Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st day to, and including, the 365th day following the occurrence of such Event of Default, as long as such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 10 contracts
Samples: Indenture (TransMedics Group, Inc.), Indenture (Cardlytics, Inc.), Indenture (Docusign Inc)
Additional Interest. (a) Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after period beginning on, and including, the occurrence of date on which such Event of Default first occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Indenture and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes outstanding from for each day during the 181st day toperiod beginning on, and including, the 365th 181st day following immediately following, and including, the occurrence of such Event of Default, as long as date on which such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner first occurred and ending on the same dates as earlier of (x) the stated interest payable date on which the Notes. On Event of Default is cured or validly waived and (y) the 366th 360th day after immediately following, and including, the date on which such Event of Default first occurred (if the Event of Default relating in addition to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission a registration default pursuant to Sections 4.06(d) and 4.06(e)). For the avoidance of doubt, the first 180-day period described in this Section 13 or 15(d) 6.03 shall not commence until expiration of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K60 day period referenced in Section 6.01(f), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 8 contracts
Samples: Indenture (CONMED Corp), Indenture (Royal Caribbean Cruises LTD), Indenture (Royal Caribbean Cruises LTD)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 360 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 calendar days after the occurrence of on which such Event of Default is continuing beginning on, and including, the date on which such Event of Default first occurs (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture) and (yii) 0.50% per annum of the principal amount of the Notes outstanding from for each day from, and including, the 181st calendar day to, and including, the 365th 360th calendar day following after the occurrence of such an Event of Default, as long as Default during which such Event of Default is continuingcontinuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture). Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 366th 361st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th 361st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 360 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election in writing prior to the beginning of such 365360-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest accrue under the terms of this Indenture (aggregating any Additional Interest payable at the Company’s election for failure pursuant to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together 6.03 with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), payable pursuant to Section 4.06(d) or Section 4.06(e), accrue ) at a rate per year in excess of 0.50% per annum pursuant to this Indenture%, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 7 contracts
Samples: Indenture (Linkedin Corp), Indenture (Square, Inc.), Indenture (Square, Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, shall (i) for the first 365 90 days after the occurrence of such an Event of Default (beginning on, and including the date on which such an Event of Default first occurs), consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to 0.25% per annum of the principal amount of the Notes outstanding for each day during such 90-day period on which such Event of Default is continuing and (ii) for the period from, and including, the 91st day after the occurrence of such an Event of Default to, and including, the 180th day after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st for each day to, and including, the 365th during such additional 90-day following the occurrence of period on which such Event of Default, as long as such an Event of Default is continuing. Subject , subject to the last paragraph of this Section 6.03, second immediately succeeding paragraph. Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 181st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 181st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 180 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365180-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall will the rate of any such Additional Interest payable at the Company’s election for failure pursuant to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, when taken together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Securities and Exchange Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to as described under Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indentureannum, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 6 contracts
Samples: First Supplemental Indenture (Invacare Corp), First Supplemental Indenture (Invacare Corp), INVACARE HOLDINGS Corp
Additional Interest. Notwithstanding anything to the contrary in this Indenture or in Indenture, if so elected by the Notes to the contrary, to the extent the Company electsCompany, the sole remedy for an Event of Default relating to the Company’s failure to comply with its Section 4.10 hereof (including reporting obligations as set forth in that arise under Section 4.06(b314(a)(1) shall, of the Trust Indenture Act) will (i) for the first 365 90 days after the occurrence of such an Event of Default, Default consist exclusively of the right to receive Additional Interest on the Notes Securities at a an annual rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each Securities and (ii) from the 91st day during until the first 180 days after 180th day following the occurrence of such an Event of Default and (y) consist exclusively of the right to receive Additional Interest on the Securities at an annual rate equal to 0.50% per annum of the principal amount of the Notes Securities. If the Company so elects, the Additional Interest payable under this Section 8.03 will be payable on all outstanding Securities from and including the date on which such Event of Default first occurs to, but excluding, the 180th day thereafter, or such earlier date on which such Event of Default has been cured or waived or ceases to exist. On the 181st day to, and including, the 365th day following the occurrence of after such Event of Default, as long as if such Event of Default is continuing. Subject has not been cured or waived prior to the last paragraph of this Section 6.03such 181st day, Additional Interest payable pursuant to this Section 6.03 shall 8.03 will cease to accrue and the Securities will be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th day), the Notes shall be immediately subject to acceleration as provided in Section 6.028.02. The provisions of this paragraph This Section 8.03 will not affect the rights of Holders of the Securities in the event of the occurrence of any other Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b)Default. In the event the Company does not elect to pay the Additional Interest following payable pursuant to this Section 8.03 upon an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when dueparagraph, the Notes shall Securities will be immediately subject to acceleration as provided in Section 6.028.02. Any Additional Interest payable pursuant to this Section 8.03 will be payable at the same time, in the same manner and to the same persons as ordinary interest is payable pursuant to the Securities. In order to elect to pay the Additional Interest payable pursuant to this Section 8.03 as the sole remedy during the first 365 180 days after the occurrence of any an Event of Default relating to the Company’s failure to comply with its Section 4.10 (including reporting obligations as set forth in that arise under Section 4.06(b314(a)(1) of the Trust Indenture Act) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the NotesHolders, the Trustee and the Paying Agent in writing of such election prior to on or before the beginning Close of Business on the date on which such 365-day periodEvent of Default first occurs. Upon the failure to timely give such notice, the Notes shall Securities will be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest8.02.
