New Issuances of Notes Sample Clauses

New Issuances of Notes. (a) The Issuing Entity may issue new Notes of any Series, Class or Tranche, so long as the following conditions precedent are satisfied or waived: (i) on or before the third Business Day before a new issuance is to occur, the Issuing Entity delivers to the Indenture Trustee and each Note Rating Agency notice of such new issuance; (ii) on or prior to the date that the new issuance is to occur, the Issuing Entity delivers to the Indenture Trustee and each Note Rating Agency an Issuing Entity Certificate to the effect that: (A) the Issuing Entity reasonably believes that the new issuance will not cause an Adverse Effect on any Outstanding Notes; (B) all instruments furnished to the Indenture Trustee conform to the requirements of this Indenture and constitute sufficient authority hereunder for the Indenture Trustee to authenticate and deliver such Notes; (C) the form and terms of such Notes have been established in conformity with the provisions of this Indenture; and (D) the Issuing Entity has addressed any other matters as the Indenture Trustee may reasonably request; (iii) not later than three Business Days after each Most Recent Quarterly Filing Date, the Issuing Entity will have delivered to the Indenture Trustee and each Note Rating Agency an Opinion of Counsel, dated the Most Recent Quarterly Filing Date that the Issuing Entity has the trust power and authority to execute, deliver and perform its obligations under the Notes and when duly authorized and delivered by the Issuing Entity and, assuming due authentication and delivery by the Indenture Trustee, the Notes will constitute legal, valid and binding obligations of the Issuing Entity enforceable in accordance with their terms (subject, as to enforcement of remedies, to applicable bankruptcy, reorganization, insolvency, moratorium or other laws and legal principles affecting creditors’ rights generally from time to time in effect and to general equitable principles, whether applied in an action at law or in equity) and entitled to the benefits of this Indenture, equally and ratably with all other Outstanding Notes, if any, of such Series, Class or Tranche of Notes, subject to the terms of this Indenture, each Indenture Supplement and each Terms Document; (iv) on or before the date that the new issuance is to occur, the Issuing Entity will have obtained written confirmation from each Note Rating Agency that the new issuance will not have a Ratings Effect on any Outstanding Notes issued prior to May 2...
New Issuances of Notes. The Issuer may issue new tranches of Notes (including additional Notes of an Outstanding tranche) to be included in the BAseries, so long as the following conditions precedent are satisfied: (i) on or before the date that the new issuance is to occur, the Issuer will have delivered to the Indenture Trustee a terms document relating to the applicable tranche of Notes; (ii) if the issuance of Notes results in an increase in the targeted deposit amount of any Class C Reserve sub-Account of a tranche of Class C Notes, on such issuance date the Issuer will have funded such increase with a cash deposit to such Class C Reserve sub-Account; (iii) the conditions specified in Section 310 of the Indenture and Section 2.03 of this Indenture Supplement, as applicable, are satisfied; and (iv) any other conditions specified in the related terms document.
New Issuances of Notes. The Issuer may issue new Notes of any series or class, so long as the following conditions precedent are satisfied:
New Issuances of Notes. The Issuer may issue new Tranches of Notes (including additional Notes of an Outstanding Tranche) to be included in the WFCardSeries, so long as the following conditions precedent are satisfied: (i) on or before the date that the new issuance is to occur, the Issuer will have delivered to the Indenture Trustee and the Note Registrar a Terms Document relating to the applicable Tranche of Notes; (ii) if the issuance of Notes results in an increase in the targeted deposit amount of any Class C Reserve sub-Account of a Tranche of Class C Notes or any Class D Reserve sub-Account of a Tranche of Class D Notes, on such issuance date the Issuer will have funded such increase with a cash deposit to such Class C Reserve sub-Account or Class D Reserve sub-Account, as applicable; (iii) the conditions specified in Section 3.10 of the Indenture and Section 2.03 of this Indenture Supplement, as applicable, are satisfied; and (iv) any other conditions specified in the related Terms Document.
New Issuances of Notes. (a) The Issuer may issue new Notes of any Series, Class or Tranche, so long as the following conditions precedent are satisfied: (i) on or before the third Business Day before the date that the new issuance is to occur, the Issuer gives the Indenture Trustee, the Note Registrar, the Paying Agent and the Note Rating Agencies written notice of the issuance; (ii) on or prior to the date that the new issuance is to occur, the Issuer delivers to the Indenture Trustee, the Note Registrar and each Note Rating Agency an Issuer Certificate to the effect that: (A) the Issuer reasonably believes that the new issuance will not at the time of its occurrence or at a future date cause an Adverse Effect on any Outstanding Notes; (B) all instruments furnished to the Indenture Trustee and the Note Registrar conform to the requirements of this Indenture and constitute sufficient authority hereunder for the Note Registrar to authenticate and deliver such Notes; (C) the form and terms of such Notes have been established in conformity with the provisions of this Indenture; and (D) such other matters as the Indenture Trustee or the Note Registrar may reasonably request;
New Issuances of Notes 

