Common use of Principal and Interest Clause in Contracts

Principal and Interest. TRW Inc., a corporation duly organized and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to pay __________, or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount"), on June 1, 2009, and to pay interest on the Principal Amount at the rate of 7 1/8% per annum (the "Specified Rate"); provided, however, that if a Registration Default (as defined in the Registration Rights Agreement) occurs, additional interest will accrue on this Note at a rate of .25% per annum (the "Additional Interest") from and including the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest semiannually in arrears on December 1 and June 1 of each year (each an "Interest Payment Date") commencing on December 1, 1999. Interest on the Notes shall accrue from June 2, 1999, or the most recent date to which interest has been paid. Interest shall be computed on the basis of a 360-day year of twelve 30-day months. The interest payment at the Stated Maturity of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 9, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal to the Specified Rate, and it shall pay interest on overdue installments of interest at the same rate (to the extent that payment of such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes to the Trustee (or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal payments.

Appears in 1 contract

Samples: Fourth Supplemental Indenture (TRW Inc)

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Principal and Interest. TRW Inc.The Issuer shall pay the principal of this Note on September 1, a corporation 2029. Interest on the Outstanding Principal Amount will accrue at the rate of 7.000% per annum and shall be payable semi-annually in arrears on March 1 and September 1 of each year, commencing March 1, 2022 (each, an “Interest Payment Date”). Interest on this Note will accrue from the most recent date to which interest on this Note or any of its Predecessor Notes has been paid or duly organized and existing under provided for or, if no interest has been paid, from the laws Issue Date. [Interest on this Note will accrue (or will be deemed to have accrued) from the most recent date to which interest on this Note or any of the State of Ohio (herein called the "Company"its Predecessor Notes has been paid or duly provided for or, which term includes any successor Person under the Indenture herein after referred to)if no such interest has been paid, for value received, hereby promises to pay from __________, or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount"), on June 1, 2009, and to pay interest on the Principal Amount at the rate of 7 1/8% per annum (the "Specified Rate"); provided, however, that if a Registration Default (as defined in the Registration Rights Agreement) occurs, additional interest will accrue on this Note at a rate of .25% per annum (the "Additional Interest") from and including the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest semiannually in arrears on December 1 and June 1 of each year (each an "Interest Payment Date") commencing on December 1, 1999. __________.]6 Interest on the Notes shall accrue from June 2, 1999, or the most recent date to which interest has been paid. Interest shall be computed on the basis of a 360-day year consisting of twelve 30-day months. The interest payment so payable, and punctually paid or duly provided for, on any Interest Payment Date shall, as provided in the Indenture, be paid to the Person in whose name this Note (or one or more Predecessor Notes) is registered at the Stated Maturity close of business on the Principal Amount will include Regular Record Date for such interest, which shall be the February 15 and August 15 (a “Regular Record Date”), as the case may be, immediately preceding such Interest Payment Date. Any interest accrued on the Notes that is payable, but is not punctually paid or duly provided for, on any Interest Payment Date (“Defaulted Interest”) shall forthwith cease to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payableregistered Holder 6 Include only for Additional Notes. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 9, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal to the Specified Rate, relevant Regular Record Date by virtue of having been such Holder; and it shall pay interest on overdue installments of interest at the same rate (to the extent that payment of such interest shall Defaulted Interest may be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate paid by the outstanding principal amount of this NoteIssuer, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interestat their election, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on Person in whose name the Notes (except defaulted interestor one or more Predecessor Notes) to the Persons in whose names the Notes are registered at the close of business on a Special Record Date for the May payment of such Defaulted Interest to be fixed by the Trustee, notice whereof shall be given to Holders not more than 15 or November 15 next preceding the Interest Payment Date (the "Regular days nor less than 10 days prior to such Special Record Date") , or at any time in any other lawful manner not inconsistent with the requirements of any securities exchange on which the register kept Notes may be listed, and upon such notice as may be required by or on behalf such exchange, all as more fully provided in Section 2.10 of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes to the Trustee (or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal paymentsIndenture.

Appears in 1 contract

Samples: Sylvamo Corp

Principal and Interest. TRW Inc., a corporation duly organized and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to pay __________, or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount"), on June 1, 20092002, and to pay interest on the Principal Amount at the rate of 7 1/86 1/2% per annum (the "Specified Rate"); provided, however, that if a Registration Default (as defined in the Registration Rights Agreement) occurs, additional interest will accrue on this Note at a rate of .25% per annum (the "Additional Interest") from and including the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest semiannually in arrears on December 1 and June 1 of each year (each an "Interest Payment Date") commencing on December 1, 1999. Interest on the Notes shall accrue from June 2, 1999, or the most recent date to which interest has been paid. Interest shall be computed on the basis of a 360-day year of twelve 30-day months. The interest payment at the Stated Maturity of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 9, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal to the Specified Rate, and it shall pay interest on overdue installments of interest at the same rate (to the extent that payment of such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes to the Trustee (or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal payments.

Appears in 1 contract

Samples: Second Supplemental Indenture (TRW Inc)

Principal and Interest. TRW Inc., a corporation duly organized and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to The Company will pay __________, or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount"), this Note on June August 1, 2009, and 2003. The Company promises to pay interest on the Principal Amount principal amount of this Note on each Interest Payment Date, as set forth below, [at the rate of 7 1/814% per annum (subject to adjustment as provided below)]1 [at the rate of 14% per annum, except that interest accrued on this Note (or the predecessor Note hereto) in accordance with the terms of this Section 1 for periods prior to the applicable Exchange Date (as such term is defined in the Registration Rights Agreement referred to below) will accrue at the rate or rates borne by the predecessor Note hereto from time to time during such periods pursuant to the Registration Rights Agreement as set forth below].** Interest will be payable semiannually to the holder of record of the Note, or any predecessor Note (the "Specified RateHolder") at the close of business on the January 15 or July 15 immediately preceding the Interest Payment Date) on each Interest Payment Date, commencing February 1, 2000, and thereafter on August 1 and February 1 of each year and at said Stated Maturity. Interest shall be payable in cash; PROVIDED, HOWEVER, that the Company may at its option pay interest in kind on the Note by the issuance of one or more promissory notes therefor (each a "PIK Note," and collectively the "PIK Notes"), with the same terms, including date of maturity and interest rate, as the Note, to the Holder; providedPROVIDED FURTHER, howeverHOWEVER, that if upon the first Interest Payment Date immediately following the date that is eighteen (18) months after (i) the consummation of an Initial Public Offering or (ii) a Change in Control, then and thereafter interest shall be payable only in cash. PIK Notes shall be deemed to have been issued by the Company, and it obligations thereunder shall commence, as of the applicable Interest Payment Date, irrespective of the actual date of execution and delivery of the PIK Notes, and shall be deemed to be included within the term "Notes" for all purposes as of such Interest Payment Date. The Holder of this Note is entitled to the benefits of the Exchange and Registration Default Rights Agreement, dated as of December __, 1999, between the Company and the parties named therein (the "Registration Rights Agreement"). In the event that as of the date that is 180 days following the date hereof, neither the Company nor Inter*Act has commenced an Initial Public Offering, and (a) the Exchange Offer Registration Statement or the Shelf Registration Statement (as such terms are defined in the Registration Rights Agreement), as -------- 1 Include only for Initial Securities. 2 Include only for Exchange Securities. the case may be, is not filed with the Securities and Exchange Commission on or prior to the Target Filing Date (as defined in the Registration Rights Agreement), (b) occursthe Exchange Offer Registration Statement or the Shelf Registration Statement, additional as the case may be, has not been declared effective on or prior to the Target Effective Date (as defined in the Registration Rights Agreement; (c) either the Exchange Offer (as such term is defined in the Registration Rights Agreement) is not consummated or the Shelf Registration Statement (as such term is defined in the Registration Rights Agreement) is not declared effective on or prior to the Target Consummation Date (as defined in the Registration Rights Agreement), or (d) the Exchange Offer Registration Statement or the Shelf Registration Statement is declared effective, but thereafter ceases to be effective or usable (each such event referred to in clause (a) through (d) above, a "Registration Default") interest (in addition to the interest otherwise due on the Note after such date) will accrue on this Note at a rate of .25% one-half of one percent per annum (of the "Additional Interest") from principal amount of this Note with respect to the first 90-day period following such Registration Default, and including the date on which amount of such additional interest will increase by an additional one-half of one percent per annum for each subsequent 90-day period until such Registration Default shall occur to but excluding the date on which all Registration Defaults have has been cured. The Company will pay , with such interest semiannually payable in arrears cash semi-annually, in arrears, on December February 1 and June August 1 of each year year; PROVIDED, HOWEVER, that in no event shall the rate of such additional interest be more than one and one-half of one percent. Upon the cure of all applicable Registration Defaults, such additional interest shall cease to accrue. Any and all payments made by the Company under this Note will be made free and clear of and without deduction for or on account of any and all present or future taxes, levies, imposts, deductions, charges or withholdings and all liabilities with respect thereto imposed by the United States excluding any taxes, levies, imposts, deductions, charges or withholdings and all liability with respect thereto (each i) resulting from the Holder having some connection with the United States other than the mere holding of or enforcement of or receipt of any payment with respect to such Note, (ii) the payment of which may be avoided by the Holder complying with any certification, declaration or other reporting requirement concerning the nationality, residence, identity or connection with any taxing authority of such Holder as the beneficial owner of such Note, (iii) that would not have been imposed but for the presentation (where presentation is required) of such Note for payment more than 30 days after the date such payment became due and payable or was duly provided for, whichever occurs later, (iv) in the nature of estate, inheritance, gift, sale, transfer, personal property or similar taxes or (v) imposed on or with respect to any payment by the Company to the Holder if such Holder is a fiduciary or partnership or person other than the sole beneficial owner of such payment to the extent such tax, levy, impost, deduction, charge or withholding would not have been imposed on a beneficiary or settlor with respect to such fiduciary, member of such partnership or the beneficial owner of such payment had such beneficiary, settlor, member or beneficial owner been the Holder of such Note (all such non-excluded taxes, levies, imposts, deductions, charges, withholdings and liabilities being referred to collectively or individually as "U.S. Withholding Taxes"). If the Company is required by law to deduct any U.S. Withholding Taxes from or in respect of any sum payable under this Note, the sum payable hereunder shall be increased by the amount necessary so that after making all required deductions the Holder will receive an "Interest Payment Date") commencing on December amount equal to the sum it would have received had no such deductions been made. From and after August 1, 1999. Interest , interest on the Notes shall this Note will accrue from June 2, 1999, or the most recent date to which interest has been paid [on this Note or the Note surrendered in Exchange herefor]* or, if no interest has been paid, from August 1, 1999; provided that, if there is no existing default in the payment of interest and if this Note is authenticated between a Regular Record Date referred to on the face hereof and the next succeeding Interest Payment Date, interest shall accrue from such Interest Payment Date. Interest shall will be computed on the basis of a 360-day year of twelve 30-day months. The interest payment at the Stated Maturity of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 9, the Company shall pay interest on overdue principal and premium, if any, and interest on overdue installments of interest, to the overdue Principal Amount extent lawful, at a rate per annum equal to the Specified Rate, and it shall pay interest on overdue installments rate of interest at the same rate (applicable to the extent that payment of such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes to the Trustee (or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal payments.

Appears in 1 contract

Samples: Indenture (Inter Act Systems Inc)

Principal and Interest. TRW Inc., a corporation duly organized and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to The Company will pay __________, or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount")this Note on January 15, on June 1, 2009, and 2007. The Company promises to pay interest on the Principal Amount principal amount of this Note on each Interest Payment Date, as set forth below, at the rate of 7 1/8% per annum (the "Specified Rate"); providedshown above, however, that if a Registration Default (subject to adjustment as defined in the Registration Rights Agreement) occurs, additional interest described below. Interest will accrue on this Note at a rate of .25% per annum (the "Additional Interest") from and including the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest be payable semiannually in arrears (to the Holders of record of the Notes at the close of business on December 1 and June 1 of each year (each an "the fifteenth calendar day, whether or not a Business Day, immediately preceding the relevant Interest Payment Date") on each Interest Payment Date of each year, commencing July 15, 2002; provided that no interest shall accrue on the principal amount of this Note prior to December 113, 19992001. Interest on the Notes shall accrue from June 2, 1999, or the most recent date to which interest has been paid. Interest shall will be computed on the basis of a 360-day year of twelve 30-day months. The interest payment at If an exchange offer (the Stated Maturity "Exchange Offer") registered under the --------------- Securities Act is not consummated or a Shelf Registration Statement under the Securities Act with respect to resales of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is not declared due effective by the Commission, on or before the date that is 270 days after the date on which the Notes are originally issued under this Indenture (the "Registration Date") in accordance with the terms of the Registration Rights Agreement, dated as of December 13, 2001, between the Company and payable as provided in Section 9Morgan Stanley & Co. Incorporated, the Company annual interest rate pxxxxxx ox xxx Xotes shall pay interest be increased by 0.5% from the rate shown above accruing from the Registration Date, payable in cash semiannually, in arrears, on each Interest Payment Date until the Exchange Offer is consummated or the Shelf Registration Statement is declared effective. The Holder of this Note is entitled to the benefits of such Registration Rights Agreement. Interest on the overdue Principal Amount at a rate per annum equal to the Specified RateNotes will accrue from, and it shall pay including, December 13, 2001 to, and excluding, the first Interest Payment Date and then from, and including, the immediately preceding Interest Payment Date to which interest on overdue installments has been paid or duly provided for to, but excluding, the next Interest Payment Date or the Maturity Date, as the case may be; provided that, if there is no existing default in the payment of interest at and this Note is authenticated between a Record Date referred to on the same rate (to face hereof and the extent that payment of such interest shall be legally enforceable). Such next succeeding Interest Payment Date, interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided forInterest Payment Date. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined computed on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes to the Trustee (or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal payments.