Appears in 6 contracts
Samples: First Supplemental Indenture (Evergreen Solar Inc), Indenture (Evergreen Solar Inc), First Supplemental Indenture (Evergreen Solar Inc)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days shall after the occurrence of such an Event of Default, Default consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of 60-day period on which such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st day tois continuing beginning on, and including, the 365th day following the occurrence of date on which such Event of Default, as long as such an Event of Default is continuingfirst occurs. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 61st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 61st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 60 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 36560-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 5 contracts
Samples: Indenture (Silicon Laboratories Inc), Indenture (Endologix Inc /De/), Indenture (Endologix Inc /De/)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 360 calendar days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 calendar days of the 360-day period after the occurrence of such an Event of Default during which such Event of Default is continuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture) and (yii) 0.50% per annum of the principal amount of the Notes outstanding from for each day from, and including, the 181st calendar day to, and including, the 365th 360th calendar day following after the occurrence of such an Event of Default, as long as Default during which such Event of Default is continuing. Subject to continuing (or, if earlier, the last paragraph date on which such Event of Default is cured or waived as provided for in this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(eIndenture). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 361st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th 361st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 360 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing an Officer’s Certificate of such election prior to the beginning of such 365360-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 5 contracts
Samples: Indenture (Invitae Corp), Indenture (Pacific Biosciences of California, Inc.), Investment Agreement (Pacific Biosciences of California, Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days days, after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day that such Event of Default is continuing during the first 180 days after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st for each day to, and including, the 365th day following the occurrence of such Event of Default, as long as that such Event of Default is continuingcontinuing during the subsequent 185-day period. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d4.06(c) or Section 4.06(e4.06(d). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder under the Exchange Act and other than reports on Form 8-K), pursuant to Section 4.06(d4.06(c), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 5 contracts
Samples: Indenture (BridgeBio Pharma, Inc.), Indenture (BridgeBio Pharma, Inc.), Indenture (Everbridge, Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xa) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after 90-day period beginning on, and including, the occurrence of date on which such an Event of Default first occurs and (yb) 0.50% per annum of the principal amount of the Notes outstanding from for each day during the 181st 90-day toperiod beginning on, and including, the 365th 91st day following following, and including, the occurrence of such an Event of Default, as long as Default during which such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 366th 181st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 181st day), the Notes shall will be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due6.03, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 180 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365180-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 5 contracts
Samples: Indenture (Ares Capital Corp), Indenture (Ares Capital Corp), Indenture (Ares Capital Corp)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days shall after the occurrence of such an Event of Default, Default consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after period beginning on, and including, the occurrence of date on which such Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of the Notes outstanding from for each day during the 181st day toperiod beginning on, and including, the 365th 181st day following immediately following, and including, the occurrence of such Event of Default, as long as date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is continuingcured or validly waived in accordance with this Article 6 and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e), subject to the second immediately succeeding paragraph. If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, and including, the 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Article 6). On the 366th 361st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or validly waived in accordance with this Article 6 prior to such 366th 361st day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 360 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing an Officer’s Certificate (consistent with Section 4.06(h)) of such election prior to on or before the beginning open of business on the business day immediately succeeding the date on which such 365-day periodEvent of Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its reporting obligations as set forth in Section 4.06(b) as set forth in this Section 6.03), together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company it is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder provided by Rule 12b-25 or any successor rule under the Exchange Act and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest. The Trustee shall have no duty to calculate or verify the calculation of Additional Interest.
Appears in 5 contracts
Samples: Indenture (Cloudflare, Inc.), Indenture (Impinj Inc), Indenture (Lyft, Inc.)
Additional Interest. (a) Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after period beginning on, and including, the occurrence of date on which such Event of Default first occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Indenture and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes outstanding from for each day during the 181st day toperiod beginning on, and including, the 365th 181st day following immediately following, and including, the occurrence of such Event of Default, as long as date on which such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner first occurred and ending on the same dates as earlier of (x) the stated interest payable date on which the Notes. On Event of Default is cured or validly waived and (y) the 366th 360th day after immediately following, and including, the date on which such Event of Default first occurred (if the Event of Default relating in addition to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result pursuant to Sections 4.06(d) and 4.06(e)). For the avoidance of doubt, the first 180-day period described in this Section 6.03 shall not commence until expiration of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to 60 day period referenced in Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K6.01(f), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 5 contracts
Samples: Indenture (TechTarget Inc), Indenture (Verint Systems Inc), Indenture (Cinemark Holdings, Inc.)