Related to New Issuances of Notes

  • Additional Issuances of Notes Subject to clauses (ii), (iii), (iv) and (v) of Section 2.02 and Section 2.03 of the Indenture Supplement, the Issuer may issue additional Class A(2019-1) Notes, so long as the following conditions precedent are satisfied: (a) the Issuer shall have given the Indenture Trustee written notice of such issuance of additional Class A(2019-1) Notes (the “Notice of Additional Issuance”) at least one (1) Business Day in advance of the Issuance Date thereof, which notice shall include: (i) the Issuance Date of such additional Class A(2019-1) Notes; (ii) the amount of such additional Class A(2019-1) Notes being offered and the resulting Initial Dollar Principal Amount and Stated Principal Amount of Class A(2019-1) Notes; (iii) the date from which interest on such additional Class A(2019-1) Notes will accrue (which may be a date prior to the date of issuance thereof); (iv) the first Interest Payment Date on which interest will be paid on such additional Class A(2019-1) Notes; and (v) any other terms that the Issuer set forth in such notice of issuance of additional Class A(2019-1) Notes to clarify the rights of Holders of such additional Class A(2019-1) Notes or the effect of such issuance of additional Class A(2019-1) Notes on any calculations to be made with respect to the Class A(2019-1) Notes, the Class A Notes or the Issuer. All such terms shall be incorporated into and form a part of this Terms Document on and after the effective date of such Class A(2019-1) Notes; (b) no Class A(2019-1) Adverse Event has occurred and is continuing; and (c) either (i) the issuance of such additional Class A(2019-1) Notes would be treated as part of the same issue as the outstanding Class A(2019-1) Notes under Treasury Regulation Sections 1.1275-1(f)(1) or 1.1275-2(k) or (ii) such additional Class A(2019-1) Notes are not issued with “original issue discount” for purposes of Section 1273 of the Code. The Issuer shall not have to satisfy the conditions set forth in Section 310 of the Indenture in connection with an issuance of additional Class A(2019-1) Notes so long as such conditions were satisfied or waived in connection with the initial issuance of Class A(2019-1) Notes; provided, however, that the Issuer shall have to deliver to the Indenture Trustee a Master Trust Tax Opinion and an Issuer Tax Opinion with respect to such issuance.

  • Additional Issuances of Securities (i) For purposes of this Section 4(o), the following definitions shall apply.

  • Prepayment of Notes 3 Section 2.1.

  • Conversion of Notes (a) Upon the conversion of a Note or part thereof, the Company shall, at its own cost and expense, take all necessary action, including obtaining and delivering an opinion of counsel to assure that the Company’s transfer agent shall issue stock certificates in the name of a Subscriber (or its permitted nominee) or such other persons as designated by Subscriber and in such denominations to be specified at conversion representing the number of shares of Common Stock issuable upon such conversion. The Company warrants that no instructions other than these instructions have been or will be given to the transfer agent of the Company’s Common Stock and that the certificates representing such shares shall contain no legend other than the legend set forth in Section 4(h). If and when a Subscriber sells the Conversion Shares, assuming (i) a registration statement including such Conversion Shares for registration has been filed with the Commission, is effective and the prospectus, as supplemented or amended, contained therein is current and (ii) Subscriber or its agent confirms in writing to the transfer agent that Subscriber has complied with the prospectus delivery requirements, the Company will reissue the Conversion Shares without restrictive legend and the Conversion Shares will be free-trading, and freely transferable. In the event that the Conversion Shares are sold in a manner that complies with an exemption from registration, the Company will promptly instruct its counsel to issue to the transfer agent an opinion permitting removal of the legend indefinitely if such sale is intended to be made in conformity with Rule 144(b)(1)(i) of the 1933 Act, or for 90 days if pursuant to the other provisions of Rule 144 of the 1933 Act, provided that Subscriber delivers reasonably requested representations in support of such opinion. (b) Each Subscriber will give notice of its decision to exercise its right to convert its Note, interest, or part thereof by telecopying, or otherwise delivering a completed Notice of Conversion (a form of which is annexed as Exhibit A to the Note) to the Company via confirmed telecopier transmission or otherwise pursuant to Section 13(a) of this Agreement. Subscriber will not be required to surrender the Note until the Note has been fully converted or satisfied. Each date on which a Notice of Conversion is telecopied to the Company in accordance with the provisions hereof by 6 PM Eastern Time (“ET”) (or if received by the Company after 6 PM ET, then the next business day) shall be deemed a “Conversion Date.” The Company will itself or cause the Company’s transfer agent to transmit the Company’s Common Stock certificates representing the Conversion Shares issuable upon conversion of the Note to Subscriber via express courier for receipt by Subscriber within three days after the Conversion Date (such third day being the “Delivery Date”). In the event the Conversion Shares are electronically transferable, then delivery of the Shares must be made by electronic transfer provided request for such electronic transfer has been made by the Subscriber. A Note representing the balance of the Note not so converted will be provided by the Company to Subscriber if requested by Subscriber, provided Subscriber delivers the original Note to the Company. (c) The Company understands that a delay in the delivery of the Conversion Shares in the form required pursuant to Section 7.1 hereof later than the Delivery Date could result in economic loss to the Subscribers. As compensation to Subscribers for such loss, the Company agrees to pay (as liquidated damages and not as a penalty) to each applicable Subscriber for late issuance of Conversion Shares in the form required pursuant to Section 7.1 hereof upon Conversion of the Note, the amount of $100 per business day after the Delivery Date for each $10,000 of Note principal amount and interest (and proportionately for other amounts) being converted of the corresponding Conversion Shares which are not timely delivered. The Company shall pay any payments incurred under this Section upon demand. Furthermore, in addition to any other remedies which may be available to the Subscribers, in the event that the Company fails for any reason to effect delivery of the Conversion Shares on or before the Delivery Date, the Subscriber will be entitled to revoke all or part of the relevant Notice of Conversion by delivery of a notice to such effect to the Company whereupon the Company and Subscriber shall each be restored to their respective positions immediately prior to the delivery of such notice, except that the damages payable in connection with the Company’s default shall be payable through the date notice of revocation or rescission is given to the Company.

  • Denomination of Debt Securities Unless otherwise provided in the form of Debt Security for any series, the Debt Securities of each series shall be issuable only as fully registered Debt Securities in such Dollar denominations as shall be specified or contemplated by Section 2.03. In the absence of any such specification with respect to the Debt Securities of any series, the Debt Securities of such series shall be issuable in denominations of $1,000 and any integral multiple thereof.