Appears in 1 contract

Samples: Indenture (Aon Corp)

Principal and Interest. TRW Inc., a corporation duly organized and existing under (a) Borrower shall pay to the laws Administrative Agent for the benefit of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to pay __________, or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount"), on June 1, 2009, and to pay Lenders interest on the Principal Amount at Loan from the rate of 7 1/8% per annum (the "Specified Rate"); provided, however, that if a Registration Default (as defined in the Registration Rights Agreement) occurs, additional interest will accrue on this Note at a rate of .25% per annum (the "Additional Interest") from and including the date on which such Registration Default shall occur Closing Date to but excluding the date on upon which all Registration Defaults have been curedthe Loan shall be repaid in full as described in this Section 2.5. The Company will pay Loan shall bear interest semiannually in arrears on December 1 and June 1 for each Interest Accrual Period with respect thereto at a rate per annum equal to the sum of each year the Adjusted LIBOR determined as of the relevant Interest Determination Date immediately preceding such Interest Accrual Period plus the Applicable Margin (each an the "Interest Payment DateRate") commencing on December 1, 1999). Interest on the Notes Loan shall accrue from June 2on the outstanding principal amount thereof commencing on the Closing Date. Interest with respect to the period commencing on the Closing Date and ending on (and including) the last day of the calendar month in which the Closing occurs (such period, 1999the "Initial Interest Period") shall be payable on the date hereof and, commencing with the second calendar month next following the calendar month in which the Closing Date occurs, interest shall be payable in arrears on the earlier of (i) the first (1st) day of each and every calendar month through the calendar month in which the Maturity Date occurs or (ii) the most recent last day of the applicable Index Maturity, unless, in any such case, such day is not a Business Day, in which event such interest shall be payable on the first Business Day following such date (such date for any particular month, the "Payment Date"). The entire Outstanding Principal Indebtedness of the Loan, together with all accrued but unpaid interest thereon shall be due and payable by the Borrower, on the Maturity Date, to which interest has been paidthe Administrative Agent for the benefit of the Lenders and Borrower shall pay, on the Maturity Date, all other amounts due under the Loan Documents on the Maturity Date to the parties entitled thereto under the Loan Documents. Interest shall be computed on the basis of a 360-day year of twelve 30-day months. The interest payment at and the Stated Maturity of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 9, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal to the Specified Rate, and it shall pay interest on overdue installments of interest at the same rate (to the extent that payment of such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the actual number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes to the Trustee (or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal paymentselapsed.

Appears in 1 contract

Samples: Loan Agreement (Las Vegas Sands Inc)

Principal and Interest. TRW Inc.Bank United Corp., a Delaware corporation duly organized (such corporation, and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person its successors and assigns under the Indenture herein after hereinafter referred to, being herein called "the Company"), for value received, hereby promises to pay the principal amount of this 2004 Global Note to the Holder hereof on _____ __, 2004. The Company shall pay interest on this 2004 Global Note at a rate of ___% PER ANNUM, from ________ __, 1997 or from the most recent Interest Payment Date thereafter to which interest has been paid or duly provided for, semiannually in arrears on _____ __ and ______ __ of each year, commencing on __________, or its registered assigns1997, to the Holder hereof until the principal sum of $ Dollars [($ )] (the "Principal Amount")amount hereof is paid or duly provided for. The interest so payable, and punctually paid or duly provided for, on June 1any Interest Payment Date will, 2009subject to certain exceptions provided in the Indenture, and be paid to pay interest the Person in whose name this 2004 Global Note (or the 2004 Note in exchange or substitution for which this 2004 Global Note was issued) is registered at the close of business on the Principal Amount at Record Date for interest payable on such Interest Payment Date. The Record Date for any interest payment is the rate close of 7 1/8% per annum business on _____ or _____, as the case may be, whether or not a Business Day, immediately preceding the Interest Payment Date on which such interest is payable. Any such interest not so punctually paid or duly provided for (the "Specified Rate"); provided, however, that if a Registration Default (as defined in the Registration Rights Agreement) occurs, additional interest will accrue on this Note at a rate of .25% per annum (the "Additional Defaulted Interest") from shall forthwith cease to be payable to the Holder on such Record Date and including shall be paid as provided in Section 310 of the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest semiannually in arrears on December 1 and June 1 of each year (each an "Interest Payment Date") commencing on December 1, 1999Indenture. Interest on the Notes shall accrue from June 2, 1999, or the most recent date to which interest has been paid. Interest shall will be computed on the basis of a 360-day year of twelve 30-day months. The Each payment of interest payment at the Stated Maturity in respect of the Principal Amount an Interest Payment Date will include interest accrued through the day before such Interest Payment Date. If an Interest Payment Date falls on a day that is not a Business Day, the interest payment to but excluding be made on such Interest Payment Date will be made on the date next succeeding Business Day with the same force and effect as if made on such Interest Payment Date, and no additional interest will accrue as a result of such Stated Maturity and will be payable to delayed payment. To the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 9extent lawful, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal Defaulted Interest (without regard to the Specified Rate, and it shall pay interest on overdue installments of interest any applicable grace period) at the same rate (rate. The Company's obligation pursuant to the extent that payment of such interest previous sentence shall be legally enforceable). Such interest shall accrue from the date apply whether such overdue amount was is due to the date payment of such amount, including interest thereon, has been made at its Stated Maturity or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Noteotherwise. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the 2004 Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes not redeemable prior to the Trustee (or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal paymentsmaturity.

Appears in 1 contract

Samples: Bank United Corp

Principal and Interest. TRW Inc., a corporation duly organized and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to pay __________, or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount"), on June 1, 2009, and to pay interest on the Principal Amount at the rate of 7 1/8% per annum (the "Specified Rate"); provided, however, that if a Registration Default (as defined in the Registration Rights Agreementa) occurs, additional interest will accrue on this Note at a rate of .25% per annum (the "Additional Interest") from and including the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest semiannually in arrears on December 1 and June 1 of each year (each an "Interest Payment Date") commencing on December 1, 1999. Interest on the Notes shall accrue from June 2, 1999, or the most recent date to which interest has been paid. Interest shall be computed payable on the basis outstanding daily unpaid principal amount of a 360-day year of twelve 30-day months. The interest each Advance from the date thereof until payment in full is made and shall accrue and be payable at the Stated Maturity rates set forth or provided for herein before and after default, before and after maturity, before and after judgment, and before and after the commencement of any proceeding under any Debtor Relief Law, with interest on overdue interest to bear interest at the Principal Amount will include interest Default Rate to the fullest extent permitted by applicable Laws. (b) Interest accrued to but excluding on each Base Rate Loan on each Monthly Payment Date, and on the date of such Stated Maturity and will any prepayment of the Committed Advance Notes pursuant to Section 3.1(g), shall be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable on that day. Except as otherwise provided in Section 93.9, the Company unpaid principal amount of any Base Rate Loan shall pay bear interest at a fluctuating rate per annum equal to the Base Rate. Each change in the interest rate under this Section 3.1(b) due to a change in the Base Rate shall take effect simultaneously with the corresponding change in the Base Rate. (c) Interest accrued on each Eurodollar Rate Loan having a Eurodollar Period of three months or less shall be due and payable on the overdue Principal Amount last day of the related Eurodollar Period. Interest accrued on each other Eurodollar Rate Loan shall be due and payable on the date which is three months after the date such Eurodollar Rate Loan was made (and, in the event that all of the Banks have approved a Eurodollar Period of longer than 6 months, every three months thereafter through the last day of the Eurodollar Period) and on the last day of the related Eurodollar Period. Except as otherwise provided in Sections 3.1(d) and 3.9, the unpaid principal amount of any Eurodollar Rate Loan shall bear interest at a rate per annum equal to the Specified RateEurodollar Rate for that Eurodollar Rate Loan plus the Euro- dollar Margin, and it shall pay interest on overdue installments plus, during each relevant Pricing Period, any applicable Incremental Margin. (d) During the existence of interest at a Default or Event of Default, the same rate (to the extent Requisite Banks may determine that payment of such interest any or all then outstanding Eurodollar Rate Loans shall be legally enforceable)converted to Base Rate Loans. Such interest conversion shall accrue be effective upon notice to Borrower from the date such overdue amount was due to Requisite Banks (or from the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or Administrative Agent on behalf of the Company for that purpose, even if Notes are canceled after Requisite Banks) and shall continue so long as such record Default or Event of Default continues to exist. (e) Interest accrued on each Competitive Advance shall be due and payable on the maturity date and on or before of the Interest Payment DateCompetitive Advance. Holders must surrender Notes to the Trustee (or Except as otherwise provided in Section 3.9, the unpaid principal amount of each Competitive Advance shall bear interest at the fixed interest rate or the margin over the Eurodollar Base Rate specified in the applicable Company Notice related Competitive Bid. (f) If not sooner paid, the principal Indebtedness evidenced by the Notes shall be payable as defined follows: (i) the principal amount of each Eurodollar Rate Loan shall be payable on the last day of the Eurodollar Period for such Loan; (ii) the principal amount of each Competitive Advance shall be payable on the maturity date specified in Paragraph 7the related Competitive Bid; (iii) the amount, if any, by which the Outstanding Obligations at any time exceed the Commitment shall be payable immediately, and shall be applied to the Committed Advance Notes; and (iv) the principal Indebtedness evidenced by the Committed Advance Notes shall in any event be payable on the Maturity Date. (g) The Committed Advance Notes may, at any time and from time to time, voluntarily be paid or prepaid in whole or in part without premium or penalty, except that with respect to any voluntary prepayment under this Section 3.1(g), (i) any partial prepayment shall be in an integral multiple of $1,000,000 but not less than $10,000,000, (ii) the Administrative Agent shall have received written notice of any prepayment by 9:00 a.m., California local time on a Banking Day on the date of prepayment in the case of a Base Rate Loan, and three (3) Banking Days, in the case of a Eurodollar Rate Loan, before the date of prepayment, which notice shall identify the date and amount of the prepayment and the Loan(s) being prepaid, (iii) each prepayment of principal shall be accompanied by payment of interest accrued to collect the date of payment on the amount of principal payments.paid and (iv) any payment or prepayment of all or any part of any Eurodollar Rate Loan on a day other than the last day of the applic- able Eurodollar Period shall be subject to Section 3.8(d). (h)

Appears in 1 contract

Samples: Loan Agreement (Circus Circus Enterprises Inc)

Principal and Interest. TRW Inc.Bank United Corp., a Delaware corporation duly organized (such corporation, and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person its successors and assigns under the Indenture herein after hereinafter referred to, being herein called "the Company"), for value received, hereby promises to pay the principal amount of this 2007 Global Note to the Holder hereof on _____ __, 2007. The Company shall pay interest on this 2007 Global Note at a rate of ___% PER ANNUM, from ________ __, 1997 or from the most recent Interest Payment Date thereafter to which interest has been paid or duly provided for, semiannually in arrears on _____ __ and ______ __ of each year, commencing on ___________, or its registered assigns1997, to the Holder hereof until the principal sum of $ Dollars [($ )] (the "Principal Amount")amount hereof is paid or duly provided for. The interest so payable, and punctually paid or duly provided for, on June 1any Interest Payment Date will, 2009subject to certain exceptions provided in the Indenture, and be paid to pay interest the Person in whose name this 2007 Global Note (or the 2007 Note in exchange or substitution for which this 2007 Global Note was issued) is registered at the close of business on the Principal Amount at Record Date for interest payable on such Interest Payment Date. The Record Date for any interest payment is the rate close of 7 1/8% per annum business on _____ or _____, as the case may be, whether or not a Business Day, immediately preceding the Interest Payment Date on which such interest is payable. Any such interest not so punctually paid or duly provided for (the "Specified Rate"); provided, however, that if a Registration Default (as defined in the Registration Rights Agreement) occurs, additional interest will accrue on this Note at a rate of .25% per annum (the "Additional Defaulted Interest") from shall forthwith cease to be payable to the Holder on such Record Date and including shall be paid as provided in Section 310 of the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest semiannually in arrears on December 1 and June 1 of each year (each an "Interest Payment Date") commencing on December 1, 1999Indenture. Interest on the Notes shall accrue from June 2, 1999, or the most recent date to which interest has been paid. Interest shall will be computed on the basis of a 360-day year of twelve 30-day months. The Each payment of interest payment at the Stated Maturity in respect of the Principal Amount an Interest Payment Date will include interest accrued through the day before such Interest Payment Date. If an Interest Payment Date falls on a day that is not a Business Day, the interest payment to but excluding be made on such Interest Payment Date will be made on the date next succeeding Business Day with the same force and effect as if made on such Interest Payment Date, and no additional interest will accrue as a result of such Stated Maturity and will be payable to delayed payment. To the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 9extent lawful, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal Defaulted Interest (without regard to the Specified Rate, and it shall pay interest on overdue installments of interest any applicable grace period) at the same rate (rate. The Company's obligation pursuant to the extent that payment of such interest previous sentence shall be legally enforceable). Such interest shall accrue from the date apply whether such overdue amount was is due to the date payment of such amount, including interest thereon, has been made at its Stated Maturity or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Noteotherwise. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the 2007 Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes not redeemable prior to the Trustee (or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal paymentsmaturity.

