Remarketing of Tendered Bonds Sample Clauses
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Remarketing of Tendered Bonds. (a) Not later than the close of business on the date the Tender Agent receives an Optional Tender Notice, the Tender Agent shall notify the Remarketing Agents and the Issuer by telephone, telex or telecopier, confirmed in writing if requested, specifying the Variable Rate Purchase Date and the aggregate principal amount of Bonds to be purchased on the Variable Rate Purchase Date pursuant to such Optional Tender Notices.
(b) Not later than the close of business on the 10th day prior to the Conversion Date, the Trustee shall notify the Placement Agents and the Issuer by telephone, telex or telecopier, confirmed in writing if requested, specifying the aggregate principal amount of Bonds deemed tendered for mandatory purchase on the Conversion Date.
(c) Except as provided in paragraph (d) below and Section 305, upon receipt by the Remarketing Agents of notice from the Tender Agent pursuant to Section 301(a) hereof and by the Placement Agents of notice from the Trustee pursuant to Section 301(b) hereof, the Remarketing Agents or the Placement Agents, as the case may be, shall use their respective best efforts to arrange for the sale, at par plus accrued interest, if any, of such Bonds for settlement on the Variable Rate Purchase Date or Conversion Date, respectively. At or before 4:00 p.m. on the Business Day preceding the Variable Rate Purchase Date or Conversion Date, the Remarketing Agents or the Placement Agents, respectively, shall give notice by telephone, telecopier or telex, promptly confirmed in writing if requested, to the Trustee and the Tender Agent specifying the principal amount of such Bonds, if any, to be placed by it and to the Tender Agent and Bond Registrar the names, addresses and social security numbers or other tax identification numbers of the proposed purchasers thereof.
(d) Notwithstanding the provisions of paragraph (c) above, any Bond purchased pursuant to the terms of this Indenture from the date notice of redemption or conversion is given shall not be remarketed except to a buyer who agrees at the time of such purchase to tender such Bond for redemption or purchase on the redemption or purchase date.
(e) During the Variable Rate Period, the Remarketing Agents shall continue to use their best efforts to arrange for the sale, at the best price available, but not less than the principal amount thereof plus accrued interest, of any Bonds purchased with moneys advanced under the Credit Facility pursuant to Section 302(a)(2) hereof; provi...
Remarketing of Tendered Bonds. The Remarketing Agent shall use its best efforts to find purchasers for and arrange for the sale of all Bonds or portions thereof in respect of which notice of tender has been received pursuant to Section 4.01(a), at a price equal to 100% of the principal amount thereof plus accrued interest thereon. The terms of any such sale shall provide for the payment of the purchase price for tendered Bonds to the Tender Agent (in exchange for new registered Bonds) in immediately available funds at or before 11:00 a.m. on the purchase date. Notwithstanding the foregoing, the Remarketing Agent shall not arrange for the sale of any Bond as to which a notice of conversion to a Fixed Rate has been given by the Tender Agent unless the Remarketing Agent has advised the person to whom the sale is made of such conversion. Anything herein to the contrary notwithstanding, no Bonds shall be remarketed to the Issuer or the Company or any Affiliate of the Company.
Remarketing of Tendered Bonds. (a) Not later than the close of business on the date the Tender Agent receives an Optional Tender Notice, the Tender Agent shall notify the Remarketing Agent, the Trustee and the Company by telephone, telex or telecopier, confirmed in writing if requested, specifying the Variable Rate Purchase Date and the aggregate principal amount of Bonds to be purchased on such Variable Rate Purchase Date.
(b) Not later than the close of business on the ninth (9th) day prior to the Conversion Date, the Trustee shall notify the Placement Agent and the Company by telephone, telex
Remarketing of Tendered Bonds. (i) The Remarketing Agent shall use its best efforts to remarket Bonds to be purchased as described in the Indenture and to continue to remarket on an ongoing basis any Bonds purchased by the Bank's Agent or the Bank.
(ii) The Remarketing Agent
(A) will suspend its remarketing efforts upon the receipt of notice of the occurrence and continuation of an event of default under the Letter of Credit Agreement, the Indenture or the Loan Agreement; and
(B) may suspend its remarketing efforts immediately upon the occurrence of any of the following events, which suspension will continue so long as the situation continues to exist:
(1) suspension or material limitation in trading in securities generally on the New York Stock Exchange;
(2) a general moratorium on commercial banking activities in Pennsylvania or New York is declared by either federal, Commonwealth of Pennsylvania or New York State authorities;
(3) the engagement by the United States in hostilities if the effect of such engagement, in the Remarketing Agent's judgment, makes it impractical or inadvisable to proceed with the solicitation of offers to purchase the Bonds;
(4) legislation shall be introduced by committee, by amendment or otherwise, in, or be enacted by, the House of Representatives or the Senate of the Congress of the United States, or a decision by a court of the United States shall be rendered, or a stop order, ruling, regulation or Private Placement Memorandum by, or on behalf of, the United States Securities and Exchange Commission or other governmental agency having jurisdiction of the subject matter shall be made or proposed, to the effect that the offering or sale of obligations of the general character of the Bonds, as contemplated hereby, is or would be in violation of any provision of the Securities Act of 1933, as amended (the "Securities Act") and as then in effect, or the Securities Exchange Act of 1934, as amended (the "Exchange Act") and as then in effect, or the Trust Indenture Act of 1939, as amended (the "Trust Indenture Act") and as then in effect, or with the purpose or effect of otherwise prohibiting the offering or sale of obligations of the general character of the Bonds, or the Bonds, as contemplated hereby;
(5) any event shall occur or information shall become known, which, in the Remarketing Agent's reasonable opinion, makes untrue, incorrect or misleading in any material respect any statement or information contained in the disclosure documents provided to the Rem...