Additional Interest. Notwithstanding anything in any provisions of this Indenture or in the Notes Securities to the contrary, to the extent if the Company so elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall(a “Reporting Event of Default”), for the first 365 days will, after the occurrence of such an Event of Default, Default consist exclusively of the right to receive Additional Interest on the Notes Securities at a rate equal to (x) 0.25% per annum of the principal amount of the Notes Securities outstanding for each day during the first 180 90 days after the occurrence of during which such Event of Default has occurred and is continuing beginning on, and including the date on which such Event of Default first occurs and (y) 0.50% per annum of the principal amount of the Notes Securities outstanding from for each day during the 181st next 90-day toperiod during which such Event of Default is continuing beginning on, and including, the 365th 91st day following the occurrence of after such Event of Default, as long as such an Event of Default is continuingfirst occurs. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall will be payable in the same manner and on the same dates as the stated interest payable on the NotesSecurities. On the 366th 181st day after such Event of Default (if the Reporting Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th 181st day), the Notes shall Securities will be immediately subject to acceleration as provided in pursuant to Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Securities in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b)that is not a Reporting Event of Default. In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall Securities will be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 180 days after the occurrence of any Reporting Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding paragraphDefault, the Company must notify all Holders of the NotesSecurities, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365180-day period. Upon the Company’s failure to timely give such notice, the Notes shall Securities will be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K)applicable, pursuant to Section 4.06(d) or Section 4.06(e), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 4 contracts
Samples: And (Arbor Realty Trust Inc), Indenture (Arbor Realty Trust Inc), Indenture (Arbor Realty Trust Inc)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, shall for the first 365 360 days after the occurrence of such an Event of DefaultDefault (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.01(f) above has been given and the related 60-day period described in Section 6.01(f) above shall have elapsed), consist exclusively of the right to receive Additional Interest on the Notes in cash at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of during which such Event of Default is continuing and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st day to, and including, the 365th 360th day following the occurrence of such Event of Default, as long as during which such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable as set forth in the same manner and on the same dates as the stated interest payable on the NotesSection 2.03. On the 366th 361st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in under Section 4.06(b) is not cured or waived prior to such 366th 361st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. No Additional Interest shall accrue pursuant to this Section 6.03, and no right to declare the principal or other amounts due and payable in respect of the Notes shall exist, commencing on the date that the Event of Default has been cured; provided that such Event of Default is cured during such 360 day period. In order to elect to pay Additional Interest as the sole remedy during the first 365 360 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in writing (if other than the Trustee) of such election prior to on or before the beginning close of business on the date on which such Event of Default first occurs stating (i) the amount of such 365-day periodAdditional Interest that is payable and (ii) the date that such Additional Interest shall begin to accrue. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 4 contracts
Samples: Fourth Supplemental Indenture (Rockley Photonics Holdings LTD), Rockley Photonics Holdings LTD, Rockley Photonics Holdings LTD
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 180 days after the occurrence of such an Event of DefaultDefault (and, for the avoidance of doubt, giving effect to the 60-day period set forth in Section 6.01(f)), consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 90 calendar days after the occurrence of such an Event of Default during which such Event of Default is continuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture) and (yii) 0.50% per annum of the principal amount of the Notes outstanding from for each day from, and including, the 181st 91st calendar day to, and including, the 365th 180th calendar day following after the occurrence of such an Event of Default, as long as Default during which such Event of Default is continuingcontinuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture). Subject to the last paragraph sentence of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 366th 181st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th 181st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 180 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning occurrence of such 365-day periodEvent of Default. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest accrue under the terms of this Indenture (aggregating any Additional Interest payable at the Company’s election for failure pursuant to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together 6.03 with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), payable pursuant to Section 4.06(d) or Section 4.06(e), accrue ) at a rate per year in excess of 0.50% per annum pursuant to this Indenture%, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 4 contracts
Samples: Indenture (Clovis Oncology, Inc.), Indenture (Clovis Oncology, Inc.), Indenture (Clovis Oncology, Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, shall (i) for the first 365 180 days after the occurrence of such an Event of Default (beginning on, and including the date on which such an Event of Default first occurs), consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to 0.25% per annum of the principal amount of the Notes outstanding for each day during such 180-day period on which such Event of Default is continuing and (ii) for the period from, and including, the 181st day after the occurrence of such an Event of Default to, and including, the 360th day after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st for each day to, and including, the 365th during such additional 180-day following the occurrence of period on which such Event of Default, as long as such an Event of Default is continuing. Subject , subject to the last paragraph of this Section 6.03, second immediately succeeding paragraph. Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 361st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 361st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 360 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365360-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall will the rate of any such Additional Interest payable at the Company’s election for failure pursuant to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, when taken together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company it is required to file with the Securities and Exchange Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to as described under Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indentureannum, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 4 contracts
Samples: Indenture (Wayfair Inc.), Indenture (Wayfair Inc.), Indenture (Wayfair Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 180 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 90 calendar days after the occurrence of on which such Event of Default is continuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture) beginning on, and including, the date on which such Event of Default first occurs and (yii) 0.50% per annum of the principal amount of the Notes outstanding from the 181st for each day tofrom, and including, the 365th 91st calendar day following to, but excluding, the 180th calendar day after the occurrence of such an Event of Default, as long as Default during which such Event of Default is continuingcontinuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture). Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 366th 181st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th 181st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 180 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365180-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 4 contracts
Samples: PROS Holdings, Inc., PROS Holdings, Inc., PROS Holdings, Inc.
