Tranche A Notes Sample Clauses

Tranche A Notes. Upon the request of any Tranche A Lender made through the Administrative Agent, the Borrower shall execute and deliver to such Tranche A Lender (through the Administrative Agent) a promissory note, substantially the form of Exhibit 2.4(f), which shall evidence such Tranche A Lender’s Tranche A Loans in addition to such accounts or records.

Tranche A Notes. On October 15, 2000 and on each October 15 thereafter to and including October 15, 2007, the Company will prepay $6,666,666 principal amount (or such lesser principal amount as shall then be outstanding) of the Tranche A Notes at par and without payment of the Make-Whole Amount or any premium. The entire remaining principal amount of the Tranche A Notes shall become due and payable on October 15, 2008. For purposes of this Section 8.1(a), any prepayment of less than all of the outstanding Tranche A Notes pursuant to Section 8.2 shall be deemed to be applied first to the amount of principal scheduled to be repaid on October 15, 2008, and then to the remaining scheduled principal payments, if any, in inverse chronological order.

Tranche A Notes. Each Tranche A Loan shall be evidenced by a Tranche A Note of the Company substantially in the form of Exhibit A (each such note, a "Tranche A Note"), dated the Closing Date in a principal amount equal to the initial principal amount of such Tranche A Loan, duly executed and delivered by the Company and payable to the Lender of such Tranche A Loan.

Tranche A Notes. The sale and purchase of the Tranche A Notes to be purchased by each Purchaser shall occur at the offices of ▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ LLP, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ at 9:00 a.m. Central time, at a closing (the “First Closing”) on March 1, 2010 or on such other Business Day thereafter on or prior to March 31, 2010 as may be agreed upon by the Company and the Purchasers of the Tranche A Notes. On the First Closing Date, the Company will deliver to each Purchaser the Tranche A Notes to be purchased by such Purchaser in the form of a single Tranche A Note (or such greater number of Tranche A Notes in denominations of at least $50,000 as such Purchaser may request) dated the date of the First Closing Date and registered in such Purchaser’s name (or in the name of such Purchaser’s nominee), against delivery by such Purchaser to the Company or its order of immediately available funds in the amount of the purchase price therefor by wire transfer of immediately available funds for the account of the Company to an account specified pursuant to Section 4.10 hereof. If, on the First Closing Date, the Company shall fail to tender such Tranche A Notes to any Purchaser as provided above in this Section 3(a), or any of the conditions specified in Section 4 shall not have been fulfilled to any Purchaser’s satisfaction, such Purchaser shall, at such Purchaser’s election, be relieved of all further obligations under this Agreement, without thereby waiving any rights such Purchaser may have by reason of such failure or such nonfulfillment.

Tranche A Notes. The Tranche A Loans made by each Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A hereto, dated (i) the Closing Date or (ii) the effective date of an Assignment pursuant to Section 12.06(b), payable to the order of such Lender in a principal amount equal to its Maximum Tranche A Credit Amount as in effect and otherwise duly completed and such substitute Tranche A Notes as required by Section 12.06(b). The date, amount, Type, interest rate and Interest Period of each Tranche A Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Tranche A Notes, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Tranche A Notes or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender's or the Borrower's rights or obligations in respect of such Tranche A Loans or affect the validity of such transfer by any Lender of its Tranche A Notes.

Tranche A Notes. Notwithstanding anything herein to the contrary, in the event that the Qualified Offering occurs prior to the last Tranche A Monthly Advance Closing Date, the Company, in its sole discretion, shall have the right to terminate its obligation to sell and issue additional Tranche A Notes and not hold any Tranche A Monthly Advance Closing following the closing of a Qualified Offering; provided, that, the Company shall issue to the Tranche A Lender Warrants to purchase the number of Warrant Shares equal to (x) 20% of the difference between (i) the Tranche A Lender’s total commitment as is set forth opposite the Tranche A Lender’s name in column titled “Total Commitment” on Schedule I and (ii) the amount of the Consideration actually funded by the Tranche A Lender, divided by (y) the Qualified Offering Price. The form of Warrants issued pursuant to this Section 2.3(a) shall be the same as the form of warrant issued in connection with the closing of a Qualified Offering pursuant to Section 2.2.

Tranche A Notes. The obligation of Borrower to repay to each Lender the aggregate amount of all Tranche A Loans made by such Lender, together with interest accruing in connection therewith, shall be evidenced by a single promissory note (such Lender’s “Tranche A Note”) made by Borrower payable to the order of such Lender in the form of Exhibit A-1 with appropriate insertions. The amount of principal owing on any Lender’s Tranche A Note at any given time shall be the aggregate amount of all Tranche A Loans theretofore made by such Lender minus all payments of principal theretofore received by such Lender on such Tranche A Note. Interest on each Tranche A Note shall accrue and be due and payable as provided herein and therein. The entire unpaid principal balance of the Tranche A Loans and all interest accrued thereon shall be due and payable in full on the Tranche A Commitment Termination Date.

Tranche A Notes. Tranche A Loans made by each Lender shall be evidenced by the Tranche A Note payable to the order of such Lender in the respective amount of its Applicable Commitment Percentage of the Total Tranche A Commitment, which Tranche A Note shall be dated the Closing Date or a later date pursuant to an Assignment and Acceptance and shall be duly completed, executed and delivered by the Borrower.

Tranche A Notes. Each Tranche A Lender shall maintain in accordance with its usual practice an account or accounts evidencing the Indebtedness of Borrower to such Lender resulting from each Tranche A Loan owing to such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder in respect of such Loan. Borrower agrees that upon notice by any Tranche A Lender to Borrower (with a copy of such notice to Agent) to the effect that a promissory note or other evidence of Indebtedness is required or appropriate in order for such Lender to evidence (whether for purposes of pledge, enforcement or otherwise) the Tranche A Loans owing to, or to be made by, such Lender, Borrower shall promptly execute and deliver to such Lender, with a copy to Agent, a promissory note substantially in the form of EXHIBIT A-1 attached hereto or in form and substance reasonably satisfactory to Borrower and such Lender (each an "Tranche A Note"), with appropriate insertions, due on the earlier of its acceleration pursuant to the terms of this Agreement or the Final Maturity Date, and payable to the order of such Lender in a principal amount equal to the Tranche A Commitment of such Lender. Notwithstanding anything to the contrary herein, Borrower agrees that the books and records of Agent maintained to evidence such matters shall be conclusive absent manifest error as evidence of the matters noted or recorded; provided, however, that any failure by Agent to make such notations or recordations shall not reduce Borrower's liability thereunder.