Appears in 1 contract

Samples: Bank United Corp

Principal and Interest. TRW Inc., a corporation duly organized and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to pay __________, or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount"), on June 1, 20092029, and to pay interest on the Principal Amount at the rate of 7 1/8[ ]% per annum (the "Specified Rate"); provided, however, that if a Registration Default (as defined in the Registration Rights Agreement) occurs, additional interest will accrue on this Note Debenture at a rate of .25% per annum (the "Additional Interest") from and including the date on which such Registration Default shall ahall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest semiannually in arrears on December 1 and June 1 of each year (each an "Interest Payment Date") commencing on December 1, 1999. Interest on the Notes Debentures shall accrue from June 2, 1999, or the most recent date to which interest has been paid. Interest shall be computed on the basis of a 360-day year of twelve 30-day months. The interest payment at the Stated Maturity of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes Debentures is declared due and payable as provided in Section 9, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal to the Specified Rate, and it shall pay interest on overdue installments of interest at the same rate (to the extent that payment of such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this NoteDebenture. The amount of Additional Interest due on this Note Debenture will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this NoteDebenture, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the NotesDebentures, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes Debentures (except defaulted interest) to the Persons in whose names the Notes Debentures are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf of the Company for that purpose, even if Notes Debentures are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes Debentures to the Trustee (or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal payments.

Appears in 1 contract

Samples: Supplemental Indenture (TRW Inc)

Principal and Interest. TRW Inc.Raytheon Company, a corporation duly organized and existing under the laws of the State of Ohio Delaware (herein called the "Company", which term includes any successor Person under the Indenture herein after hereinafter referred to), for value received, hereby promises to pay __________to Cede & Co., or its registered assigns, the principal sum of $ [ ] Dollars [($ )] (the "Principal Amount"), on June March 1, 2009[ ], [and to pay interest on the Principal Amount thereon from, and including, March 7, 2000 to, but excluding, June 1, 2000, at the a rate of 7 1/8% per annum equal to 6.75% (the "Specified Initial Interest Rate")) and thereafter at a rate per annum equal to LIBOR (as defined below) plus .63%, until the principal hereof is paid or made available for payment, payable quarterly in arrears on March 1, June 1, September 1 and December 1, commencing on June 1; provided, however, that if any Interest Payment Date (other than the -------- ------- Stated Maturity or a Registration Default (as defined redemption date) would fall on a day that is not a Business Day, such Interest Payment Date will be the following day that is a Business Day, except that if such Business Day is in the Registration Rights Agreement) occursnext succeeding calendar month, additional such Interest Payment Date shall be the next preceding Business Day. If the Stated Maturity or a redemption date falls on a day that is not a Business Day, the payment of principal and interest will accrue on this Exchange Note at a rate of .25% per annum (due on such date will be made on the "Additional Interest") next succeeding Business Day, and no interest on such payment shall accrue for the period from and including after the date on which Stated Maturity or such Registration Default shall occur redemption date.] [and to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest semiannually in arrears on December 1 and June 1 of each year (each an "Interest Payment Date") commencing on December 1thereon from March 7, 1999. Interest on the Notes shall accrue from June 2, 19992000, or from the most recent date Interest Payment Date to which interest has been paid. Interest shall be computed on the basis of a 360-day year of twelve 30-day months. The interest payment at the Stated Maturity of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 9, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal to the Specified Rate, and it shall pay interest on overdue installments of interest at the same rate (to the extent that payment of such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made paid or duly provided for. Any amounts , semiannually in arrears on March 1 and September 1 in each year, commencing September 1, 2000, at the rate of Additional Interest due hereunder will be payable in cash[ ]% per annum, on until the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which hereof is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months)paid or made available for payment, and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable)) at the rate of [ ]% per annum on any overdue principal and premium and on any overdue installment of interest. The interest so payable, and punctually paid or duly provided for, on any interest payable on the defaulted interestInterest Payment Date will, as provided in such Indenture, be paid to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons Person in whose names the Notes are name this Exchange Note (or one or more Predecessor Securities) is registered at the close of business on the May Regular Record Date for such interest, which shall be the February 15 or November August 15 (whether or not a Business Day), as the case may be, next preceding the such Interest Payment Date (Date.] Any such interest B-4 not so punctually paid or duly provided for will forthwith cease to be payable to the "Holder on such Regular Record Date and may either be paid to the Person in whose name this Exchange Note (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice whereof shall be given to Holders of Exchange Notes not less than 10 days prior to such Special Record Date") , or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange on which the register kept Exchange Notes may be listed, and upon such notice as may be required by such exchange, all as more fully provided in said Indenture. Payment of the principal of and interest on this Exchange Note will be made at the office or on behalf agency of the Company maintained for that purposepurpose in New York, even if Notes are canceled after New York, in such record date coin or currency of the United States of America as at the time of payment is legal tender for payment of public and on or before private debts; provided, however, that at the Interest Payment Date. Holders must surrender Notes option of the Company payment of interest may be -------- ------- made by check mailed to the Trustee (or address of the Person entitled thereto as otherwise specified such address shall appear in the applicable Company Notice (as defined in Paragraph 7)) to collect principal paymentsSecurity Register.

Appears in 1 contract

Samples: Supplemental Indenture (Raytheon Co/)

Principal and Interest. TRW Cyberonics, Inc., a Delaware corporation duly organized and existing under (the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to pay __________, or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount"), on June 1, 2009, and to pay interest on the Principal Amount principal amount of this Security at the rate of 7 1/8% per annum (the "Specified Rate"); provided, however, that if a Registration Default (as defined in the Registration Rights Agreement) occurs, additional interest will accrue on this Note at a rate of .25% per annum (the "Additional Interest") Interest Rate from and including the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been curedof issuance until repayment at Maturity or repurchase. The Company will shall pay interest on this Security semiannually in arrears on December 1 March 27 and June 1 September 27 of each year (each an "Interest Payment Date") ”), commencing on December 1March 27, 19992006. Interest on the Notes shall accrue from June 2, 1999, or the most recent date to which interest has been paid. Interest this Security shall be computed on the basis of a 360-day year of twelve 30-day months. The months and for any period shorter than a full semiannual period for which interest payment at the Stated Maturity of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount ofcalculated, and any accrued interest on, the Notes is declared due and payable as provided in Section 9, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal to the Specified Rate, and it shall pay interest on overdue installments of interest at the same rate (to the extent that payment of such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months)month and, and the denominator for such periods of which is 360. If the Company defaults in less than a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record datemonth, the Company shall mail or cause to be mailed to each actual number of days elapsed over a 30-day month. A Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered any Security at the close of business on a Regular Record Date shall be entitled to receive interest on such Security on the May 15 or November 15 next preceding corresponding Interest Payment Date. A Holder of any Security which is converted after the close of business on a Regular Record Date and prior to the corresponding Interest Payment Date (the "Regular Record other than any Security whose Maturity is prior to such Interest Payment Date") shall be entitled to receive interest on the register kept by or on behalf principal amount of such Security, notwithstanding the Company for that purpose, even if Notes are canceled after conversion of such record date and on or before the Security prior to such Interest Payment Date. Holders must surrender Notes However, any such Holder which surrenders any such Security for conversion during the period between the close of business on such Regular Record Date and ending with the opening of business on the corresponding Interest Payment Date shall be required to pay the Company an amount equal to the Trustee interest on the principal amount of such Security so converted (but excluding any overdue interest on the principal amount of such Security so converted that exists at the time such Holder surrenders such Security for conversion), which is payable by the Company to such Holder on such Interest Payment Date, at the time such Holder surrenders such Security for conversion. Notwithstanding the foregoing, any such Holder which surrenders for conversion any Security with respect to which the Company has specified a Repurchase Date that is after such Regular Record Date and on or as otherwise specified prior to the next succeeding Interest Payment Date, in either case, shall be entitled to receive (and retain) such interest and need not pay the applicable Company Notice (as defined in Paragraph 7)) an amount equal to collect the interest on the principal paymentsamount of such Security so converted at the time such Holder surrenders such Security for conversion.

Appears in 1 contract

Samples: Cyberonics Inc

Principal and Interest. TRW Inc., a corporation duly organized and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to The Company will pay __________, or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount")this Note on July 15, on June 1, 2009, and 2015. The Company promises to pay interest on the Principal Amount principal amount of this Note on each Interest Payment Date, as set forth below, at the rate of 7 1/8% per annum shown above. Interest will be payable semi-annually (to the holders of record of the Notes at the close of business on the July 1 or January 1 immediately preceding the Interest Payment Date) on each Interest Payment Date, commencing on January 15, 2008. [Pursuant to the Registration Rights Agreement among the Company, the Subsidiary Guarantors party thereto, Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, Deutsche Bank Securities Inc., and Wachovia Capital Markets, LLC, the Company and the Subsidiary Guarantors will be obligated to consummate an exchange offer registered under the Securities Act (the "Specified Rate"“Exchange Offer”); provided. Upon such Exchange Offer, howeverthe Holders of Notes shall have the right, that if a Registration Default (as defined subject to compliance with securities laws, to exchange such Notes for Exchange Notes, which have been registered under the Securities Act, in like principal amount and having terms identical in all material respects to the Notes. The Holders of the Notes shall be entitled to receive certain Additional Interest payments in the event such Exchange Offer is not consummated and upon certain other conditions, all pursuant to and in accordance with the terms of the Registration Rights Agreement) occurs, additional interest will accrue on . The Holder of this Note at a rate is entitled to the benefits of .25% per annum (the "Additional Interest") from and including the date on which such Registration Default shall occur Rights Agreement.]1 Holders may be entitled to but excluding receive Additional Interest payments in the date on which all Registration Defaults have been cured. The event the Company will pay interest semiannually in arrears on December 1 fails to file specified reports and June 1 of each year (each an "Interest Payment Date") commencing on December 1, 1999other information with the SEC or to provide such reports and other information to the Trustee. Interest on the Notes shall will accrue from June 2, 1999, or the most recent date to which interest has been paid or, if no interest has been paid, from July 10, 2007; provided that, if there is no existing default in the payment of interest and this Note is authenticated between a Regular Record Date referred to on the face hereof and the next succeeding Interest Payment Date, interest shall accrue from such Interest Payment Date. Interest shall will be computed on the basis of a 360-day year of twelve 30-day months. The interest payment at the Stated Maturity of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 9, the Company shall pay interest on overdue principal and premium, if any, and interest on overdue installments of interest, to the overdue Principal Amount extent lawful, at a rate per annum equal to the Specified Rate, and it shall pay interest on overdue installments of interest at the same rate (to the extent that payment of such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable is 1% in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf excess of the Company rate otherwise payable. 1 Remove bracketed language for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes to the Trustee (or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal payments.Exchange Notes

Appears in 1 contract

Samples: PAETEC Holding Corp.

Principal and Interest. TRW Inc., a corporation duly organized and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to pay __________, or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount"), on June 1, 2009, and to pay interest on the Principal Amount at the rate of 7 1/8% per annum (the "Specified Rate"); provided, however, that if a Registration Default (as defined in the Registration Rights Agreementa) occurs, additional interest will accrue on this Note at a rate of .25% per annum (the "Additional Interest") from and including the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest semiannually in arrears on December 1 and June 1 of each year (each an "Interest Payment Date") commencing on December 1, 1999. Interest on the Notes shall accrue from June 2, 1999, or the most recent date to which interest has been paid. Interest shall be computed payable on the basis outstanding daily unpaid principal amount of a 360-day year of twelve 30-day months. The interest each Advance from the date thereof until payment in full is made and shall accrue and be payable at the Stated Maturity rates set forth or provided for herein before and after default, before and after maturity, before and after judgment, and before and after the commencement of any proceeding under any Debtor Relief Law, with interest on overdue interest to bear interest at the Principal Amount will include interest Default Rate to the fullest extent permitted by applicable Laws. (b) Interest accrued to but excluding on each Alternate Base Rate Loan on each Monthly Payment Date, and on the date of such Stated Maturity and will any prepayment of the Committed Advance Notes pursuant to Section 3.1(g), shall be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable on that day. Except as otherwise provided in Section 93.9, the Company unpaid principal amount of any Alternate Base Rate Loan shall pay bear interest at a fluctuating rate per annum equal to the Alternate Base Rate plus the Applicable Alternate Base Rate Margin. Each change in the interest rate under this Section 3.1(b) due to a change in the Alternate Base Rate shall take effect simultaneously with the corresponding change in the Alternate Base Rate. (c) Interest accrued on each Eurodollar Rate Loan having a Eurodollar Period of three months or less shall be due and payable on the overdue Principal Amount last day of the related Eurodollar Period. Interest accrued on each other Eurodollar Rate Loan shall be due and payable on the date which is three months after the date such Eurodollar Rate Loan was made (and, in the event that all of the Banks have approved a Eurodollar Period of longer than 6 months, every three months thereafter through the last day of the Eurodollar Period) and on the last day of the related Eurodollar Period. Except as otherwise provided in Sections 3.1(d) and 3.9, the unpaid principal amount of any Eurodollar Rate Loan shall bear interest at a rate per annum equal to the Specified RateEurodollar Rate for that Eurodollar Rate Loan plus the Applicable Eurodollar Rate Margin. (d) During the existence of a Default or Event of Default, and it shall pay interest on overdue installments of interest at the same rate (to the extent Requisite Banks may determine that payment of such interest any or all then outstanding Eurodollar Rate Loans shall be legally enforceable)converted to Alternate Base Rate Loans. Such interest conversion shall accrue be effective upon notice to Borrower from the date such overdue amount was due to Requisite Banks (or from the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or Administrative Agent on behalf of the Company for that purpose, even if Notes are canceled after Requisite Banks) and shall continue so long as such record Default or Event of Default continues to exist. (e) Interest accrued on each Competitive Advance shall be due and payable on the maturity date and on or before of the Interest Payment DateCompetitive Advance. Holders must surrender Notes to the Trustee (or Except as otherwise provided in Section 3.9, the unpaid principal amount of each Competitive Advance shall bear interest at the fixed interest rate or the margin over the Eurodollar Base Rate or Foreign Currency Base Rate specified in the related Competitive Bid. (f) If not sooner paid, the principal Indebtedness evidenced by the Notes shall be payable as follows: (i) the principal amount of each Eurodollar Rate Loan shall be payable on the last day of the Eurodollar Period for such Loan; (ii) the principal amount of each Competitive Advance shall be payable on the maturity date specified in the related Competitive Bid; (iii) the amount, if any, by which the Outstanding Obligations at any time exceed the Commitment shall be payable immediately, and shall be applied to the Committed Advance Notes; and (iv) the principal Indebtedness evidenced by the Committed Advance Notes shall in any event be payable on the Maturity Date. (g) The Committed Advance Notes may, at any time and from time to time, voluntarily be paid or prepaid in whole or in part without premium or penalty, except that with respect to any voluntary prepayment under this Section 3.1(g), (i) any partial prepayment shall be in an integral multiple of $1,000,000 but not less than $5,000,000, (ii) the Administrative Agent shall have received written notice of any prepayment by 9:00 a.m., California local time on a Banking Day on the date of prepayment in the case of an Alternate Base Rate Loan, and three (3) Banking Days, in the case of a Eurodollar Rate Loan, before the date of prepayment, which notice shall identify the date and amount of the prepayment and the Loan(s) being prepaid, (iii) each prepayment of principal shall be accompanied by payment of interest accrued to the date of payment on the amount of principal paid and (iv) any payment or prepayment of all or any part of any Eurodollar Rate Loan on a day other than the last day of the applicable Company Notice Eurodollar Period shall be subject to Section 3.8(d). (as defined in Paragraph 7h)) to collect principal payments.

