Secured Notes Sample Clauses
The 'Secured Notes' clause defines the terms under which a debt instrument, known as a note, is backed by specific collateral to provide security for the lender. In practice, this clause outlines what assets are pledged as security, the rights of the noteholders in the event of default, and the procedures for enforcing the security interest. By establishing a clear framework for collateralization, the clause protects lenders by reducing their risk and ensuring they have a claim to certain assets if the borrower fails to meet repayment obligations.
Secured Notes. (i) The Notes sold to Persons that are not “U.S. Persons” (as defined in Regulation S) shall each be issued initially in the form of one permanent global Note per Class in definitive, fully registered form without interest coupons substantially in the form attached as Exhibit A hereto (each, a “Regulation S Global Note”), and shall be deposited on behalf of the subscribers for such Notes represented thereby with the Trustee as custodian for, and registered in the name of a nominee of, DTC for the respective accounts of Euroclear and Clearstream, duly executed by the Issuers and authenticated by the Trustee or the Authenticating Agent as hereinafter provided.
(ii) The Notes sold to Persons that are QIB/QPs shall each be issued initially in the form of one permanent global Note per Class (unless such Persons elect to receive a Certificated Note) in definitive, fully registered form without interest coupons substantially in the form attached as Exhibit A hereto (each, a “Rule 144A Global Note”) and shall be deposited on behalf of the subscribers for such Notes represented thereby with the Trustee as custodian for, and registered in the name of Cede & Co., a nominee of, DTC, duly executed by the Issuers and authenticated by the Trustee or the Authenticating Agent as hereinafter provided.
(iii) The Secured Notes sold to persons that are a QIB/QP, may upon request be issued in the form of one or more definitive, fully registered notes without coupons substantially in the form attached as Exhibit A hereto (a “Certificated Note”) which shall be registered in the name of the beneficial owner or a nominee thereof, duly executed by the Issuers and authenticated by the Trustee or Authenticating Agent as hereinafter provided.
(iv) The aggregate principal amount of the Regulation S Global Notes and the Rule 144A Global Notes may from time to time be increased or decreased by adjustments made on the records of the Trustee or DTC or its nominee, as the case may be, as hereinafter provided.
Secured Notes. 6 SECTION 2.02. Payment from Indenture Estate Only........... 7 SECTION 2.03.
Secured Notes. The Series ----------------------------- 1997-C-2 Secured Notes shall:
Secured Notes. Evidence that the Secured Notes shall have been or shall substantially concurrently with the effectiveness of this Agreement be funded in an aggregate principal amount of not less than $500,000,000.
Secured Notes. Such Secured Noteholder is the holder of the Secured Note(s) set forth opposite its name on Schedule 1 hereto, and such Secured Note(s) constitute all of the secured indebtedness owed by the Company to such Secured Noteholder. Such Secured Noteholder has not granted any other Person a security interest, lien or other Encumbrance with respect to such Secured Note(s), the Company or any of its Affiliates or any of its or their respective assets.
Secured Notes. In exchange for their existing claims against the Company (inclusive of principal and interest accrued through the petition date of the Chapter 11 Cases), each holder of the Secured Notes shall receive, on the Effective Date:
Secured Notes. (a) Generally. Except for Secured Notes issued pursuant to Section 2.06 or 2.08, Secured Notes may be issued only on the Closing Date. On the Closing Date, the Secured Notes to be issued on such Date pursuant to Section 2.2 of the Participation Agreement shall be duly executed by the Grantor Trustee by manual or facsimile signature, duly authenticated and made available for delivery by the Corporate Indenture Trustee and registered in the name of the Loan Participant to which such Secured Note is being issued and shall have attached thereto the Amortization Schedule for such Secured Note. Receipt by the Corporate Indenture Trustee of Secured Notes duly executed by the Grantor Trustee shall be accompanied by an Officer's Certificate of the Grantor Trustee instructing the Corporate Indenture Trustee to authenticate, register and make available for delivery such Secured Notes on the Closing Date.
(b) The Secured Notes shall:
(i) be limited in aggregate original principal amount to the amount specified in Exhibit B hereto;
(ii) be issuable only as registered Secured Notes in denominations of at least $1,000, or if the remaining principal amount thereof shall be less than $1,000, such remaining principal amount;
(iii) be dated the Closing Date;
(iv) bear interest on the unpaid principal amount thereof from the date of such Secured Notes at the rate specified in Exhibit B (computed on the basis of a 360-day year consisting of twelve 30- day months);
(v) be due and payable as to principal and interest as specified herein and therein;
(vi) be prepayable only as provided in Article III; and
(vii) be substantially of the tenor and in the form set forth in Exhibit A.
(c) Each Secured Note shall be signed on behalf of the Corporate Grantor Trustee by a Responsible Officer of the Corporate Grantor Trustee, and on behalf of the Individual Grantor Trustee, by ▇▇▇▇▇▇▇▇, manually or in facsimile. No Secured Note shall be secured by or entitled to any benefit under this Indenture, or be valid for any purpose, unless there appears thereon a certificate of authentication executed by or on behalf of the Corporate Indenture Trustee by the manual or facsimile signature of a Responsible Officer of the Corporate Indenture Trustee, and such certificate on any Secured Note shall be conclusive evidence that such Secured Note has been duly authenticated and made available for delivery hereunder.
Secured Notes. The Company shall have delivered evidence satisfactory to Agere that the secured notes have been duly converted by the holders thereof or extinguished and UCC termination statements have been filed (or prepared for filing) duly terminating the security interests for such secured notes.
Secured Notes. The original Secured Notes, which shall be cancelled following payment therefor at the Closing, and an executed counterpart of an agreement in form and substance satisfactory to Purchaser from the holders of the Secured Notes acknowledging and agreeing that (i) on payment of the aggregate Secured Notes Payment Amount, the Secured Notes will be paid in full and that effective as of the Closing, the Secured Notes and the Security Agreement are deemed cancelled and terminated and (ii) such holder will execute and file, or authorizes Purchaser to file on its behalf, as of the Closing Date any financing statements, including without limitation any UCC financing statement amendments, necessary or desirable to terminate any security interest granted to such holders under the Security Agreement.
Secured Notes. For purposes of this definition, interest on a Capitalized Lease Obligation will be deemed to accrue at an interest rate reasonably determined by such Person to be the rate of interest implicit in such Capitalized Lease Obligation in accordance with GAAP.