Direct Purchase Notes definition

Direct Purchase Notes has the meaning set forth in the Recitals hereto.
Direct Purchase Notes means $386,000,000 in aggregate initial principal amount of Class A-4 Notes, $75,000,000 in aggregate initial principal amount of Class A-5 Notes and $85,000,000 in aggregate initial principal amount of Class B Notes to be sold to the Direct Purchaser under the Note Purchase Agreement.
Direct Purchase Notes means the City of Austin, Texas Combined Utility Systems Taxable Program Notes, Direct Purchase Sub-Series.

Examples of Direct Purchase Notes in a sentence

  • In addition, City represents and warrants that the issuance of the Direct Purchase Notes is within City’s powers and has been duly and validly authorized by all necessary action, that such issuance will not violate any provisions of law, and that such Direct Purchase Notes, when completed, authenticated and delivered pursuant hereto, will constitute City’s legal, valid and binding obligation.

  • Notwithstanding the provisions of Section 9 hereof, the Agent shall not authenticate and deliver Direct Purchase Notes unless it has received the certifications of City in the form required by Section 5(c) of the Note Ordinance and the Instructions are otherwise in conformity with the requirements of the Note Ordinance.

  • The Direct Purchase Notes shall be in the form set forth in Exhibit B to the Note Ordinance, with such appropriate insertions, omissions, substitutions, and other variations as are permitted or required by the Note Ordinance and approved by an Authorized City Representative.

  • Notwithstanding anything herein to the contrary, in no event shall, at any time, the sum of (i) the aggregate principal amount of all outstanding Commercial Paper Notes plus the amount of interest to accrue thereon to maturity, plus (ii) the aggregate outstanding principal amount of all Loans, plus (iii) the aggregate outstanding principal amount of all Direct Purchase Notes purchased by the Bank pursuant to the JPMorgan Note Purchase Agreement, exceed the Commitment from time to time in effect.

  • No prior action or course of dealing on the part of the Agent with respect to advances of the purchase price or payments of matured Direct Purchase Notes shall give rise to any claim or cause of action by City against the Agent in the event that the Agent refuses to pay or settle any Direct Purchase Notes for which City has not timely provided funds as required by this Agreement.

  • All Direct Purchase Notes issued to the Bank pursuant to the Tax-Exempt Note Purchase Agreement shall be in physical form.

  • This Agreement applies solely to Direct Purchase Notes purchased by the Bank pursuant to the Tax-Exempt Note Purchase Agreement.

  • For use as described in Section 9 hereof, City will, prior to the time that it intends to issue Direct Purchase Notes, deliver to the Agent the Direct Purchase Notes to be issued, bearing the manual or facsimile signatures of the requisite number of Authorized City Representatives with all terms included (including principal amount, payee, date of issue, maturity date and interest rate).

  • The Direct Purchase Notes will be issued on the terms and subject to the conditions set forth in the Tax-Exempt Note Purchase Agreement.

  • The Direct Purchase Notes will be issued on the terms and subject to the conditions set forth in the Taxable Note Purchase Agreement.


More Definitions of Direct Purchase Notes

Direct Purchase Notes means the Subordinated Notes, which will be placed directly by the Issuer on or about the Closing Date, and “Subject Notes” means the Notes other than the Direct Purchase Notes. DBSI (as defined below) is not acting as initial purchaser or placement agent for the Direct Purchase Notes. The Issuer proposes to sell to Deutsche Bank Securities Inc. (“DBSI”) the Subject Notes (DBSI, as the initial purchaser of the Subject Notes, being referred to herein as the “Initial Purchaser”) in the aggregate principal amounts and at the purchase price percentages set forth in Schedule I attached to this note purchase agreement (this “Agreement”). The Issuer has been advised by the Initial Purchaser that the Initial Purchaser proposes to resell the Subject Notes subject to the terms and conditions set forth herein. DBSI is additionally acting as Sole Structuring Advisor, Lead Left Arranger and Bookrunner for the offering of the Subject Notes. The Notes will be issued pursuant to an Indenture, dated as of January 25, 2022 (as the same may be supplemented or otherwise modified from time to time, the “Indenture”), by and between the Issuer and Deutsche Bank Trust Company Americas, as trustee (the “Trustee”). The Issued Notes will be secured by certain assets and rights and proceeds thereof pledged by the Issuer to the Trustee (for and on behalf of the Secured Parties) under the Indenture (collectively, the “Collateral”). The Notes will be offered and sold without being registered under the Securities Act in reliance on certain exemptions from the registration requirements thereof. In connection with the offer and sale of the Notes, the Issuer has prepared and delivered to the Initial Purchaser, for delivery to prospective investors in the Notes, (a)(i) a first preliminary offering circular dated December 17, 2021 and (ii) a second preliminary offering circular dated January 13, 2022 (such preliminary offering circulars, collectively, including all amendments or supplements thereto, or revisions thereof, and any accompanying exhibits, collectively, the “Preliminary Offering Memoranda” and, each, a “Preliminary Offering Circular”), and (b) a final offering circular dated January 21, 2022 (such final offering circular, including all amendments or supplements thereto, or revisions thereof, and any accompanying exhibits, collectively, the “Final Offering Circular”), describing, among other things, the terms of the Notes, the Indenture, the Assets, the Issuer, the offering of the ...
Direct Purchase Notes means the $250,000,000 in aggregate initial principal amount of Class A-3 Notes to be sold to the Direct Purchasers under the Class A Note Purchase Agreements.
Direct Purchase Notes means any Note or Notes held by a Direct Purchaser pursuant to a Direct Purchase Agreement for the duration of the applicable Direct Purchase Period.

Related to Direct Purchase Notes

  • Regular Purchase Notice means, with respect to any Regular Purchase pursuant to Section 2(a) hereof, an irrevocable written notice from the Company to the Investor directing the Investor to buy such applicable amount of Purchase Shares at the applicable Purchase Price as specified by the Company therein on the applicable Purchase Date for such Regular Purchase.

  • Purchase Notice has the meaning set forth in Section 1.2.