Remarketing of Tendered Bonds. (a) The Remarketing Agent will use its best efforts to remarket Tendered Bonds, subject to the following terms and conditions:
(1) The Remarketing Agent shall not remarket Tendered Bonds to the SystemBorrower or any Affiliate of the SystemBorrower; provided, however, that the SystemBorrower may purchase Tendered Bonds with its own funds as provided in Section 5.5(b)
Remarketing of Tendered Bonds. (i) The Remarketing Agent shall use its best efforts to remarket Bonds to be purchased as described in the Loan Agreement.
Remarketing of Tendered Bonds. Not later than 12:00 noon, New York City time, on each purchase date, the Remarketing Agent shall offer for sale and use its best efforts to find purchasers for all Bonds bearing interest at Taxable or Flexible Rates required to be purchased on such purchase date at a Purchase Price of 100% of the principal amount thereof, plus accrued interest, if any, on the ensuing purchase dates. In remarketing the Bonds, the Remarketing Agent shall offer and accept purchase commitments for the Bonds for such Taxable or Flexible Rate Periods and at such Taxable or Flexible Rates as it deems to be advisable in order to minimize the net interest cost on the Bonds taking into account prevailing market conditions; provided, however, that the foregoing shall not prohibit the Remarketing Agent from accepting purchase commitments for longer Taxable or Flexible Rate Periods (and at higher Taxable or Flexible Rates) than are otherwise available at the time of any remarketing if the Remarketing Agent determines that, taking into account prevailing market conditions, a lower net interest cost on the Bonds can be achieved over the longer Taxable or Flexible Rate Period; provided, however, that, notwithstanding the foregoing, no Taxable or Flexible Rate Period may be established which exceeds 270 days and provided further that, if the Remarketing Agent has given or received notice of conversion of any Bond to a Variable Rate Period or Fixed Rate Period, the Remarketing Agent shall not establish a Taxable or Flexible Rate Period for the Bonds to be converted which exceeds the remaining number of days prior to the Conversion Date. The terms of any sale by the Remarketing Agent shall provide for the authorization of the payment of the purchase price by the Remarketing Agent to the Paying Agent in immediately available funds in exchange for Bonds registered in the name of the new Registered Owner delivered by the Paying Agent to the Remarketing Agent at or before 2:15 p.m., New York City time, on the purchase date. Such payment by the Remarketing Agent pursuant to authorization shall be made no later than 3:00 p.m., New York City time, on such date.
Remarketing of Tendered Bonds. Unless otherwise instructed by the Borrower, the Remarketing Agent shall offer for sale, and use its best efforts to find purchasers for, all Bonds (or portions thereof) for which notice of tender has been received pursuant to Section 3.1(b) or 3.2(d). While the Bonds are in book-entry only form, the Remarketing Agent will make payment of the purchase price for tendered Bonds in accordance with the procedures established by DTC. If the book-entry only system is not in effect, the terms of any sale by the Remarketing Agent shall provide for the payment of the purchase price for tendered Bonds by the Remarketing Agent to the Trustee (i) in immediately available funds not later than 3:00 p.m., New York City time, on the purchase date, in the case of Bonds accruing interest at Flexible Rates, (ii) in immediately available funds not later than 4:00 p.m., New York City time, on the purchase date, in the case of Bonds accruing interest at Daily Rates or Weekly Rates, and (iii) in immediately available funds not later than 12:00 noon, New York City time, on the purchase date, in the case of Bonds accruing interest at Term Rates. The Remarketing Agent shall not sell any Bond as to which a notice of conversion from one type of Interest Rate to another has been given by the Trustee unless the Remarketing Agent has advised the Person to whom the sale is made of the conversion. The Remarketing Agent shall not, while any Letter of Credit is in effect, remarket the Bonds to the Issuer, the Borrower, or any general partner of the Borrower, any affiliate of the Borrower or any guarantor of the Borrower's obligations, other than Bonds which would thereupon constitute Pledged Bonds.
Remarketing of Tendered Bonds. The Remarketing Agent shall use its reasonable best efforts to find purchasers for and arrange for the sale on the respective Purchase Date of all Bonds or portions thereof in respect of which a notice of tender has been received pursuant to Section 2B.1(a), at a price equal to 100% of the principal amount thereof plus accrued interest thereon (if any); provided that no Bonds shall be remarketed by the Remarketing Agent to the Issuer, the Company or an Affiliate. The terms of any such sale shall provide for the payment of the purchase price for tendered Bonds to the Paying Agent (in exchange for new registered Bonds) in immediately available funds at or before 11:00 a.m. on the Purchase Date. Notwithstanding the foregoing, the Remarketing Agent shall not arrange for the sale of any Bond as to which (i) there has been given to the applicable Bondholder a notice of mandatory tender for purchase pursuant to Section 2B.2, Section 2B.3 or Section 2B.4, a notice of replacement of the Liquidity Facility pursuant to Section 2C.8, or a notice of optional or special mandatory redemption pursuant to Sections 5.6 and 5.7, respectively, unless in each case the Remarketing Agent has delivered to the person to whom the sale is made a copy of such notice, and such person has acknowledged receipt and agreed to be bound by the terms thereof, or (ii) provision for payment of such Bond has been made pursuant to Section 10.1.
Remarketing of Tendered Bonds