Appears in 1 contract

Samples: Loan Agreement (Circus Circus Enterprises Inc)

Principal and Interest. TRW Inc.Bank United Corp., a Delaware corporation duly organized (such corporation, and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person its successors and assigns under the Indenture herein after hereinafter referred to, being herein called "the Company"), for value received, hereby promises to pay the principal amount of this Global Note to the Holder hereof on _____ __, 2007. The Company shall pay interest on this Global Note at a rate of ___% per annum, from ________ __, 1997 or from the most recent Interest Payment Date thereafter to which interest has been paid or duly provided for, semiannually in arrears on _____ __ and ______ __ of each year, commencing on __________, or its registered assigns1997, to the Holder hereof until the principal sum of $ Dollars [($ )] (the "Principal Amount")amount hereof is paid or duly provided for. The interest so payable, and punctually paid or duly provided for, on June 1any Interest Payment Date will, 2009subject to certain exceptions provided in the Indenture, and be paid to pay interest the Person in whose name this Global Note (or the Note in exchange or substitution for which this Global Note was issued) is registered at the close of business on the Principal Amount at Regular Record Date for interest payable on such Interest Payment Date. The Regular Record Date for any interest payment is the rate close of 7 1/8% per annum business on _____ or _____, as the case may be, whether or not a Business Day, immediately preceding the Interest Payment Date on which such interest is payable. Any such interest not so punctually paid or duly provided for (the "Specified Rate"); provided, however, that if a Registration Default (as defined in the Registration Rights Agreement) occurs, additional interest will accrue on this Note at a rate of .25% per annum (the "Additional Defaulted Interest") from shall forthwith cease to be payable to the Holder on such Regular Record Date and including shall be paid as provided in Section 310 of the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest semiannually in arrears on December 1 and June 1 of each year (each an "Interest Payment Date") commencing on December 1, 1999Indenture. Interest on the Notes shall accrue from June 2, 1999, or the most recent date to which interest has been paid. Interest shall will be computed on the basis of a 360-day year of twelve 30-day months. The Each payment of interest payment at the Stated Maturity in respect of the Principal Amount an Interest Payment Date will include interest accrued through the day before such Interest Payment Date. If an Interest Payment Date falls on a day that is not a Business Day, the interest payment to but excluding be made on such Interest Payment Date will be made on the date next succeeding Business Day with the same force and effect as if made on such Interest Payment Date, and no additional interest will accrue as a result of such Stated Maturity and will be payable to delayed payment. To the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 9extent lawful, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal Defaulted Interest (without regard to the Specified Rate, and it shall pay interest on overdue installments of interest any applicable grace period) at the same rate (rate. The Company's obligation pursuant to the extent that payment of such interest previous sentence shall be legally enforceable). Such interest shall accrue from the date apply whether such overdue amount was is due to the date payment of such amount, including interest thereon, has been made at its Stated Maturity or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Noteotherwise. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes not redeemable prior to the Trustee (or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal paymentsmaturity.

Appears in 1 contract

Samples: Bank United Corp

Principal and Interest. TRW Pierre Foods, Inc., a North Carolina corporation duly organized (such corporation, and existing its successors and assigns under the laws of the State of Ohio (Indenture hereinafter referred to, being herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to pay the principal amount set forth on Schedule A of this Note to the Holder hereof on June 1, 2006. The Company shall pay interest at a rate of (i) 10.75% per annum, from the Issue Date or from the most recent Interest Payment Date thereafter to which interest has been paid or duly provided for until __________, or its registered assigns2004, the principal sum of $ Dollars [($ )] (the "Principal Amount"), on June 1, 2009, and to pay interest on the Principal Amount at the rate of 7 1/8ii) 12.25% per annum (the "Specified Rate"); providedfrom __________, however, that if a Registration Default (as defined in the Registration Rights Agreement) occurs, additional interest will accrue on this Note at a rate of .25% per annum (the "Additional Interest") from and including the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest semiannually in arrears on December 1 and June 1 of each year (each an "Interest Payment Date") commencing on December 1, 1999. Interest on the Notes shall accrue from June 2, 1999, 2004 or the most recent date Interest Payment Date thereafter to which interest has been paidpaid or duly provided for until March 31, 2005 and (iii) 13.25% per annum from April 1, 2005 or from the most recent Interest Payment Date thereafter to which interest has been paid or duly provided for, in each case, semiannually in arrears on June 1 and December 1 of each year, in cash, to the Holder hereof until the principal amount hereof is paid or made available for payment. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, subject to certain exceptions provided in the Indenture, be paid to the Person in whose name this Note (or the Note in exchange or substitution for which this Note was issued) is registered at the close of business on the Record Date for interest payable on such Interest Payment Date. The Record Date for any interest payment is the close of business on May 15 or November 15, as the case may be, whether or not a Business Day, immediately preceding the Interest Payment Date on which such interest is payable. Any such interest not so punctually paid or duly provided for ("Defaulted Interest") shall forthwith cease to be payable to the Holder on such Record Date and shall be paid as provided in Section 2.11 of the Indenture. Interest shall will be computed on the basis of a 360-day year of twelve 30-day months. The Each payment of interest payment at the Stated Maturity in respect of the Principal Amount an Interest Payment Date will include interest accrued through the day before such Interest Payment Date. If an Interest Payment Date falls on a day that is not a Business Day, the interest payment to but excluding be made on such Interest Payment Date will be made on the date next succeeding Business Day with the same force and effect as if made on such Interest Payment Date, and no additional interest will accrue as a result of such Stated Maturity and will be payable to delayed payment. To the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 9extent lawful, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal to the Specified Rateprincipal, overdue premium and it shall pay interest on overdue installments of Defaulted interest at the same applicable interest rate (to the extent that payment of such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due borne on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (Company's obligation pursuant to the extent that the payment of previous sentence shall apply whether such interest shall be legally enforceable)overdue amount is due at its maturity, any interest payable on the defaulted interest, to the persons who are Holders on as a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf result of the Company for that purposeCompany's obligations pursuant to Section 3.05, even if Notes are canceled after such record date and on Section 4.11, Section 4.14 or before Section 4.22 of the Interest Payment Date. Holders must surrender Notes to the Trustee (Indenture, or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal paymentsotherwise.

Appears in 1 contract

Samples: Fourth Supplemental Indenture (Pierre Foods Inc)

Principal and Interest. TRW Inc., a corporation duly organized and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to The Company will pay __________, or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount"), this Note on June December 1, 2009, and . The Company promises to pay interest on the Principal Amount principal amount of this Note on each Interest Payment Date, as set forth below, at the rate of 7 1/8% per annum shown above. Interest, and Additional Interest, if any, will be payable semiannually (to the holders of record of the Notes at the close of business on the May 15 or November 15 immediately preceding the Interest Payment Date) on each Interest Payment Date, commencing June 1, 2005. If an exchange offer (the "Specified RateExchange Offer"); provided) registered under the Securities Act is not consummated and a shelf registration statement (the "Shelf Registration Statement") under the Securities Act with respect to resales of the Notes is not declared effective by the Commission, howeveron or before the date specified in the Registration Rights Agreement dated November 19, that if a Registration Default (2004 between the Company, the Guarantors and the Initial Purchasers named therein, the annual interest rate borne by the Notes shall be increased as defined specified in the Registration Rights Agreement) occurs, additional interest will accrue payable in cash semiannually, in arrears, on this Note at a rate of .25% per annum (the "Additional Interest") from and including the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest semiannually in arrears on December 1 and June 1 of each year (each an "Interest Payment Date") , commencing on December 1, 1999the first Interest Payment Date after a Registration Default until the Exchange Offer is consummated or the Shelf Registration Statement is declared effective. The Holder of this Note is entitled to the benefits of such Registration Rights Agreement. Interest on the Notes shall will accrue from June 2, 1999, or the most recent date to which interest has been paid or, if no interest has been paid, from November 19, 2004; provided that, if there is no existing default in the payment of interest and this Note is authenticated between a Regular Record Date referred to on the face hereof and the next succeeding Interest Payment Date, interest shall accrue from such Interest Payment Date. Interest shall will be computed on the basis of a 360-day year of twelve 30-day months. The interest payment at the Stated Maturity of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 9, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal to the Specified Rateprincipal and premium, if any, and it shall pay interest on overdue installments of interest at the same rate (and Additional Interest, if any, to the extent that payment of lawful, at the interest rate borne by the Securities at the time such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes to the Trustee (or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal paymentsaccrues.

Appears in 1 contract

Samples: Gtech Holdings Corp

Principal and Interest. TRW Inc., a corporation duly organized and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to The Company will pay __________, or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount")this Note on August 15, on June 1, 2009, and 2010. The Company promises to pay interest on the Principal Amount principal amount of this Note on each Interest Payment Date, as set forth below, at the rate of 7 1/8% per annum shown above. Interest will be payable semiannually (to the holders of record of the Notes at the close of business on the February 1 or August 1 immediately preceding the Interest Payment Date) on each Interest Payment Date, commencing February 15, 2001 and no interest shall be paid on this Note prior to February 15, 2001, except as provided in the next paragraph. If an exchange offer (the "Specified RateExchange Offer"); provided) registered under the Securities Act is not consummated or a shelf registration statement (the "Shelf Registration Statement") under the Securities Act with respect to resales of the Notes is not declared effective by the Commission, howeveron or before six months after the earlier of (i) the closing date of the RichmondNorfolk Acquisition and (ii) the Termination Date, that if a Registration Default (as defined in accordance with the terms of the Registration Rights AgreementAgreement dated July 26, 2000 between the Company and Xxxxxx Xxxxxxx & Co. Incorporated, First Union Securities, Inc. and SunTrust Equitable Securities Corporation, the annual interest rate borne by the Notes shall be increased by 0.5% from the rate shown above accruing from six months after the earlier to occur of (i) occursthe RichmondNorfolk Acquisition or (ii) the Termination Date, additional interest will accrue payable in cash semiannually, in arrears, on this Note at a rate of .25% per annum (the "Additional Interest") from and including the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest semiannually in arrears on December 1 and June 1 of each year (each an "Interest Payment Date") commencing on December 1, 1999until the Exchange Offer is consummated or the Shelf Registration Statement is declared effective. The Holder of this Note is entitled to the benefits of such Registration Rights Agreement. Interest on the Notes shall will accrue from June 2, 1999, or the most recent date to which interest has been paid or, if no interest has been paid, from July 26, 2000; provided that, if there is no existing default in the payment of interest and this Note is authenticated between a Regular Record Date referred to on the face hereof and the next succeeding Interest Payment Date, interest shall accrue from such Interest Payment Date. Interest shall will be computed on the basis of a 360-day year of twelve 30-day months. The interest payment at the Stated Maturity of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 9, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal to the Specified Rate, and it shall pay interest on overdue installments of interest at the same rate (to the extent that payment of such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day 360day year comprised of twelve 30-day 30day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted overdue principal and premium, if any, and interest on overdue installments of interest) , to the Persons extent lawful, at a rate per annum that is 2% in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf excess of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes to the Trustee (or as rate otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal paymentspayable.

Appears in 1 contract

Samples: CFW Communications Co

Principal and Interest. TRW Inc., a corporation duly organized and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to The Company will pay __________, or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount"), this Note on June 115, 2009, and 2008. The Company promises to pay interest on the Principal Amount principal amount of this Note on each Interest Payment Date, as set forth below, at the rate of 7 1/8% per annum shown above. Interest will be payable semiannually (to the holders of record of the Notes at the close of business on the June 1 or December 1 immediately preceding the Interest Payment Date) on each Interest Payment Date, commencing December 15, 1998. If an exchange offer (the "Specified RateExchange Offer"); provided) registered under the Securities Act is not consummated or a shelf registration statement (the "Shelf Registration Statement") under the Securities Act with respect to resales of the Notes is not declared effective by the Commission on or before November 18, however, that if a Registration Default (as defined 1998 in accordance with the terms of the Registration Rights Agreement) occursAgreement dated as of May 13, additional interest will accrue on this Note at a rate 1998 between the Company and Hadco Santa Clarx, Xxc. Hadco Phoenix, Inc., CCIR of .25% per annum California Corp. and CCIR of Texas Corp., as guarantors (collectively, the "Additional InterestGuarantors") and Morgxx Xxxnxxx & Xo. Incorporated, Merrxxx Xxxch, Pierce, Fennxx xxx Smitx Xxxorporated, BancAmerica Robexxxxx Xxxpxxxx xxx BT Alex. Browx Xxxorporated (a "Registration Default"), the annual interest rate borne by the Notes shall be increased by 0.5% from and including the rate shown above accruing from the date of such Registration Default, payable in cash semiannually, in arrears, on each Interest Payment Date, commencing with the first such date occurring after any such Registration Default until the Exchange Offer is consummated or the Shelf Registration Statement is declared effective. After the date on which such Registration Default shall occur is cured, the interest rate on the Notes will revert to but excluding the date on which all Registration Defaults have been curedinterest rate shown above. The Company will pay interest semiannually in arrears on December 1 and June 1 Holder of each year (each an "Interest Payment Date") commencing on December 1, 1999this Note is entitled to the benefits of such Registration Rights Agreement. Interest on the Notes shall will accrue from June 2, 1999, or the most recent date to which interest has been paid or, if no interest has been paid, from May 18, 1998; provided that, if there is no existing default in the payment of interest and this Note is authenticated between a Regular Record Date referred to on the face hereof and the next succeeding Interest Payment Date, interest shall accrue from such Interest Payment Date. Interest shall will be computed on the basis of a 360-day year of twelve 30-day months. The interest payment at the Stated Maturity of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 9, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal to the Specified Rate, and it shall pay interest on overdue installments of interest at the same rate (to the extent that payment of such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. 102 A-4 The Company shall pay interest on the Notes (except defaulted overdue principal and premium, if any, and interest on overdue installments of interest) , to the Persons extent lawful, at a rate per annum that is 2% in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf excess of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes to the Trustee (or as rate otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal paymentspayable.

