Issuance of Senior Subordinated Notes Sample Clauses

Issuance of Senior Subordinated Notes. On or before the Closing Date:
Sample 1
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Issuance of Senior Subordinated Notes. On or prior to the Closing ------------------------------------- Date, Company shall have issued the Senior Subordinated Notes and shall have received at least $100,000,000 in gross proceeds therefrom. The terms and conditions of the Senior Subordinated Notes shall be substantially as described in the Senior Subordinated Notes Material and shall be in form and substance satisfactory to Syndication Agent and Arranger; provided that in any event the Senior -------- Subordinated Notes shall be unsecured and shall not mature or provide for any scheduled principal payments prior to the tenth anniversary of the Closing Date; and provided further that the negative covenants and default provisions shall be -------- ------- less restrictive than those contained in this Agreement. Company shall have delivered to Administrative Agent a fully executed or conformed copy of the Senior Subordinated Notes Indenture and a copy of the Senior Subordinated Notes Material.
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Issuance of Senior Subordinated Notes. On or prior to the Closing Date, (a) the Borrower and the other parties thereto shall have executed and delivered the Senior Subordinated Note Indenture and issued the Senior Subordinated Notes, all of the terms and conditions (including without limitation with respect to interest rates, amortization, maturity, representations and warranties, covenants, remedies and events of default) of which, and all of the exhibits of which, shall be in form and substance reasonably satisfactory to the Administrative Agent, (b) all conditions precedent to the issuance of the Senior Subordinated Notes shall have been satisfied or, with the consent of the Administrative Agent, waived, (c) the Senior Subordinated Notes shall have been issued under the Senior Subordinated Note Indenture in an aggregate principal amount of $350,000,000 and (d) the Borrower shall have received gross proceeds from the issuance thereof in an aggregate amount of not less than $350,000,000. The Borrower shall have delivered to the Administrative Agent a fully executed or conformed copy of the Senior Subordinated Note Indenture (including all exhibits and schedules thereto) and a specimen copy of the Senior Subordinated Notes.
Sample 1
Issuance of Senior Subordinated Notes. The Company shall have completed the offering of its Senior Subordinated Notes on substantially the same terms set forth in the preliminary offering circular, dated March 26, 1997 (the "Offering Memorandum"), distributed in connection with the Senior Subordinated Debt Financing.
Sample 1
Issuance of Senior Subordinated Notes. The Company shall have completed the offering of its Senior Subordinated Notes on substantially the same terms set forth in the Offering Memorandum.
Sample 1
Issuance of Senior Subordinated Notes. On or prior to the Closing Date, the Borrower shall have (i) entered into the Senior Subordinated Note Indenture on terms that are reasonably satisfactory to the Lead Arrangers, (ii) executed and delivered the Senior Subordinated Notes, (iii) delivered to the Administrative Agent true and correct copies, certified as such by an appropriate officer of the Borrower, of the Senior Subordinated Note Indenture, each of the Senior Subordinated Notes as originally executed and delivered and each of the other Senior Subordinated Note Documents, each of which shall be in full force and effect, (iv) received gross cash proceeds of at least $150,000,000 from the issuance of the Senior Subordinated Notes (it being understood that such gross cash proceeds shall include all amounts directly applied to pay underwriting and placement commissions and discounts and related fees) and (v) utilized the full amount of such cash proceeds to make payments owing in connection with the Transaction prior to or concurrently with the utilization of any proceeds of the Loans for such purpose.
Sample 1
Issuance of Senior Subordinated Notes. The Company proposes to, upon the terms and subject to the conditions set forth herein, issue and sell to the Initial Purchasers $364,000,000 aggregate principal amount at maturity of 12 1/4% Senior Subordinated Discount Notes due 2009 (the "Senior Subordinated Notes"). The Senior Subordinated Notes are more fully described in the Offering Memorandum referred to below. For purposes of this Purchase Agreement (this "Agreement"), the term "Subsidiaries" shall mean the entities listed on Schedules 1 and 2 hereto. The Subsidiaries listed on Schedule 2 are in the process of being merged with and into the Company. Capitalized terms used but not otherwise defined herein shall have the meanings given to such terms in the Indenture. The proceeds to the Company from the sale to the Initial Purchasers of the Senior Subordinated Notes will be used for general corporate purposes, including working capital and operating losses, and to fund a portion of the cost of the acquisition or construction of Telecommunications Related Assets (as described in the Offering Memorandum). Upon original issuance thereof, and until such time as the same is no longer required under the applicable requirements of the Securities Act of 1933, as amended (the "Act"), the Senior Subordinated Notes shall bear the following legend:
Sample 1
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Issuance of Senior Subordinated Notes. (i) The Company shall have received aggregate net proceeds of not less than $75,000,000 (including amounts escrowed for the Acquisition of the GC Assets) in connection with the issuance by the Company of the Senior Subordinated Notes;
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Issuance of Senior Subordinated Notes 
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Related to Issuance of Senior Subordinated Notes

  • Senior Subordinated Notes The subordination provisions contained in the Senior Subordinated Notes and in the other Senior Subordinated Note Documents are enforceable against the Borrower and the holders of the Senior Subordinated Notes, and all Obligations are within the definition of "Senior Debt" included in such subordination provisions.