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b4.06(a) shall, shall (i) for the first 365 90 days after the occurrence of such an Event of Default consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to 0.25% per annum of the principal amount of the Notes outstanding for each day during such 90-day period on which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and (ii) for the period from, and including, the 91st day after the occurrence of such an Event of Default to, and including, the 180th day after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.250.50% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st additional 90-day to, and including, the 365th day following the occurrence of period on which such Event of Default, as long as such an Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 181st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 181st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b4.06(a). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay No Additional Interest shall accrue, and no right to declare the principal or other amounts due and payable in respect of the Notes shall exist, after such violation has been cured. In no event shall Additional Interest payable at the Company’s election as the sole remedy during the first 365 days after the occurrence of any for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in under Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b4.06(a) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), 6.03 accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any Event of Default described above, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02.
Appears in 3 contracts
Samples: Zillow Group, Inc., Zillow Group, Inc., Zillow Group, Inc.
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 180 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for the first 90 days during which such Event of Default is continuing, beginning on, and including, the date on which such an Event of Default first occurs and 0.50% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st next 90 day to, and including, the 365th day following the occurrence of such Event of Default, as long as period during which such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e); provided, however, that in no event shall the rate of any such Additional Interest payable under this Section 6.03, when taken together with any such Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e), exceed a total rate of 0.50% per annum on any Note, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest. If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 181st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 181st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 180 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365180-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 3 contracts
Samples: Indenture (Wolfspeed, Inc.), Repay Holdings Corp, Wolfspeed, Inc.
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event Events of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days shall after the occurrence of such an Event of Default, Default consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xa) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after 180-day period beginning on, and including, the occurrence of date on which such an Event of Default first occurs and (yb) 0.50% per annum of the principal amount of the Notes outstanding from for each day during the 181st 180-day toperiod beginning on, and including, the 365th 181st day following following, and including, the occurrence of such an Event of DefaultDefault during which, as long as in each case, such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 366th 361st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 361st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due6.03, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 360 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365360-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 3 contracts
Samples: Indenture (Qihoo 360 Technology Co LTD), Indenture (Qihoo 360 Technology Co LTD), Indenture (Qihoo 360 Technology Co LTD)
Additional Interest. Notwithstanding anything in this the Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to (i) the Company’s failure to file with the Trustee pursuant to Section 314(a)(1) of the Trust Indenture Act any documents or reports that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act or (ii) the Company’s failure to comply with its obligations as set forth in Section 4.06(b) 4.05 hereof shall, for the first 365 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xa) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after 90-day period beginning on, and including the occurrence of date on which such Event of Default first occurs and on which such Event of Default is continuing and (yb) 0.50% per annum of the principal amount of the Notes outstanding from for each day during the 181st 90-day toperiod beginning on, and including, the 365th 91st day following following, and including, the occurrence of date on which such an Event of Default, as long as Default first occurs and on which such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 366th 181st day after such Event of Default first occurs (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 181st day), the Notes shall will be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b)5.03. In the event that (A) the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 5.04 or (B) the Company elected does elect to make such payment but does not pay the Additional Interest when due, then in each such case, the Notes shall be immediately subject to acceleration as provided in Section 6.025.03. In order to elect to pay Additional Interest as the sole remedy during the first 365 180 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365180-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest5.03.
Appears in 3 contracts
Samples: Supplemental Indenture (Molycorp, Inc.), Supplemental Indenture (Molycorp, Inc.), Senior Indenture (Molycorp, Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 180 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 90 days after the occurrence of during which such Event of Default is continuing, beginning on, and (y) including, the date on which such an Event of Default first occurs and 0.50% per annum of the principal amount of the Notes outstanding from the 181st 91st day to, and including, the 365th 180th day following the occurrence of such an Event of Default, as so long as such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e)the Registration Rights Agreement. If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 181st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its reporting obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th 181st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 180 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the NotesHolders, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365180-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 3 contracts
Samples: Indenture (Aphria Inc.), Indenture (Tilray, Inc.), aphriainc.com
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 360 days after the occurrence of such an Event of DefaultDefault (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.01(f) has been given, and the related 60-day period described in Section 6.01(f) has passed), consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 calendar days after the occurrence of such an Event of Default during which such an Event of Default is continuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture) and (yii) 0.50% per annum of the principal amount of the Notes outstanding from the 181st for each day tofrom, and including, the 365th 181st calendar day to, but excluding, the 360th calendar day following the occurrence of such an Event of Default, as long as Default during which such Event of Default is continuingcontinuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture). Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 361st day after such an Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th 361st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 360 days after the occurrence of any an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the NotesHolders, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365360-day periodperiod (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.01(f) has been given, and the related 60-day period described in Section 6.01(f) has passed). Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to in accordance with Section 4.06(d), ) accrue at a rate in excess of 0.50% per annum pursuant to this the Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest. The Trustee shall have no duty to calculate or verify the calculation of Additional Interest.