Appears in 1 contract

Samples: Indenture (Ccir of California Corp)

Principal and Interest. TRW Inc., a corporation duly organized and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to pay __________, or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount"), on June 1, 2009, and to pay interest on the Principal Amount at the rate of 7 1/8% per annum (the "Specified Rate"); provided, however, that if a Registration Default (as defined in the Registration Rights Agreementa) occurs, additional interest will accrue on this Note at a rate of .25% per annum (the "Additional Interest") from and including the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest semiannually in arrears on December 1 and June 1 of each year (each an "Interest Payment Date") commencing on December 1, 1999. Interest on the Notes shall accrue from June 2, 1999, or the most recent date to which interest has been paid. Interest shall be computed payable on the basis outstanding daily unpaid principal amount of a 360-day year of twelve 30-day months. The interest each Advance from the date thereof until payment in full is made and shall accrue and be payable at the Stated Maturity rates set forth or provided for herein before and after Default, before and after maturity, before and after judgment, and before and after the commencement of any proceeding under any Debtor Relief Law, with interest on overdue interest at the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable Default Rate to the person to whom principal is payablefullest extent permitted by applicable Laws. If (b) Interest accrued on each Base Rate Loan on the Principal Amount of, and any accrued interest on, the Notes is declared first Banking Day of each calendar month shall be due and payable on that day. Except as otherwise provided in Section 93.9, the Company unpaid ------ --- principal amount of any Base Rate Loan shall pay bear interest at a fluctuating rate per annum equal to the Base Rate plus the applicable ---- Base Rate Margin. Each change in the interest rate under this Section 3.1(b) due to a change in the Base Rate shall take effect simultaneously ------ with the corresponding change in the Base Rate. (c) Interest accrued on each Eurodollar Rate Loan which is for a term of three months or less shall be due and payable on the overdue Principal Amount last day of the related Eurodollar Period. Interest accrued on each other Eurodollar Rate Loan shall be due and payable on the date which is three months after the date such Eurodollar Rate Loan was made (and, in the event that all of the Banks have approved a Eurodollar Period of longer than six months, every three months thereafter through the last day of the Eurodollar Period) and on the last day of the related Eurodollar Period. Except as otherwise provided in Section 3.9, the ------ --- unpaid principal amount of any Eurodollar Rate Loan shall bear interest at a rate per annum equal to the Specified RateEurodollar Rate for that Eurodollar Rate Loan plus the applicable Eurodollar Margin. ---- (d) If not sooner paid, and it shall pay interest on overdue installments of interest at the same rate (to principal Indebtedness evidenced by the extent that payment of such interest Notes shall be legally enforceable). Such interest shall accrue from payable as follows: (i) the date such overdue amount was due to the date payment of such amount, including interest thereonif any, has been made or duly provided for. Any amounts by which the sum of Additional Interest due hereunder will be payable in cash, on (A) the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined principal outstanding --- Indebtedness evidenced by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to B) the extent that Aggregate ---- Effective Amount of all outstanding Letters of Credit plus (C) ---- the payment of such interest Swing Line Outstandings at any time exceeds the then applicable Commitment, shall be legally enforceable), payable immediately; and (ii) the principal Indebtedness evidenced by the Notes shall in any interest event be payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Maturity Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes to the Trustee (or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal payments.

Appears in 1 contract

Samples: Loan Agreement (MGM Grand Inc)

Principal and Interest. TRW Inhale Therapeutic Systems, Inc., a Delaware corporation duly organized and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby ) promises to pay __________, or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount"), on June 1, 2009, and to pay interest on the Principal Amount principal amount of this Security at the rate of 7 1/8% per annum (the "Specified Rate"); provided, however, that if a Registration Default (as defined in the Registration Rights Agreement) occurs, additional interest will accrue on this Note at a rate of .25% per annum (the "Additional Interest") Interest Rate from and including the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been curedof issuance until repayment at Maturity, redemption or repurchase. The Company will pay interest on this Security semiannually in arrears on December 1 April 17 and June 1 October 17 of each year (each an "Interest Payment Date") ), commencing on December 1April 17, 19992001. Interest on the Notes shall accrue from June 2, 1999, or the most recent date to which interest has been paid. Interest Securities shall be computed (i) for any full semiannual period for which a particular Interest Rate is applicable on the basis of a 360-day year of twelve 30-day months. The months and (ii) for any period for which a particular Interest Rate is applicable shorter than a full semiannual period for which interest payment at the Stated Maturity of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount ofcalculated, and any accrued interest on, the Notes is declared due and payable as provided in Section 9, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal to the Specified Rate, and it shall pay interest on overdue installments of interest at the same rate (to the extent that payment of such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months)month and, and the denominator for such periods of which is 360. If the Company defaults in less than a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record datemonth, the Company shall mail or cause to be mailed to each actual number of days elapsed over a 30-day month. A Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered any Security at the close of business on a Regular Record Date shall be entitled to receive interest on such Security on the May 15 or November 15 next preceding corresponding Interest Payment Date. A Holder of any Security which is converted after the close of business on a Regular Record Date and prior to the corresponding Interest Payment Date (the "Regular Record other than any Security whose Maturity is prior to such Interest Payment Date") shall be entitled to receive interest on the register kept by or on behalf principal amount of such Security, notwithstanding the Company for that purpose, even if Notes are canceled after conversion of such record date and on or before the Security prior to such Interest Payment Date. Holders must surrender Notes However, any such Holder which surrenders any such Security for conversion during the period between the close of business on such Regular Record Date and ending with the opening of business on the corresponding Interest Payment Date shall be required to pay the Company an amount equal to the Trustee interest on the principal amount of such Security so converted, which is payable by the Company to such Holder on such Interest Payment Date, at the time such Holder surrenders such Security for conversion. Notwithstanding the foregoing, any such Holder which surrenders for conversion any Security which has been called for redemption by the Company in a notice of redemption given by the Company pursuant to Section 10.5 of the Indenture shall be entitled to receive (or as otherwise specified in and retain) such interest and need not pay the applicable Company Notice an amount equal to the interest on the principal amount of such Security so converted at the time such Holder surrenders such Security for conversion. In accordance with the terms of the Resale Registration Rights Agreement, dated October 17, 2000, between the Company and Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, Deutsche Bank Securities Inc., Xxxxxx Brothers Inc. and U.S. Bancorp Xxxxx Xxxxxxx Inc., during the first 90 days following a Registration Default (as defined in Paragraph 7the Resale Registration Rights Agreement)) to collect principal payments., the Interest Rate borne by the Securities shall be increased by 0.25% on:

Appears in 1 contract

Samples: Indenture (Inhale Therapeutic Systems Inc)

Principal and Interest. TRW Inc.Vertex Pharmaceuticals Incorporated, a corporation duly organized and existing under the laws of the State of Ohio (herein called the "Company"Massachusetts corporation, which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to pay __________, or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount"), on June 1, 2009, and to pay interest on the Principal Amount principal amount of this Security at the rate of 7 1/8% per annum (the "Specified Rate"); provided, however, that if a Registration Default (as defined in the Registration Rights Agreement) occurs, additional interest will accrue on this Note at a rate of .25% per annum (the "Additional Interest") Interest Rate from and including the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been curedof issuance until repayment at Maturity, redemption or repurchase. The Company will pay interest on this Security semiannually in arrears on December 1 February 15 and June 1 August 15 of each year (each an "Interest Payment Date") ”), commencing on December 1August 15, 19992004. Interest on the Notes shall accrue from June 2, 1999, or the most recent date to which interest has been paid. Interest Securities shall be computed (i) for any full semiannual period for which a particular Interest Rate is applicable on the basis of a 360-day year of twelve 30-day months. The months and (ii) for any period for which a particular Interest Rate is applicable shorter than a full semiannual period for which interest payment at the Stated Maturity of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount ofcalculated, and any accrued interest on, the Notes is declared due and payable as provided in Section 9, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal to the Specified Rate, and it shall pay interest on overdue installments of interest at the same rate (to the extent that payment of such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months)month and, and the denominator for such periods of which is 360. If the Company defaults in less than a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record datemonth, the Company shall mail or cause to be mailed to each actual number of days elapsed over a 30-day month. A Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered any Security at the close of business on a Regular Record Date shall be entitled to receive interest on such Security on the May 15 or November 15 next preceding corresponding Interest Payment Date. A Holder of any Security which is converted after the close of business on a Regular Record Date and prior to the corresponding Interest Payment Date (the "Regular Record other than any Security whose Maturity is prior to such Interest Payment Date") shall be entitled to receive interest on the register kept by or on behalf principal amount of such Security, notwithstanding the Company for that purpose, even if Notes are canceled after conversion of such record date and on or before the Security prior to such Interest Payment Date. Holders must surrender Notes However, any such Holder which surrenders any such Security for conversion during such period shall be required to pay the Company an amount equal to the Trustee interest on the principal amount of such Security so converted, which is payable by the Company to such Holder on such Interest Payment Date, at the time such Holder surrenders such Security for conversion. Notwithstanding the foregoing, any such Holder which surrenders for conversion during such period any Security which has been called for redemption by the Company in a notice of redemption given by the Company pursuant to Section 10.5 of the Indenture (whether the redemption date for such Security is on such Interest Payment Date or otherwise) shall be entitled to receive (and retain) such interest and need not pay the Company an amount equal to the interest on the principal amount of such Security so converted at the time such Holder surrenders such Security for conversion. Except as otherwise specified provided in Section 2.1 and Article 12 of the applicable Company Notice Indenture, no payment or other adjustment shall be made for interest accrued on any Security converted or for dividends on any shares of Common Stock issued upon conversion of such Security. In accordance with the terms of the Registration Rights Agreement, during the first 90 days following a Registration Default (as defined in Paragraph 7the Registration Rights Agreement)) to collect principal payments., the Interest Rate borne by the Securities shall be increased by 0.25% on:

Appears in 1 contract

Samples: Indenture (Vertex Pharmaceuticals Inc / Ma)

Principal and Interest. TRW Inc., a corporation duly organized and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to The Company will pay __________, or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount"), this Note on June 1, 2009, and 2008. The Company promises to pay interest on the Principal Amount principal amount of this Note on each Interest Payment Date, as set forth below, at the rate of 7 1/8% per annum shown above. Interest will be payable semiannually (to the holders of record of the Notes at the close of business on the May 15 or November 15 immediately preceding the Interest Payment Date) on each Interest Payment Date, commencing December 1, 1998. If an exchange offer (the "Specified RateExchange Offer"); provided) registered under the Securities Act is not consummated and a shelf registration statement (the "Shelf Registration Statement") under the Securities Act with respect to resales of the Notes is not declared effective by the Commission, howeveron or before January 7, that if a Registration Default (as defined 1999 in accordance with the terms of the Registration Rights Agreement) occursAgreement dated May 27, additional 1998 between the Company and Morgxx Xxxnxxx & Xo. Incorporated, Donaxxxxx, Xxfkin & Jenrxxxx Xxxurities Corporation and Goldxxx, Xxchs & Co., the annual interest will accrue on this Note at a rate of .25borne by the Notes shall be increased by 0.5% per annum (from the "Additional Interest") rate shown above accruing from and including the date that is 225 days after the Issue Date, payable in cash semiannually, in arrears, on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest semiannually in arrears on December 1 and June 1 of each year (each an "Interest Payment Date") , commencing on December June 1, 19991999 until the Exchange Offer is consummated or the Shelf Registration Statement is declared effective. The Holder of this Note is entitled to the benefits of such Registration Rights Agreement. Interest on the Notes shall will accrue from June 2, 1999, or the most recent date to which interest has been paid or, if no interest has been paid, from May 27, 1998, provided that, if there is no existing default in the payment of interest and this Note is authenticated between a Regular Record Date referred to on the face hereof and the next succeeding Interest Payment Date, interest shall accrue from such Interest Payment Date. Interest shall will be computed on the basis of a 360-day year of twelve 30-day months. The interest payment at the Stated Maturity of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 9, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal to the Specified Rate, and it shall pay interest on overdue installments of interest at the same rate (to the extent that payment of such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes to the Trustee (or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal payments.