  • No Senior Subordinated Debt The Company will not incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to any Senior Debt of the Company and senior in any respect in right of payment to the Notes. No Guarantor will incur, create, issue, assume, guarantee or otherwise become liable for any Indebtedness that is subordinate or junior in right of payment to the Senior Debt of such Guarantor and senior in any respect in right of payment to such Guarantor's Note Guarantee.

  • Notes Subordinated to Senior Debt The Company covenants and agrees, and each Holder of the Notes, by its acceptance thereof, likewise covenants and agrees, that all Notes shall be issued subject to the provisions of this Article Ten; and each Person holding any Note, whether upon original issue or upon registration of transfer, assignment or exchange thereof, accepts and agrees that the payment of all Obligations on the Notes by the Company shall, to the extent and in the manner herein set forth, be subordinated and junior in right of payment to the prior payment in full in cash or Cash Equivalents of all Obligations on or in respect of Senior Debt; that the subordination is for the benefit of, and shall be enforceable directly by, the holders of Senior Debt, and that each holder of Senior Debt whether now outstanding or hereafter created, incurred, assumed or guaranteed shall be deemed to have acquired Senior Debt in reliance upon the covenants and provisions contained in this Indenture and the Notes.

  • Limitation on Senior Subordinated Indebtedness The Company will not Incur any Indebtedness that is subordinate or junior in right of payment to any Senior Indebtedness and senior in right of payment to the Securities. No Guarantor will Incur any Indebtedness that is subordinate or junior in right of payment to any Senior Indebtedness of such Guarantor and senior in right of payment to such Guarantor’s Subsidiary Guarantee.

  • Subordinated Notes The Subordinated Notes have been duly authorized by the Company and when executed by the Company and issued, delivered to and paid for by the Purchasers in accordance with the terms of the Agreement, will have been duly executed, authenticated, issued and delivered, and will constitute legal, valid and binding obligations of the Company and enforceable in accordance with their terms, except as enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting creditors’ rights generally or by general equitable principles.

  • Securities Subordinated to Senior Debt (1) The Partnership, for itself, its successors and assigns, covenants and agrees, and each Holder of Securities, by his acceptance thereof, likewise covenants and agrees, that the payment of the principal of (and premium, if any), and interest on each and all of the Securities is hereby expressly subordinated, to the extent and in the manner hereinafter set forth, in right of payment to the prior payment in full of all Senior Debt of the Partnership.

  • Notes Subordinated to Senior Indebtedness The Company covenants and agrees and the Trustee and each Holder of the Notes, by its acceptance thereof, likewise covenants and agrees, that all Notes shall be issued subject to the provisions of this Article Ten; and the Trustee and each person holding any Note, whether upon original issue or upon transfer, assignment or exchange thereof, accepts and agrees that the payment of all Obligations on the Notes by the Company shall, to the extent and in the manner herein set forth, be subordinated and junior in right of payment to the prior payment in full in cash or Cash Equivalents of all Obligations on the Senior Indebtedness; that the subordination is for the benefit of, and shall be enforceable directly by, the holders of Senior Indebtedness, and that each holder of Senior Indebtedness whether now outstanding or hereinafter created, incurred, assumed or guaranteed shall be deemed to have acquired Senior Indebtedness in reliance upon the covenants and provisions contained in this Indenture and the Notes.

  • Securities Subordinated to Senior Indebtedness The Company and each Holder of a Security, by his acceptance thereof, agree that (a) the payment of the principal of, premium (if any) and interest on and any Additional Amounts with respect to each and all the Securities and (b) any other payment in respect of the Securities, including on account of the acquisition or redemption of Securities by the Company, is subordinated, to the extent and in the manner provided in this Article Thirteen, to the prior payment in full of all Senior Indebtedness of the Company, whether outstanding at the date of this Indenture or thereafter created, incurred, assumed or guaranteed, and that these subordination provisions are for the benefit of the holders of Senior Indebtedness. This Article Thirteen shall constitute a continuing offer to all Persons who, in reliance upon such provisions, become holders of, or continue to hold, Senior Indebtedness, and such provisions are made for the benefit of the holders of Senior Indebtedness, and such holders are made obligees hereunder and any one or more of them may enforce such provisions.

  • Notes Subordinate to Senior Indebtedness The Company covenants and agrees, and each Holder of Notes, by its acceptance thereof, likewise covenants and agrees, that, to the extent and in the manner hereinafter set forth in this Article 11, the Indebtedness represented by the Notes and the payment of the principal of, premium, if any, and interest on the Notes are hereby expressly made subordinate and subject in right of payment as provided in this Article 11 to the prior payment in full in cash or Cash Equivalents or, as acceptable to the holders of Senior Indebtedness, in any other manner, of all Senior Indebtedness. This Article 11 shall constitute a continuing offer to all Persons who, in reliance upon such provisions, become holders of or continue to hold Senior Indebtedness; and such provisions are made for the benefit of the holders of Senior Indebtedness; and such holders are made obligees hereunder and they or each of them may enforce such provisions.

  • Securities Subordinate to Senior Debt The Company covenants and agrees, and each Holder of a Security, by its acceptance thereof, likewise covenants and agrees, that, to the extent and in the manner hereinafter set forth in this Article XII, the payment of the principal of and any premium and interest (including any Additional Interest) on each and all of the Securities are hereby expressly made subordinate and subject in right of payment to the prior payment in full of all Senior Debt.

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