Appears in 3 contracts
Samples: Indenture (Alteryx, Inc.), Indenture (Alteryx, Inc.), Adesto Technologies (ADESTO TECHNOLOGIES Corp)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b4.06(a) or its failure to file with the Trustee pursuant to Section 314(a)(1) of the Trust Indenture Act (together, the “Reporting Obligations”) shall, for the first 365 360 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 calendar days after the occurrence of such an Event of Default during which such an Event of Default is continuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture) and (yii) 0.50% per annum of the principal amount of the Notes outstanding from the 181st for each day tofrom, and including, the 365th 181st calendar day to, but excluding, the 360th calendar day following the occurrence of such an Event of Default, as long as Default during which such Event of Default is continuing. Subject to continuing (or, if earlier, the last paragraph date on which such Event of Default is cured or waived as provided for in this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(eIndenture). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 361st day after such an Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) Reporting Obligations is not cured or waived prior to such 366th 361st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b)Reporting Obligations. In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 360 days after the occurrence of any an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) Reporting Obligations in accordance with the immediately preceding paragraph, the Company must notify all Holders of the NotesHolders, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365360-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 3 contracts
Samples: Indenture (Neogenomics Inc), Indenture (Neogenomics Inc), Indenture (Neogenomics Inc)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 360 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount Capitalized Principal Amount of the Notes outstanding for each day during the first 180 calendar days after the occurrence of such an Event of Default during which such an Event of Default is continuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture) and (yii) 0.50% per annum of the principal amount Capitalized Principal Amount of the Notes outstanding from the 181st for each day tofrom, and including, the 365th 181st calendar day to, but excluding, the 360th calendar day following the occurrence of such an Event of Default, as long as in each case, during which such Event of Default is continuingcontinuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture). Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 361st day after such an Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th 361st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 360 days after the occurrence of any an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the NotesHolders, the Trustee and the Paying Agent (if other than the Trustee), in writing writing, of such election prior to the beginning of such 365360-day period. Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 3 contracts
Samples: Exchange and Investment Agreement (Nikola Corp), Nikola Corp, Nikola Corp
Additional Interest. Notwithstanding anything in this the Indenture or in the Notes to the contrary, to the extent elected by the Company electsCompany, the sole remedy for an Event of Default relating to (i) the Company’s failure by the Company to file with the Trustee pursuant to Section 314(a)(1) of the TIA any documents or reports that the Company is required to file with the SEC pursuant to Section 13 or 15(d) of the Exchange Act or (ii) the failure by the Company to comply with its reporting obligations as set forth under Section 4.05 (the obligations described in Section 4.06(bclauses (i) shalland (ii), the “Reporting Obligations”) shall for the first 365 270 calendar days after the occurrence of such an Event of Default, Default consist exclusively of the right to receive additional interest (“Additional Interest Interest”) on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after beginning on, and including, the occurrence of date on which such Event of Default first occurs and (y) 0.50% per annum of the principal amount of the Notes outstanding from for the 181st day to, and including, the 365th day following the occurrence last 90 days of such Event of Default270-day period, in each case, as long as such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so electselects to pay Additional Interest, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 271st calendar day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) the Reporting Obligations is not cured or waived prior to such 366th 271st calendar day), the Notes shall be immediately subject to acceleration as provided in under Section 6.025.03. The provisions of this paragraph will Section 5.04 shall not affect the rights of Holders of the Notes in the event of the occurrence of any other Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b)Default. In the event the Company does not elect to pay the Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.03 5.04 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in under Section 6.025.03. In order to elect to pay the Additional Interest as the sole remedy during the first 365 270 days after the occurrence of any an Event of Default relating to the Company’s failure by the Company to comply with its obligations as set forth in Section 4.06(b) the Reporting Obligations in accordance with the immediately preceding paragraphthis Section 5.04, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election on or prior to the beginning close of business on the date on which such 365-day periodEvent of Default first occurs. Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in under Section 6.025.03. In Unless and until a Responsible Officer of the Trustee receives at the Corporate Trust Office of the Trustee such a notice, the Trustee may assume without inquiry that no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interestpayable.