Appears in 1 contract

Samples: Indenture (Regal Cinemas Inc)

Principal and Interest. TRW Inc., a corporation duly organized and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for For value received, hereby the undersigned, the 2020 Irrevocable Xxxxxxx X. Xxxxxx Trust Under Agreement dated November 24, 2020 (“Maker”), promises to pay __________to the order of Xxxxxxx X. Xxxxxx, or its registered assignsan individual (“Creditor”), the principal sum amount of $ One Hundred Thirty-Three Million Three Hundred Eighty-Nine Thousand Dollars [($ )] $133,389,000) (the "Principal Amount"”) for payment of the Purchase Price, as that term is defined under the Purchase Agreement between Maker and Creditor dated June 15, 2023 (the “Purchase Agreement”), on June 1, 2009, and to pay interest on the unpaid Principal Amount at the annual fixed rate equal to [•]1. During the continuance of 7 1/8% per annum (the "Specified Rate"); provided, however, that if a Registration an Event of Default (as defined in below), the Registration Rights Agreement) occurs, additional interest will accrue on this Note at a rate of .25shall increase by 3.00% per annum (in excess of the "Additional Interest") from and including the date on which such Registration Default interest rate otherwise applicable until all amounts currently due are paid in full. Maker shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest semiannually in arrears on December 1 and June 1 of each year (each an "Interest Payment Date") commencing on December 1, 1999. Interest on the Notes shall accrue from June 2, 1999, or the most recent date to which interest has been paid. Interest shall be computed on the basis of a 360-day year of twelve 30-day months. The interest payment at the Stated Maturity of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 9, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal to the Specified Rate, and it shall pay interest on overdue installments of interest at the same rate (to the extent that payment of such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by and interest thereon, as follows: The Maker shall pay consecutive equal monthly installments of principal and interest, such that on [•], 2043 (the “Maturity Date”) the outstanding principal balance on this Note would be, if no prepayments were made, eighty percent (80%) of the original Principal Amount, which currently results in a fraction, monthly payment in the numerator amount of which is the number of days such Additional Interest rate was applicable during such period Four Hundred Eighty-Eight Thousand Five Hundred Fifty-Eight and Eight-Hundredths Dollars (determined $488,558.08). The monthly payments are due on the basis last day of a 360-day year comprised of twelve 30-day months)each month commencing with [•], 2023, and all remaining principal, interest, and any other amounts owing under this Note shall be due and payable in full on the Maturity Date. The Principal Amount, and the denominator of monthly payment amount, shall be subject to adjustment, by revision hereto, in accordance with the Purchase Agreement pursuant to which this Note is 360issued. If In the Company defaults event Maker does not cooperate in a adjusting the Principal Amount or monthly payment of interest on amount in the Notesmanner contemplated in the Purchase Agreement, it Creditor shall pay the defaulted interest, plus (be entitled to attach to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on this Note a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and statement fixing the amount of defaulted interest principal due under this Note, and revised monthly payment amount, to be paid. The Company shall pay interest on reflect the Notes (except defaulted interest) to Initially Determined Purchase Price or the Persons in whose names Finally Determined Purchase Price, as appropriate and as those terms are defined under the Notes are registered at Purchase Agreement, as well as the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes to the Trustee (or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal paymentsrevised monthly payment amount with respect thereto.

Appears in 1 contract

Samples: Purchase Agreement (Moroun Matthew T)

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Principal and Interest. TRW Inc., a corporation duly organized and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to The Company will pay __________, or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount")this Note on December 14, on June 1, 2009, and 2012. The Company promises to pay interest on the Principal Amount principal amount of this Note on each Interest Payment Date, as set forth below, at the rate of 7 1/8% per annum (the "Specified Rate"); providedshown above, however, that if a Registration Default (subject to adjustment as defined in the Registration Rights Agreement) occurs, additional interest described below. Interest will accrue on this Note at a rate of .25% per annum (the "Additional Interest") from and including the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest be payable semiannually in arrears (to the Holders of record of the Notes at the close of business on December 1 and June 1 of each year (each an "the fifteenth calendar day, whether or not a Business Day, immediately preceding the relevant Interest Payment Date") on each Interest Payment Date of each year, commencing June 14, 2003; PROVIDED that no interest shall accrue on the principal amount of this Note prior to December 116, 19992002. Interest on the Notes shall accrue from June 2, 1999, or the most recent date to which interest has been paid. Interest shall will be computed on the basis of a 360-day year of twelve 30-day months. The interest payment at If an exchange offer (the Stated Maturity "EXCHANGE OFFER") registered under the Securities Act is not consummated or a Shelf Registration Statement under the Securities Act with respect to resales of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is not declared due effective by the Commission, on or before the date that is 210 days after the date on which the Notes are originally issued under this Indenture (the "REGISTRATION DATE") in accordance with the terms of the Registration Rights Agreement, dated as of December 16, 2002, between the Company and payable as provided in Section 9Xxxxxxx Xxxxx Barney Inc., Credit Suisse First Boston Corporation, BNY Capital Markets, Inc. and Wachovia Securities, Inc., the Company shall pay annual interest rate payable on the overdue Principal Amount at a Notes shall be increased by 0.5% from the rate per annum equal shown above accruing from the Registration Date, payable in cash semiannually, in arrears, on each Interest Payment Date until the Exchange Offer is consummated or the Shelf Registration Statement is declared effective. The Holder of this Note is entitled to the Specified Ratebenefits of such Registration Rights Agreement. Interest on the Notes will accrue from, and it shall pay including, December 16, 2002 to, and excluding, the first Interest Payment Date and then from, and including, the immediately preceding Interest Payment Date to which interest on overdue installments has been paid or duly provided for to, but excluding, the next Interest Payment Date or the Maturity Date, as the case may be; PROVIDED that, if there is no existing default in the payment of interest at and this Note is authenticated between a Record Date referred to on the same rate (to face hereof and the extent that payment of such interest shall be legally enforceable). Such next succeeding Interest Payment Date, interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided forInterest Payment Date. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined computed on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes to the Trustee (or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal payments.

Appears in 1 contract

Samples: Aon Corp

Principal and Interest. TRW Inc.Jamboree LLC, a corporation duly organized and existing under the laws of the State of Ohio Delaware limited liability company (herein called the "CompanyISSUER", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to pay interest on the outstanding principal amount of this Note at the rate and in the manner specified below. Interest shall accrue at ______% per annum and shall be payable monthly in arrears on the first day of each month, commencing _____________, 1997 or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount"), on June 1, 2009, and to pay interest if any such day is not a Business Day on the Principal Amount at the rate of 7 1/8% per annum (the "Specified Rate"); provided, however, that if a Registration Default (as defined in the Registration Rights Agreement) occurs, additional interest will accrue on this Note at a rate of .25% per annum (the "Additional Interest") from and including the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest semiannually in arrears on December 1 and June 1 of each year next succeeding Business Day (each an "INTEREST PAYMENT DATE") to the Holders of record of the Notes at the close of business on the fifteenth day of the immediately preceding month, whether or not a Business Day; PROVIDED, HOWEVER, that during the period from the date hereof until March 27, 1998, the Issuer, at its option, may deliver on any Interest Payment Date"Date additional Notes (valued at 100% of the principal amount thereof) commencing to the Holder of this Note, in lieu of cash, in satisfaction of all or part of the interest payment then due on December 1this Note in accordance with the terms of the Indenture. Notwithstanding the foregoing, 1999. Interest additional Notes delivered in satisfaction of any interest payment then due on this Note shall be issuable only in denominations of $1000 and any integral multiple thereof, with the Notes shall accrue from June 2, 1999, or the most recent date to which remainder of any such interest has been paidpayable in cash. Interest shall be computed on the basis of a 360-day year consisting of twelve 30-day months. Interest shall accrue from the most recent date to which interest has been paid or, if no interest has been paid, from _____________, 1997. The interest payment at the Stated Maturity of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 9, the Company Issuer shall pay interest on the overdue Principal Amount principal at a rate equal to 3% per annum equal in excess of the interest rate on the Notes to the Specified Rate, extent lawful; and it shall pay interest on overdue installments of interest (without regard to any applicable grace periods) at the same rate (to the extent that payment lawful. The Issuer shall, on each Interest Payment Date beginning March 28, 1999, pay an installment of such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due principal of this Note to the date payment Person who is the registered Holder of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the each such Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes to the Trustee (or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect amount of $________ multiplied by the principal paymentsamount of this Note divided by the aggregate principal amount of all the Notes outstanding on each such date.

Appears in 1 contract

Samples: Jamboree LLC

Principal and Interest. TRW Inc., a corporation duly organized and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to The Company will pay __________, or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount")this Note on December 15, on June 1, 2009, and 2008. The Company promises to pay interest on the Principal Amount principal amount of this Note on each Interest Payment Date, as set forth below, at the rate per annum shown above. Interest will be payable semiannually (to the holders of 7 1/8record of the Notes at the close of business on the June 1 or December 1 immediately preceding the Interest Payment Date) on each Interest Payment Date, commencing June 15, 1999. If an exchange offer registered under the Securities Act is not consummated, or a Shelf Registration Statement under the Securities Act with respect to resales of the Notes is not declared effective by the Commission, on or before June 21, 1999 in accordance with the terms of the Registration Rights Agreement dated December 23, 1998 between the Company and NationsBanc Xxxxxxxxxx Securities LLC, Xxxxxx Brothers Inc., First Union Capital Markets, a division of Wheat First Securities, Inc. and TD Securities (USA) Inc., the Company will pay liquidated damages to the Holder of this Note in an amount equal to 0.5% per annum (of the "Specified Rate"); providedprincipal amount hereof, howeverpayable in cash semiannually, that if a in arrears, on each Interest Payment Date, commencing December 15, 1999, until the Exchange Offer is consummated or the Shelf Registration Default (as defined in Statement is declared effective. The Holder of this Note is entitled to the benefits of such Registration Rights Agreement) occurs, additional interest will accrue on this Note at a rate of .25% per annum (the "Additional Interest") from and including the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest semiannually in arrears on December 1 and June 1 of each year (each an "Interest Payment Date") commencing on December 1, 1999. Interest on the Notes shall will accrue from June 2, 1999, or the most recent date to which interest has been paid or, if no interest has been paid, from December 23, 1998; PROVIDED that, if there is no existing default in the payment of interest and this Note is authenticated between a Regular Record Date referred to on the face hereof and the next succeeding Interest Payment Date, interest shall accrue from such Interest Payment Date. Interest shall will be computed on the basis of a 360-day year of twelve 30-day months. The interest payment at the Stated Maturity of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 9, the Company shall pay interest on overdue principal and premium, if any, and interest on overdue installments of interest, to the overdue Principal Amount extent lawful, at a rate per annum equal to the Specified Rate, and it shall pay interest on overdue installments of interest at the same rate (to the extent that payment of such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable is 2% in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf excess of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes to the Trustee (or as rate otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal paymentspayable.

Appears in 1 contract

Samples: Dobson Communications Corp

Principal and Interest. TRW Inc., a corporation duly organized and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to The Company will pay __________, or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount"), this Note on June December 1, 2009, and 2014. The Company promises to pay interest on the Principal Amount principal amount of this Note on each Interest Payment Date, as set forth below, at the rate of 7 1/8% per annum shown above. Interest, and Additional Interest, if any, will be payable semiannually (to the holders of record of the Notes at the close of business on the May 15 or November 15 immediately preceding the Interest Payment Date) on each Interest Payment Date, commencing June 1, 2005. If an exchange offer (the "Specified RateExchange Offer"); provided) registered under the Securities Act is not consummated and a shelf registration statement (the "Shelf Registration Statement") under the Securities Act with respect to resales of the Notes is not declared effective by the Commission, howeveron or before the date specified in the Registration Rights Agreement dated November 19, that if a Registration Default (2004 between the Company, the Guarantors and the Initial Purchasers named therein, the annual interest rate borne by the Notes shall be increased as defined specified in the Registration Rights Agreement) occurs, additional interest will accrue payable in cash semiannually, in arrears, on this Note at a rate of .25% per annum (the "Additional Interest") from and including the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest semiannually in arrears on December 1 and June 1 of each year (each an "Interest Payment Date") , commencing on December 1, 1999the first Interest Payment Date after a Registration Default until the Exchange Offer is consummated or the Shelf Registration Statement is declared effective. The Holder of this Note is entitled to the benefits of such Registration Rights Agreement. Interest on the Notes shall will accrue from June 2, 1999, or the most recent date to which interest has been paid or, if no interest has been paid, from November 19, 2004; provided that, if there is no existing default in the payment of interest and this Note is authenticated between a Regular Record Date referred to on the face hereof and the next succeeding Interest Payment Date, interest shall accrue from such Interest Payment Date. Interest shall will be computed on the basis of a 360-day year of twelve 30-day months. The interest payment at the Stated Maturity of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 9, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal to the Specified Rateprincipal and premium, if any, and it shall pay interest on overdue installments of interest at the same rate (and Additional Interest, if any, to the extent that payment of lawful, at the interest rate borne by the Securities at the time such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes to the Trustee (or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal paymentsaccrues.

