the other holders of the Series A Preferred Stock.
Issuance of Exchange Notes. This Second Supplemental Indenture hereby provides for and confirms the issuance of $350,000,000 of Exchange Notes pursuant to the Indenture, to be "Exchange Notes" for all purposes of the Indenture from their date of issuance.
Issuance of Exchange Notes. Upon the consummation of the Exchange Offer with respect to the additional Series A Notes, the Additional Exchange Notes shall be issued pursuant to Section 2.06(f) of the Indenture solely in exchange for Additional Series A Notes, which shall be cancelled upon delivery of the Additional Exchange Notes to the Holders of the Additional Series A Notes.
Issuance of Exchange Notes. At the Closing, the Company shall deliver to the Holder the Exchange Notes.
Issuance of Exchange Notes. Upon the following terms and conditions, the Company shall issue to the Holder, and the Holder shall acquire from the Company, the Exchange Note dated and issued as of September 10, 2010 in the aggregate original principal amount equal to $167,339 in exchange for the surrender and cancellation of the Notes. The Company hereby agrees to issue Holder an Exchange Note, with a principal amount equal to the principal amount of such Holder’s current Note(s) purchased from the Sellers pursuant to the Securities Purchase Agreement, plus any accrued but unpaid interest on and through August 31, 2010. The Exchange Note is being issued in substitution for and not in satisfaction of the Notes, provided, however, the Holder acknowledges and agrees that upon the issuance and acceptance of the original Exchange Notes issued pursuant to this Section, the original Notes will be deemed cancelled and will be promptly surrendered to the Company.
Issuance of Exchange Notes. Upon the following terms and conditions, in exchange for the surrender and cancellation of the RH Exchange Note, the Company shall issue to Manchester, and Manchester shall acquire from the Company, the Exchange Note dated and issued as of April 28, 2011, in the aggregate original principal amount equal to $794,857.98. The Exchange Note is being issued in substitution for and not in satisfaction of the RH Exchange Note, provided, however, Manchester acknowledges and agrees that upon the issuance and acceptance of the original Exchange Note, the RH Exchange Note will be deemed cancelled and will be promptly surrendered to the Company.
Issuance of Exchange Notes. The issuance of the Exchange Notes is duly authorized.
Issuance of Exchange Notes. Upon execution of this Agreement, Holder will surrender the Prior Notes to Company and Company will issue to Holder the Exchange Notes. In conjunction therewith, Company hereby confirms that the Prior Notes represent Company’s unconditional obligation to pay the outstanding balance thereof pursuant to the terms of the Prior Notes. Company and Holder agree that upon surrender, the Prior Notes will be cancelled and the remaining amount owed to Holder pursuant to the Prior Notes shall hereafter be evidenced solely by the Exchange Notes.