Appears in 3 contracts
Samples: Second Supplemental Indenture (Tesla Motors Inc), Fourth Supplemental Indenture (Tesla, Inc.), Tesla Motors Inc
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days shall after the occurrence of such an Event of Default, Default consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of 60-day period on which such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st day tois continuing beginning on, and including, the 365th day following the occurrence of date on which such Event of Default, as long as such an Event of Default is continuingfirst occurs. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 61st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 61st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 60 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 36560-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 3 contracts
Samples: Indenture (Avadel Pharmaceuticals PLC), Indenture (Avadel Pharmaceuticals PLC), Indenture (Avadel Pharmaceuticals PLC)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes Debentures to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days shall after the occurrence of such an Event of Default, Default consist exclusively of the right to receive Additional Interest on the Notes Debentures at a rate equal to (x) 0.25% per annum of the principal amount of the Notes Debentures outstanding for each day during the first 180 days after the occurrence of 120-day period on which such Event of Default is continuing beginning on, and (y) including, the date on which such an Event of Default first occurs, and 0.50% per annum of the principal amount of the Notes Debentures outstanding for each day from the 181st 121st day to, until and including, including the 365th 180th day following the occurrence of such an Event of Default, as long as such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated ordinary interest payable on the NotesDebentures. On the 366th 181st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 181st day), such Additional Interest shall cease to further accrue and the Notes shall Debentures will be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due6.03, the Notes Debentures shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 180 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the NotesDebentures, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365180-day period. Upon the failure to timely give such notice, the Notes Debentures shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 3 contracts
Samples: Indenture (Vishay Intertechnology Inc), Indenture (Vishay Intertechnology Inc), Indenture (Vishay Intertechnology Inc)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 360 calendar days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 calendar days of the 360-day period after the occurrence of such an Event of Default during which such Event of Default is continuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture) and (yii) 0.50% per annum of the principal amount of the Notes outstanding from for each day from, and including, the 181st calendar day to, and including, the 365th 360th calendar day following after the occurrence of such an Event of Default, as long as Default during which such Event of Default is continuing. Subject to continuing (or, if earlier, the last paragraph date on which such Event of Default is cured or waived as provided for in this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(eIndenture). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 361st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th 361st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 360 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing an Officer’s Certificate of such election prior to the beginning of such 365360-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 3 contracts
Samples: Indenture (fuboTV Inc. /FL), Indenture (Pacific Biosciences of California, Inc.), Indenture (Pacific Biosciences of California, Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, shall for the first 365 180 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of 90-day period on which such Event of Default is continuing and (y) 0.50% per annum of the principal amount of the Notes outstanding for each day from the 181st 91st day to, and including, until the 365th 180th day following the occurrence of such an Event of Default, as long as such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 181st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 181st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 180 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365180-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to its failure to comply with its obligations as set forth in under Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file comply with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, its obligations as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to described in Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indentureannum, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest. The Trustee shall not have any duty to verify the Company’s calculation of Additional Interest.
Appears in 3 contracts
Samples: Note Purchase Agreement (NantHealth, Inc.), Indenture (NantHealth, Inc.), Supplemental Indenture (NantHealth, Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 360 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 calendar days after the occurrence of on which such Event of Default is continuing beginning on, and including, the date on which such Event of Default first occurs (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture) and (yii) 0.50% per annum of the principal amount of the Notes outstanding from for each day from, and including, the 181st calendar day to, and including, the 365th 360th calendar day following after the occurrence of such an Event of Default, as long as Default during which such Event of Default is continuing. Subject to continuing (or, if earlier, the last paragraph date on which such Event of Default is cured or waived as provided for in this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(eIndenture). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 366th 361st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th 361st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 360 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election in writing prior to the beginning of such 365360-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 3 contracts
Samples: Investment Agreement (Twitter, Inc.), Indenture (Twitter, Inc.), Indenture (Twitter, Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 360 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of 180-day period on which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and (yii) 0.50% per annum of the principal amount of the Notes outstanding from for each day during the 181st 180-day toperiod on which such Event of Default is continuing beginning on, and including, the 365th 181st day following the occurrence of such Event of Default, as long as after which such Event of Default is continuingfirst occurs. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 366th 361st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its reporting obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th 361st day), the Notes shall will be immediately subject to acceleration as provided in Section 6.02. The provisions of described in this paragraph Section 6.03 will not affect the rights of the Holders of the Notes in the event of the occurrence of any other Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b)Default. In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 6.03, or the Company elected elects to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay no event shall Additional Interest as payable at the sole remedy during Company’s election pursuant to this Section 6.03 accrue at a rate per annum in excess of the first 365 days after applicable rate specified above, irrespective of the occurrence number of any events or circumstances constituting an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) 4.06 once an election has been made pursuant to this Section 6.03 to pay Additional Interest. In order to elect to pay Additional Interest as the sole remedy during the first 360 days after the occurrence of any Event of Default described in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365360-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 3 contracts
Samples: Indenture (Isis Pharmaceuticals Inc), Indenture (Isis Pharmaceuticals Inc), Ionis Pharmaceuticals Inc
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 360 days after the occurrence of such an Event of DefaultDefault (and, for the avoidance of doubt, giving effect to the 60-day period set forth in Section 6.01(f)), consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 calendar days after the occurrence of such an Event of Default during which such Event of Default is continuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture) and (yii) 0.50% per annum of the principal amount of the Notes outstanding from the 181st for each day tofrom, and including, the 365th 181st calendar day following to, but excluding, the 360th calendar day after the occurrence of such an Event of Default, as long as Default during which such Event of Default is continuingcontinuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture). Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 366th 361st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th 361st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 360 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365360-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest accrue under the terms of this Indenture (aggregating any Additional Interest payable at the Company’s election for failure pursuant to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together 6.03 with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), payable pursuant to Section 4.06(d) or Section 4.06(e), accrue ) at a rate per year in excess of 0.50% per annum pursuant to this Indenture%, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 3 contracts
Samples: Indenture (Workday, Inc.), Indenture (Workday, Inc.), Indenture (Workday, Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 360 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 calendar days after the occurrence of such an Event of Default during which such Event of Default is continuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture) and (yii) 0.50% per annum of the principal amount of the Notes outstanding from the 181st for each day tofrom, and including, the 365th 181st calendar day following to, but excluding, the 360th calendar day after the occurrence of such an Event of Default, as long as Default during which such Event of Default is continuingcontinuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture). Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable as set forth in the same manner and on the same dates as the stated interest payable on the NotesSection 2.03(b). On the 366th 361st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th 361st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 360 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365360-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default related to the Company’s failure to comply with its obligations as set forth in under Section 4.06(b) as set forth in this Section 6.03), together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company it is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-Kthereunder), pursuant to as described in Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indentureannum, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest. The Trustee shall have no duty to calculate or verify the calculation of Additional Interest.