Appears in 1 contract

Samples: Gtech Holdings Corp

Principal and Interest. TRW Inc.Teva Pharmaceutical Finance Company, LLC, a corporation company duly organized and existing under the laws of the State of Ohio Delaware (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to“Issuer”), for value received, hereby promises to pay __________, or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount"), on June 1, 2009, and to pay interest on the Principal Amount principal amount of this Debenture at the rate of 7 1/8% per annum (Interest Rate from January 31, 2006 until the "Specified Rate"); provided, however, that if a Registration Default (as defined in the Registration Rights Agreement) occurs, additional interest will accrue on this Note at a rate of .25% per annum (the "Additional Interest") from and including the date on which such Registration Default principal thereof is paid or made available for payment. Interest shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest be payable semiannually in arrears on December each February 1 and June August 1 of each year (each an "Interest Payment Date") ”), commencing on December August 1, 19992006. Interest on the Notes shall accrue from June 2, 1999, or the most recent date to which interest has been paid. Interest Debentures shall be computed on the basis of a 360-day year of twelve 30-day months. The interest payment at the Stated Maturity A Holder of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 9, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal to the Specified Rate, and it shall pay interest on overdue installments of interest at the same rate (to the extent that payment of such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered Debenture at the close of business on a Regular Record Date shall be entitled to receive interest on such Debenture on the May 15 or November 15 next preceding corresponding Interest Payment Date. A Holder of any Debenture which is converted after the close of business on a Regular Record Date and prior to the corresponding Interest Payment Date (the "Regular Record other than any Debenture whose Maturity is prior to such Interest Payment Date") shall be entitled to receive interest on the register kept by or on behalf principal amount of such Debenture, notwithstanding the Company for that purpose, even if Notes are canceled after conversion of such record date and on or before the Debenture prior to such Interest Payment Date. Holders must surrender Notes However, any such Holder which surrenders any such Debenture for conversion during the period between the close of business on such Regular Record Date and ending with the opening of business on the corresponding Interest Payment Date shall be required to pay the Issuer an amount equal to the Trustee interest (or as otherwise specified including Additional Tax Amounts, if any) on the principal amount of such Debenture so converted, which is payable by the Issuer to such Holder on such Interest Payment Date, at the time such Holder surrenders such Debenture for conversion. Notwithstanding the foregoing, any such Holder which surrenders for conversion any Debenture which has been called for redemption by the Issuer in a notice of redemption given by the applicable Company Notice Issuer pursuant to Article 7 of the Supplemental Indenture shall be entitled to receive (as defined in Paragraph 7)and retain) such accrued interest to collect the Redemption Date and need not pay the Issuer an amount equal to the interest on the principal paymentsamount of such Debenture so converted at the time such Holder surrenders such Debenture for conversion.

Appears in 1 contract

Samples: Teva Pharmaceutical Industries LTD

Principal and Interest. TRW Inc., a corporation duly organized Subject to Section 1(b) and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to1(c), for value received, hereby promises to pay __________, or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount"), on June 1, 2009, and to pay interest on the Principal Amount at the rate of 7 1/8% per annum (the "Specified Rate"); provided, however, that if a Registration Default (as defined in the Registration Rights Agreement) occurs, additional interest will accrue on this Note at a rate of .25% per annum (the "Additional Interest") from and including the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest semiannually in arrears on December 1 and June 1 of each year (each an "Interest Payment Date") commencing on December 1, 1999. Interest on the Notes shall accrue from June 2, 1999, or the most recent date to which interest has been paid. Interest shall be computed on the basis of a 360-day year of twelve 30-day months. The interest payment at the Stated Maturity of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 9, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal to the Specified Rate, and it shall pay interest on overdue installments of interest at the same rate (to the extent that payment of such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this NoteNote shall be payable in two installments of $1,900,000,000 and $1,150,000,000, multiplied by a fractionrespectively, payable on the thirtieth (30th) and the one hundred and eightieth (180th) day, respectively, after the later of (x) Trigger Date or (y) if the FAIR Act has been enacted and become law prior to the Trigger Date, the numerator of which Final Order Date. Each such payment date is the number of days such Additional Interest rate was applicable during such period (determined on the basis of referred to herein as a 360-day year comprised of twelve 30-day months"Scheduled Principal Payment Date." Subject to Section 1(b), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notesunpaid principal amount of this Note shall begin to accrue on the Interest Accrual Commencement Date and all accrued and unpaid interest shall be due and payable on the final Scheduled Principal Payment Date. Payments of principal and interest shall be made in lawful money of the United States of America, by (i) check or (ii) wire transfer of immediately available funds to such bank account of the Holder as the Holder may designate from time to time by at least thirty (30) days' prior written notice to the Maker Representative. Any payment (excluding any prepayment) on or in respect of this Note shall be applied first to accrued but unpaid interest and then to the principal balance hereof. The unpaid principal may, at the option of the Makers, be prepaid, in whole or in part, at any time without premium or penalty, through the payment of an amount equal to 100% of the principal amount being prepaid, together with all accrued and unpaid interest on this Note to (but excluding) the date of the prepayment. Any such prepayment shall be applied to installments of principal in such order as the Maker Representative shall elect at the time of such prepayment. At such time as this Note is paid or prepaid in full, it shall pay the defaulted interest, plus (be surrendered to the extent Maker Representative (or any of the other Makers) and cancelled and shall not be reissued. Anything in this Note to the contrary notwithstanding, any payment that the payment of such interest is due on a date other than a Business Day (as hereinafter defined) shall be legally enforceable), any interest payable made on the defaulted next succeeding Business Day (and such extension of time shall not be included in the computation of interest). As used in this Note, to the persons who term "Business Day" means any day other than a Saturday, a Sunday or a day on which commercial banks in Chicago, Illinois are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix required or cause authorized by law to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes to the Trustee (or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal paymentsclosed.

Appears in 1 contract

Samples: Usg Corp

Principal and Interest. TRW Gorges/Quik-to-Fix Foods, Inc., a Delaware corporation duly organized (such corporation, and existing its successors and assigns under the laws of the State of Ohio (Indenture hereinafter referred to, being herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to pay __________, or its registered assigns, the principal sum amount of $ Dollars [($ )] (to the "Principal Amount"), Holder hereof on June December 1, 2009, and to 2006. ------------- The Company shall pay interest on the Principal Amount at the rate of 7 1/8% per annum (the "Specified Rate"); provided, however, that if a Registration Default (as defined in the Registration Rights Agreement) occurs, additional interest will accrue on this Note at a rate of .2511 1/2% per annum (the "Additional Interest") annum, from and including the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest semiannually in arrears on December 1 and June 1 of each year (each an "Interest Payment Date") commencing on December 1November 25, 1999. Interest on the Notes shall accrue 1996 or from June 2, 1999, or the most recent date Interest Payment Date thereafter to which interest has been paidpaid or duly provided for, semiannually in arrears on June 1 and December 1 of each year, commencing on June 1, 1997, in cash, to the Holder hereof until the principal amount hereof is paid or made available for payment. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, subject to certain exceptions provided in the Indenture, be paid to the Person in whose name this Note (or the Note in exchange or substitution for which this Note was issued) is registered at the close of business on the Record Date for interest payable on such Interest Payment Date. The Record Date for any interest payment is the close of business on May 15 or November 15, as the case may be, whether or not a Business Day, immediately preceding the Interest Payment Date on which such interest is payable. Any such interest not so punctually paid or duly provided for ("Defaulted Interest") shall forthwith cease to be payable to the Holder on such Record Date and shall be paid as provided in Section 2.11 of the Indenture. Interest shall will be computed on the basis of a 360-day year of twelve 30-day months. The Each payment of interest payment at the Stated Maturity in respect of the Principal Amount an Interest Payment Date will include interest accrued through the day before such Interest Payment Date. If an Interest Payment Date falls on a day that is not a Business Day, the interest payment to be made on such Interest Payment Date will be made on the next succeeding Business Day with the same force and effect as if made on such Interest Payment Date, and no additional interest will accrue as a result of such delayed payment. If this Note is exchanged in a Registered Exchange Offer, prior to the Record Date for the first Interest Payment Date following such exchange, accrued and unpaid interest, if any, on this Note, up to but excluding not including the date of issuance of the New Note or New Notes issued in exchange for this Note, shall be paid on the first Interest Payment Date for such Stated Maturity and will be payable New Note or New Notes to the person Holder or Holders of such New Note or New Notes on the first Record Date with respect to whom principal is payablesuch New Note or New Notes. If this Note is exchanged in a Registered Exchange Offer subsequent to the Principal Amount ofRecord Date for the first Interest Payment Date following such exchange but on or prior to such B-4 Interest Payment Date, then any such accrued and unpaid interest with respect to this Note and any accrued and unpaid interest onon the New Note or New Notes issued in exchange for this Note, through the Notes is declared due and payable as provided in Section 9day before such Interest Payment Date, shall be paid on such Interest Payment Date to the Holder of this Note on such Record Date. To the extent lawful, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal principal, overdue premium, Defaulted Interest and overdue Liquidated Damages (without regard to the Specified Rate, and it shall pay interest on overdue installments of interest any applicable grace period) at the same interest rate (to the extent that payment of such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due borne on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (Company's obligation pursuant to the extent that the payment of previous sentence shall apply whether such interest shall be legally enforceable)overdue amount is due at its Stated Maturity, any interest payable on the defaulted interest, to the persons who are Holders on as a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf result of the Company for that purposeCompany's obligations pursuant to Section 3.05, even if Notes are canceled after such record date and on Section 4.07 or before Section 4.08 of the Interest Payment Date. Holders must surrender Notes to the Trustee (Indenture, or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal paymentsotherwise.

Appears in 1 contract

Samples: Gorges Quik to Fix Foods Inc

Principal and Interest. TRW Inc., a corporation duly organized and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to pay _____________, or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount"), on June 1, 20092029, and to pay interest on the Principal Amount at the rate of 7 1/83/4% per annum (the "Specified Rate"); [provided, however, that if a Registration Default (as defined in the Registration Rights Agreement) occurshas occurred, additional interest will accrue be payable on this Note Debenture at a rate of .25% per annum (the "Additional Interest") from and including the date on which such Registration Default shall occur occurred to but excluding the date on which all Registration Defaults have been cured. were cured if such Additional Interest was not paid prior to the date on which the Initial Debenture was exchanged for this Exchange Debenture.(1)] The Company will pay interest semiannually in arrears on December 1 and June 1 of each year (each an "Interest Payment Date") commencing on December 1, 1999. Interest on the Notes Exchange Debentures shall accrue from June 2, 1999, or the most recent date to which interest has been paid. Interest shall be computed on the basis of a 360-day year of twelve 30-day months. The interest payment at the Stated Maturity of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes Exchange Debentures is declared due and payable as provided in Section 9, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal to the Specified Rate, and it shall pay interest on overdue installments of interest at the same rate (to the extent that payment of such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes to the Trustee (or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal payments.the

Appears in 1 contract

Samples: Supplemental Indenture (TRW Inc)

Principal and Interest. TRW Inc.The Company will pay the principal of this Security on ________, a corporation duly organized and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby 2008. The Company promises to pay interest on the principal amount of this Security on each Interest Payment Date, as set forth below, at the rate of ____% per annum. Interest will be payable semiannually (to the holders of record of the Securities at the close of business on the __________ or __________ immediately preceding the Interest Payment Date) on each Interest Payment Date, commencing __________, or its registered assigns1998. [The Holder of this Security is entitled to the benefits of the Exchange and Registration Rights Agreement, dated as of __________, 1998, among the Company, the principal sum of $ Dollars [($ )] Guarantors named therein and the Initial Purchasers named therein (the "Principal AmountRegistration Rights Agreement"), on June 1, 2009, and . In the event that certain events have not occurred by certain dates the Holder will be entitled to pay interest on the Principal Amount at the rate of 7 1/8% per annum (the "Specified Rate"); provided, however, that if a Registration Default receive Additional Amounts (as defined in the Registration Rights Agreement) occurs, additional interest with respect to this Security.]* Interest on this Security will accrue on this Note at a rate of .25% per annum (the "Additional Interest") from and including the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest semiannually in arrears on December 1 and June 1 of each year (each an "Interest Payment Date") commencing on December 1, 1999. Interest on the Notes shall accrue from June 2, 1999, or the most recent date to which interest has been paid [on this Security or the Security surrendered in exchange herefor]** or, if no interest has been paid, from __________, 1998; PROVIDED that, if there is no existing default in the payment of interest and if this Security is authenticated between a Regular Record Date referred to on the face hereof and the next succeeding Interest Payment Date, interest shall accrue from such Interest Payment Date. Interest shall will be computed on the basis of a 360-day year of twelve 30-day months. The interest payment at the Stated Maturity of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 9, the Company shall pay interest on overdue principal and premium, if any, and interest on overdue installments of interest, to the overdue Principal Amount extent lawful, at a rate per annum equal to the Specified Rate, and it shall pay interest on overdue installments rate of interest at the same rate (applicable to the extent that payment of such interest shall be legally enforceable)Securities. Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for-------------------- * Include only for Initial Securities and Private Exchange Securities. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), ** Include only for Exchange Securities and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes to the Trustee (or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal paymentsPrivate Exchange Securities.

