Synthetic Securities Clause Samples

Synthetic Securities. The SPE shall not:
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Synthetic Securities. The Issuer shall not acquire or enter into any swap transaction or security, other than a participation interest in a loan, which swap transaction or security provides for payments associated with either (i) payments of interest and/or principal on a reference obligation or (ii) the credit performance of a reference obligation.
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Synthetic Securities. The Fund shall not:
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Synthetic Securities. (a) For purposes of determining any of the Coverage Tests, in the event that a Collateral Debt Security is subject to an interest rate or currency swap agreement, the rate or amount that the Issuer is entitled to receive from the counterparty will be used in calculating such Coverage Test. In addition, for purposes of calculating the Coverage Tests, each Synthetic Security will be included as a Collateral Debt Security having the characteristics of the Synthetic Security and not of the related Reference Obligation. For purposes of the Collateral Quality Tests, unless expressly stated otherwise, in the event that a Collateral Debt Security is subject to a swap agreement, a rate or amount that the Issuer will be receiving from the counterparty under such swap agreement will be used. In addition, for purposes of the Collateral Quality Tests (except for the maximum percentage of Synthetic Securities), the Moody’s Maximum Tranched Rating Factor Test, the Moody’s Weighted Average Recovery Rate Test, the ▇▇▇▇▇▇▇▇▇▇ Diversity Test, the Minimum Weighted Average Coupon Test, the Minimum Weighted Average Spread Test, the Weighted Average Life Test, the S&P Recovery Test, and the Fitch Loan Diversity Index Test, each Synthetic Security will be treated as having the characteristics of the related Reference Obligation. (b) As part of the purchase of a Synthetic Security, the Issuer, or the Collateral Manager on behalf of the Issuer, may be required to deposit Synthetic Security Collateral with a custodian or other third party (which shall be the Trustee, acting as collateral agent) and grant to the related Synthetic Security Counterparty a security interest in such Synthetic Security Collateral, and the Synthetic Security Counterparty may be required to post collateral for the benefit of the Issuer in accordance with the terms of such Synthetic Security. The Issuer may acquire, transfer or assign Synthetic Security Collateral, and the Trustee shall release funds in connection therewith, regardless of whether such Synthetic Security Collateral would constitute Collateral Debt Obligations, Eligible Investments or otherwise; provided, that the ownership of Synthetic Security Collateral will not cause the Issuer to be subject to income tax on a net income basis in any jurisdiction, nor will any payments received with respect to any Synthetic Security Collateral be subject to withholding tax on any jurisdiction, unless the Issuer is entitled to a full gross-up (on an after-t...
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Synthetic Securities. The Borrower shall not acquire or enter into any swap transaction or security, other than a participation interest in a loan, which swap transaction or security provides for payments associated with either (i) payments of interest and/or principal on a reference obligation or (ii) the credit performance of a reference obligation.
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Related to Synthetic Securities

  • Public Securities The Public Securities have been duly authorized and reserved for issuance and when issued and paid for in accordance with this Agreement, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Public Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company; and all corporate action required to be taken for the authorization, issuance and sale of the Public Securities has been duly and validly taken. The form of certificates for the Public Securities conform to the corporate law of the jurisdiction of the Company’s incorporation and applicable securities laws. The Public Securities conform in all material respects to the descriptions thereof contained in the Registration Statement, the Statutory Prospectus and the Prospectus, as the case may be. When paid for and issued, the Warrants will constitute valid and binding obligations of the Company to issue the number and type of securities of the Company called for thereby in accordance with the terms thereof and such Warrants are enforceable against the Company in accordance with their respective terms, except: (i) as such enforceability may be limited by bankruptcy, insolvency, reorganization or similar laws affecting creditors’ rights generally; (ii) as enforceability of any indemnification or contribution provision may be limited under foreign, federal and state securities laws; and (iii) that the remedy of specific performance and injunctive and other forms of equitable relief may be subject to the equitable defenses and to the discretion of the court before which any proceeding therefor may be brought. The shares of Common Stock issuable upon exercise of the Warrants have been reserved for issuance and upon the exercise of the Warrants and upon payment of the consideration therefor, and when issued in accordance with the terms thereof, such shares of Common Stock will be duly and validly authorized, validly issued, fully paid and non-assessable, and the holders thereof are not and will not be subject to personal liability by reason of being such holders.

  • Offered Securities The Offered Securities have been duly authorized and when issued and delivered against payment by the Underwriters pursuant to this Agreement, will be validly issued.

  • Placement Securities The Placement Securities have been duly authorized and reserved for issuance and when issued and paid for, will be validly issued, fully paid and non-assessable; the Placement Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company; and all corporate actions required to be taken for the authorization, issuance and sale of the Placement Securities have been duly and validly taken. When issued, the Placement Warrants will constitute valid and binding obligations of the Company to issue and sell, upon exercise thereof and payment of the exercise price therefor, the number and type of securities of the Company called for thereby in accordance with the terms thereof, and such Placement Warrants are enforceable against the Company in accordance with their respective terms, except: (i) as such enforceability may be limited by bankruptcy, insolvency, reorganization or similar laws affecting creditors’ rights generally; (ii) as enforceability of any indemnification or contribution provision may be limited under federal and state securities laws; and (iii) that the remedy of specific performance and injunctive and other forms of equitable relief may be subject to the equitable defenses and to the discretion of the court before which any proceeding therefor may be brought. The shares of Common Stock underlying the Placement Warrants have been reserved for issuance upon the exercise of the Placement Warrants and, when issued in accordance with the terms of the Placement Warrants, will be duly and validly authorized, validly issued, fully paid and non-assessable, and the holders thereof are not and will not be subject to personal liability by reason of being such holders.

  • Securities On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, the Company agrees to sell to each Underwriter, severally and not jointly, and each Underwriter, severally and not jointly, agrees to purchase from the Company, at the price set forth in Schedule B, the aggregate principal amount of Securities set forth in Schedule A opposite the name of such Underwriter, plus any additional principal amount of Securities which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereof.

  • Margin Securities The Company owns no “margin securities” as that term is defined in Regulation U of the Board of Governors of the Federal Reserve System (the “Federal Reserve Board”), and none of the proceeds of Offering will be used, directly or indirectly, for the purpose of purchasing or carrying any margin security, for the purpose of reducing or retiring any indebtedness which was originally incurred to purchase or carry any margin security or for any other purpose which might cause any of the shares of Common Stock to be considered a “purpose credit” within the meanings of Regulation T, U or X of the Federal Reserve Board.