Appears in 3 contracts
Samples: Indenture (Cutera Inc), Indenture (Cutera Inc), Indenture (Cutera Inc)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xa) 0.25% per annum of the principal amount of the Notes outstanding for each day during the 90-day period beginning on, and including, the date on which such an Event of Default first 180 days after occurs and ending on the occurrence earlier of (i) the date on which such Event of Default is cured or validly waived or (ii) the 90th day immediately following and including, the date on which such Event of Default first occurs and (yb) 0.50% per annum of the principal amount of the Notes outstanding from for each day during the 181st 90-day toperiod beginning on, and including, the 365th 91st day following following, and including, the occurrence of such an Event of Default, as long as Default during which such Event of Default is continuingcontinuing and ending on the date on which such Event of Default is cured or validly waived. Subject to Under no event shall the last paragraph combined rate of this Section 6.03, any Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, and any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e)exceed 0.50% per annum. If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 366th 365th day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 365th day), the Notes shall will be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due6.03, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xa) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after 90-day period beginning on, and including, the occurrence of date on which such an Event of Default first occurs and (yb) 0.50% per annum of the principal amount of the Notes outstanding from for each day during the 181st 90-day toperiod beginning on, and including, the 365th 91st day following following, and including, the occurrence of such an Event of Default, as long as Default during which such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e); provided, however, that in no event will Additional Interest accrue at a rate per year exceeding 0.50% in the aggregate during the period beginning on, and including, the date that is six months after the last date of original issuance of the Notes through the date that is 365 days after the last date of original issuance of the Notes. If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 366th 181st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 181st day), the Notes shall will be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due6.03, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 180 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning fifth Business Day of such 365180-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Indenture (TPG Specialty Lending, Inc.), Indenture (TPG Specialty Lending, Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days shall after the occurrence of such an Event of Default, Default consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after period beginning on, and including, the occurrence of date on which such Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of the Notes outstanding from for each day during the 181st day toperiod beginning on, and including, the 365th 181st day following immediately following, and including, the occurrence of such Event of Default, as long as date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is continuingcured or validly waived in accordance with this Article 6 and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e), subject to the second immediately succeeding paragraph. If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, and including, the 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Article 6). On the 366th 361st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or validly waived in accordance with this Article 6 prior to such 366th 361st day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 360 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing an Officer’s Certificate (consistent with Section 4.06(h)) of such election prior to on or before the beginning open of business on the business day immediately succeeding the date on which such 365-day periodEvent of Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03), together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company it is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (applicable, after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Indenture (Okta, Inc.), Zendesk, Inc.
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day that such Event of Default is continuing during the first 180 days after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st day to, and including, the 365th day following the occurrence of such Event of Default, as long as such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.026.02 as a result of the Event of Default pursuant to Section 6.01(f) if such Event of Default is then continuing. In order to elect to pay Additional Interest as the sole remedy during the first 365 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent (if other than the Trustee) in writing of such election prior to the beginning of such 365-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Additional Interest. Notwithstanding anything in this the Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to (i) the Company’s failure to file with the Trustee pursuant to Section 314(a)(1) of the Trust Indenture Act any documents or reports that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act or (ii) the Company’s failure to comply with its obligations as set forth in Section 4.06(b) 5.04 shall, for the first 365 180 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes Notes, at a rate equal to (x) 0.25% per annum of the principal amount of the Outstanding Notes outstanding for each day during the first 180 90 days after the occurrence of such an Event of Default on which such Event of Default is continuing, beginning on, and (y) including, the date on which such an Event of Default first occurs, and at a rate equal to 0.50% per annum of the principal amount of the Outstanding Notes outstanding for each day from the 181st 91st day to, and including, after the 365th occurrence of such an Event of Default until the 180th day following the occurrence of such an Event of Default, as long as Default on which such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 181st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 181st day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.026.03. The provisions of this paragraph will shall not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b)314(a)(1) of the Trust Indenture Act or Section 5.04. In the event the Company does not elect to pay Additional Interest following such an Event of Default in accordance with this Section 6.03 6.04 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.026.03. In order to elect to pay Additional Interest as the sole remedy during the first 365 180 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, and the Trustee and the Paying Agent in writing writing, of such election prior to the beginning of such 365180-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Atlas Air Worldwide Holdings Inc, Atlas Air Worldwide Holdings Inc