Appears in 1 contract

Samples: United Stationers Supply Co

Principal and Interest. TRW Inc., a corporation duly organized and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to The Company will pay __________, or its registered assigns, the principal sum of $ Dollars this Security and the Cumulative Deferred Amount on [($ )] (the "Principal Amount"), on June July 1, 2009, and 2012]. The Company promises to pay interest on the Principal Amount principal amount of this Security on each Interest Payment Date, as set forth below, at the rate of 7 1/812% per annum (subject to the "Specified Rate"deferral of interest as provided below); . Interest will be payable semiannually (to the holders of record of the Securities (or any predecessor Securities) at the close of business on the [December 15th] or [June 15th] immediately preceding the Interest Payment Date) on each Interest Payment Date, commencing [July 1], 2005 provided, however, any interest on any Security which is payable on any Interest Payment Date may be deferred in full at the Company's option; provided further that the Company shall pay all interest accrued and payable for the immediately preceding six (6) months in full in cash on such Interest Payment Date if a Registration Default both of the following requirements are met: (i) the amount of the sum of (x) Cash and Cash Equivalents and (y) amounts available for borrowing under the $55 million revolving credit component of the Exit Facility, at the time of the Company's most recently ended fiscal quarter for which financial statements are available immediately preceding such Interest Payment Date (which in the case of Cash and Cash Equivalents will be the amount of such items set forth on the Company's consolidated balance sheet), after giving effect to such interest payment on this Security, is at least $25 million and (ii) the ratio of Indebtedness (as defined in the Registration Rights AgreementIndenture) occursat the end of the most recently ended fiscal year, additional as set forth on the Company's consolidated balance sheet, to EBITDA, with EBITDA calculated for the most recently ended fiscal year for which audited financial statements are available, does not exceed 3.5 to 1. In the event the Company elects to defer any interest will accrue payment on this Note at a rate Security, the amount of .25% per annum (interest so deferred together with all prior amounts of interest that have previously been deferred shall constitute the "Additional InterestCumulative Deferred Amount") from and including the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest semiannually in arrears on December 1 and June 1 of each year (each an "Interest Payment Date") commencing on December 1, 1999. Interest on the Notes Cumulative Deferred Amount will accrue at the rate of 12.0% per annum and (unless the Company defers the payment of interest as described above, in which event such interest will be added to the Cumulative Deferred Amount) such interest on the Cumulative Deferred Amount will be payable on each Interest Payment Date. The Cumulative Deferred Amount shall be deemed an obligation to pay principal and such Cumulative Deferred Amount will be payable at the time the Company makes a payment on the outstanding principal amount of this Security pursuant to Section 2 hereof. In the event the Company elects to defer all of an interest payment on this Security on any Interest Payment Date, the Company shall notify the Trustee in writing of such election not less than 5 nor more than 45 days prior to the Record Date for such Interest Payment Date. The Company shall also post notice of such election to its Qualified Internet Site not less than 5 nor more than 45 days prior to the Regular Record Date for such Interest Payment Date. The notice to be posted to the Qualified Internet Site shall include the Cumulative Deferred Amount, if any, to the date of such notice and the amount of the interest payment the Company has elected to defer and be added to the Cumulative Deferred Amount. Interest on this Security will accrue from June 2, 1999, or the most recent date to which interest has been paid or, if no interest has been paid, from [ ], 2005; provided that, if there is no existing default in the payment of interest and if this Security is authenticated between a Regular Record Date referred to on the face hereof and the next succeeding Interest Payment Date, interest shall accrue from such Interest Payment Date. Interest shall will be computed on the basis of a 360-day year of twelve 30-day months. The interest payment at the Stated Maturity of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 9, the Company shall pay interest on overdue principal of the Securities, the Cumulative Deferred Amount and premium, if any, and interest on overdue Principal Amount installments of interest and on the Cumulative Deferred Amount, to the extent lawful, at a rate per annum equal to the Specified Rate, and it shall pay interest on overdue installments rate of interest at the same rate (applicable to the extent that payment of such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes to the Trustee (or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal paymentsSecurities.

Appears in 1 contract

Samples: Applied Extrusion Technologies Inc /De

Principal and Interest. TRW Inc., a corporation duly organized and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to The Company will pay __________, or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount"), this Security on June 115, 2009, and 2007. The Company promises to pay interest on the Principal Amount principal amount of this Security on each Interest Payment Date, as set forth below, at the rate of 7 1/8% per annum shown above. Interest will be payable semiannually (to the holders of record of the Securities at the close of business on the June 1 or December 1 immediately preceding the Interest Payment Date) on each Interest Payment Date, commencing December 1, 1997. [If an exchange offer (the "Specified Rate"); provided“Exchange Offer”) registered under the Securities Act is not consummated, howeverand a shelf registration statement (the “Shelf Registration Statement”) under the Securities Act with respect to resales of the Securities is not declared effective by the Commission, that if a Registration Default (as defined on or before December 15, 1997 in accordance with the terms of the Registration Rights Agreement) occursAgreement dated June 16, additional 1997 among the Company, the Guarantor and Mxxxxx Sxxxxxx & Co. Incorporated, First Union Capital Markets Corp. and Société Générate Securities Corporation, the annual interest rate borne by the Securities will accrue be increased by 0.5% from the rate shown above accruing, from December 15, 1997, payable in cash semiannually, in arrears, on this Note at a rate of .25% per annum (the "Additional Interest") from and including the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest semiannually in arrears on December 1 and June 1 of each year (each an "Interest Payment Date") , commencing on December 1June 15, 19991998 until the Exchange Offer is consummated or the Shelf Registration Statement is declared effective. The Holder of this Security is entitled to the benefits of such Registration Rights Agreement.]* Interest on the Notes shall Securities will accrue from June 2, 1999, or the most recent date to which interest has been paid or, if no interest has been paid, from June 16, 1997; provided that, if there is no existing default in the payment of interest and this Security is authenticated between a Regular Record Date referred to on the face hereof and the next succeeding Interest Payment Date, interest shall accrue from such Interest Payment Date. Interest shall will be computed on the basis of a 360-360 day year of twelve 30-day months. The interest payment at * Only for Securities not registered under the Stated Maturity of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 9, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal to the Specified Rate, and it shall pay interest on overdue installments of interest at the same rate (to the extent that payment of such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paidU.S. Securities Act. The Company shall pay interest on the Notes (except defaulted overdue principal and premium, if any, and interest on overdue installments of interest) , to the Persons extent lawful, at a rate per annum that is 2% in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf excess of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes to the Trustee (or as rate otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal paymentspayable.

Appears in 1 contract

Samples: Indenture (Kansas City Southern)

Principal and Interest. TRW Inc.The Company will pay the principal of this Debenture on December 15, a corporation duly organized and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby 2010. The Company promises to pay _interest on the principal amount of this Debenture on each Interest Payment Date, as set forth below, at the rate per annum shown above. Interest will be payable semiannually (to the holders of record of the Debentures at the close of business on the June 1 or December 1 immediately preceding the Interest Payment Date) on each Interest Payment Date, commencing June 15, 1999. If an exchange offer (the "Exchange Offer") registered under the Securities Act is not consummated and a shelf registration statement (the "Shelf Registration Statement") under the Securities Act with respect to resales of the Debentures is not declared effective by the Commission, on or before _________, or its registered assigns1999 in accordance with the terms of the Registration Rights Agreement dated December 16, 1998 between the Company and Morgxx Xxxnxxx & Xo. Incorporated and Donaxxxxx, Xxfkin & Jenrxxxx Xxxurities Corporation, the principal sum of $ Dollars [($ )] (annual interest rate borne by the "Principal Amount"), on June 1, 2009, and to pay interest on the Principal Amount at the rate of 7 1/8Debentures shall be increased by 0.5% per annum (from the "Specified Rate"); providedrate shown above accruing from the date that is 225 days after _________, howeverpayable in cash semiannually, that if a in arrears, on each Interest Payment Date, commencing December 15, 1999 until the Exchange Offer is consummated or the Shelf Registration Default (as defined in Statement is declared effective. The Holder of this Debenture is entitled to the benefits of such Registration Rights Agreement) occurs, additional interest will accrue on this Note at a rate of .25% per annum (the "Additional Interest") from and including the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest semiannually in arrears on December 1 and June 1 of each year (each an "Interest Payment Date") commencing on December 1, 1999. Interest on the Notes shall Debentures will accrue from June 2, 1999, or the most recent date to which interest has been paid or, if no interest has been paid, from December 16, 1998, provided that, if there is no existing default in the payment of interest and this Debenture is authenticated between a Regular Record Date referred to on the face hereof and the next succeeding Interest Payment Date, interest shall accrue from such Interest Payment Date. Interest shall will be computed on the basis of a 360-day year of twelve 30-day months. The interest payment at the Stated Maturity of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 9, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal to the Specified Rate, and it shall pay interest on overdue installments of interest at the same rate (to the extent that payment of such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes to the Trustee (or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal payments.90 A-4

Appears in 1 contract

Samples: Indenture (Regal Cinemas Inc)

Principal and Interest. TRW Inc., a corporation duly organized and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to pay __________, or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount"), on June 115, 20092001, and to pay interest on the Principal Amount at the rate of 7 1/86.45% per annum (the "Specified Rate"); provided, however, that if a Registration Default (as defined in the Registration Rights Agreement) occurs, additional interest will accrue on this Note at a rate of .25% per annum (the "Additional Interest") from and including the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest semiannually in arrears on December 1 15 and June 1 15 of each year (each an "Interest Payment Date") commencing on December 115, 1999. Interest on the Notes shall accrue from June 223, 1999, or the most recent date to which interest has been paid. Interest shall be computed on the basis of a 360-day year of twelve 30-day months. The interest payment at the Stated Maturity of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 98, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal to the Specified Rate, and it shall pay interest on overdue installments of interest at the same rate (to the extent that payment of such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes to the Trustee (or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal payments.each

Appears in 1 contract

Samples: Supplemental Indenture (TRW Inc)

Principal and Interest. TRW Inc., a corporation duly organized and existing under the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to pay __________, or its registered assigns, the principal sum of $ $_____ Dollars [($ )] (the "Principal Amount"), on June 1, 20092004, and to pay interest on the Principal Amount at the rate of 7 1/86 5/8% per annum (the "Specified Rate"); provided, however, that if a Registration Default (as defined in the Registration Rights Agreement) occurs, additional interest will accrue on this Note at a rate of .25% per annum (the "Additional Interest") from and including the date on which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been cured. The Company will pay interest semiannually in arrears on December 1 and June 1 of each year (each an "Interest Payment Date") commencing on December 1, 1999. Interest on the Notes shall accrue from June 2, 1999, or the most recent date to which interest has been paid. Interest shall be computed on the basis of a 360-day year of twelve 30-day months. The interest payment at the Stated Maturity of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 9, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal to the Specified Rate, and it shall pay interest on overdue installments of interest at the same rate (to the extent that payment of such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes to the Trustee (or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal payments.

Appears in 1 contract

Samples: Third Supplemental Indenture (TRW Inc)

Principal and Interest. TRW Inc., a corporation duly organized and existing under (a) (i) Borrower shall pay to the laws of the State of Ohio (herein called the "Company", which term includes any successor Person under the Indenture herein after referred to), for value received, hereby promises to pay __________, or its registered assigns, the principal sum of $ Dollars [($ )] (the "Principal Amount"), on June 1, 2009, and to pay Lender interest on the Floating Rate Component of the Principal Amount at Indebtedness of the rate of 7 1/8% per annum (Loan from the "Specified Rate"); provided, however, that if a Registration Default (as defined in the Registration Rights Agreement) occurs, additional interest will accrue on this Note at a rate of .25% per annum (the "Additional Interest") from Closing Date through and including the end of the applicable Interest Accrual Period during which the Floating Rate Component of the Loan is paid in full at the interest rate provided in this Section 2.5. Interest shall accrue on the Floating Rate Component of the Principal Indebtedness of the Loan commencing on the Closing Date and shall be payable in advance on the Closing Date with respect to the period from the Closing Date through and including August 14, 2006 at the interest rate determined on the applicable Interest Determination Date for such payment. Commencing on September 1, 2006 (the “First Payment Date”) and on the first (1st) day of each calendar month thereafter unless, in any such case, such first day is not a Business Day, in which event such interest shall be payable on the first successive Business Day immediately following such date (each, with the First Payment Date, a “Payment Date”) through and including the Floating Rate Maturity Date, Borrower shall make monthly payments (each, a “Floating Rate Monthly Debt Service Payment”) of interest only partially in arrears and partially in advance in an amount equal to accrued interest on the Floating Rate Component of the Principal Indebtedness of the Loan (the “Floating Monthly Debt Service Payment Amount”) for the applicable Interest Accrual Period in which such Registration Default shall occur to but excluding the date on which all Registration Defaults have been curedPayment Date occurs. The Company will pay entire outstanding Floating Rate Component of the Principal Indebtedness of the Loan and the Floating Rate Note, together with all accrued but unpaid interest semiannually in arrears thereon (through and including the end of the applicable Interest Accrual Period) and all other amounts due under the Loan Documents with respect to the Floating Rate Component (which amounts shall be determined on December 1 a pro rata basis based on the principal balance of the Floating Rate Component and June 1 of each year (each an "Interest Payment Fixed Rate Component), shall be due and payable by Borrower to Lender on the Floating Rate Maturity Date") commencing on December 1, 1999. Interest on the Notes shall accrue from June 2, 1999, or the most recent date to which interest has been paid. Interest Floating Rate Component shall be computed on the basis of a 360-360 day year of twelve 30-day months. The interest payment at and the Stated Maturity of the Principal Amount will include interest accrued to but excluding the date of such Stated Maturity and will be payable to the person to whom principal is payable. If the Principal Amount of, and any accrued interest on, the Notes is declared due and payable as provided in Section 9, the Company shall pay interest on the overdue Principal Amount at a rate per annum equal to the Specified Rate, and it shall pay interest on overdue installments of interest at the same rate (to the extent that payment of such interest shall be legally enforceable). Such interest shall accrue from the date such overdue amount was due to the date payment of such amount, including interest thereon, has been made or duly provided for. Any amounts of Additional Interest due hereunder will be payable in cash, on the same original payment dates as other interest due on this Note. The amount of Additional Interest due on this Note will be determined by multiplying the applicable Additional Interest rate by the outstanding principal amount of this Note, multiplied by a fraction, the numerator of which is the actual number of days such Additional Interest rate was applicable during such period (determined on the basis of a 360-day year comprised of twelve 30-day months), and the denominator of which is 360. If the Company defaults in a payment of interest on the Notes, it shall pay the defaulted interest, plus (to the extent that the payment of such interest shall be legally enforceable), any interest payable on the defaulted interest, to the persons who are Holders on a subsequent Special Record Date. Such date shall be at least ten (10), and no more than fifteen (15) days before the payment date. The Company shall fix or cause to be fixed the Special Record Date and the payment date. At least ten (10) calendar days before the special record date, the Company shall mail or cause to be mailed to each Holder a notice that states the Special Record Date, the payment date and the amount of defaulted interest to be paid. The Company shall pay interest on the Notes (except defaulted interest) to the Persons in whose names the Notes are registered at the close of business on the May 15 or November 15 next preceding the Interest Payment Date (the "Regular Record Date") on the register kept by or on behalf of the Company for that purpose, even if Notes are canceled after such record date and on or before the Interest Payment Date. Holders must surrender Notes to the Trustee (or as otherwise specified in the applicable Company Notice (as defined in Paragraph 7)) to collect principal paymentsInterest Accrual Period.

Appears in 1 contract

Samples: Loan Agreement (Affordable Residential Communities Inc)

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