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent if the Company so elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 360 days after the occurrence of such an Event of DefaultDefault (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.01(f) has been given, and the related 60-day period described in such Section 6.01(f) has passed), consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of 180-day period on which such Event of Default is continuing beginning on, and including the date on which such an Event of Default first occurs and (yii) 0.50% per annum of the principal amount of the Notes outstanding from for each day during the period from, and including, the 181st day after the occurrence of such Event of Default to, and including, the 365th 360th day following after the occurrence of such Event of Default, as long as during which such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e); provided, however, that in no event shall the rate of any such Additional Interest payable under this Section 6.03, when taken together with any such Additional Interest payable pursuant to Section 4.06(d) as a result of the Company’s failure to timely file any document or report as set forth therein, accrue at a rate in excess of 0.50% per annum on any Note, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest. If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 361st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 361st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 360 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365360-day periodperiod (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.01(f) has been given, and the related 60-day period described in such Section 6.01(f) has passed). Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Microstrategy Incorporated (MICROSTRATEGY Inc), Microstrategy Incorporated (MICROSTRATEGY Inc)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 360 calendar days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 calendar days of the 360-day period after the occurrence of such an Event of Default during which such Event of Default is continuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture) and (yii) 0.50% per annum of the principal amount of the Notes outstanding from for each day from, and including, the 181st calendar day to, and including, the 365th 360th calendar day following after the occurrence of such an Event of Default, as long as Default during which such Event of Default is continuingcontinuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture). Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 361st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th 361st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 360 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing an Officer’s Certificate of such election prior to the beginning of such 365360-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest accrue under the terms of this Indenture (aggregating any Additional Interest payable at the Company’s election for failure pursuant to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together 6.03 with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), payable pursuant to Section 4.06(d) or Section 4.06(e), accrue ) at a rate in excess of 0.50% per annum pursuant to this Indentureannum, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Indenture (Livongo Health, Inc.), Indenture (fuboTV Inc. /FL)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section Section 4.06(b) shall, for the first 365 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st day to, and including, the 365th day following the occurrence of such Event of Default, as long as such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section Section 4.06(d) or Section Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section Section 4.06(b) is not cured or waived prior to such 366th day), the Notes shall be immediately subject to acceleration as provided in Section Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent if the Company so elects, the sole remedy during the 90-day period specified below for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b4.01(a) or Section 4.01(b) of the Supplemental Indenture for the Notes shall, for the first 365 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day (x) during the first 180 days after 90-day period beginning on, and including, the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st day to, and including, the 365th day following the occurrence of such Event of Default, as long as on which such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 366th 91st day after such Event of Default (if the such Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th 91st day), the Notes shall be immediately subject to acceleration as provided in Section 6.028.01. The provisions For the avoidance of doubt, this paragraph will Section 8.12 shall not affect the rights of Holders in the event of the occurrence of any Event of Default other than an Event of Default described in the Company’s failure to comply with its obligations as set forth in first sentence of this Section 4.06(b)8.12. In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due8.12, the Notes shall be immediately subject to acceleration as provided in Section 6.028.01. In order to elect to pay Additional Interest as the sole remedy during the first 365 90 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 36590-day period. Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest8.01.
Appears in 2 contracts
Samples: Indenture (Alcoa Inc.), Indenture (Rti International Metals Inc)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes outstanding for the first 180 days during which such Event of Default has occurred and is continuing, beginning on, and including, the date on which such Event of Default first occurs, and (ii) 0.50% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st next 185-day to, and including, the 365th day following the occurrence of such Event of Default, as long as period during which such Event of Default is continuing, beginning on, and including, the 181st day after such Event of Default first occurred. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th day after such Event of Default (if the such Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected elects to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the NotesHolders, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365-day period. Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall will the Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth described in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company it is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indentureannum, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Indenture (Teladoc, Inc.), Indenture (Teladoc, Inc.)
Additional Interest. Notwithstanding anything in this any provisions of the Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to (i) its failure to file with the Company’s Trustee pursuant to Section 314(a)(1) of the Trust Indenture Act any documents or reports that it is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act or (ii) its failure to comply with its obligations as set forth in Section 4.06(b) shall, 4.04 shall for the first 365 364 days after the occurrence of such an Event of Default, Default consist exclusively of the right to receive Additional Interest additional interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding Outstanding (“Additional Interest”) for each day during the first 180 days after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st 180-day toperiod beginning on, and including, the 365th day following the occurrence of such an Event of Default, as long as Default during which such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, which such Additional Interest payable pursuant to this Section 6.03 shall be in addition toincreased by an additional 0.25% per annum, on the 181st day after such Event of Default (if such Event of Default is not in lieu ofcured or waived prior to such 181st day), any provided that the rate at which such Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e)accrues may in no event exceed 0.50% per annum. If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 365th day after such Event of Default occurs (if the such Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th 365th day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.025.01. The provisions of this paragraph will This Section 5.10 shall not affect the rights of Holders of Notes in the event of the occurrence of any other Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b)Default. In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due5.10, the Notes shall be immediately subject to acceleration as provided in Section 6.025.01. In order to elect to pay Additional Interest as the sole remedy during the first 365 364 days after the occurrence of any an Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all give notice to Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365364-day period. Upon the failure to timely give all Holders, the Trustee and the Paying Agent such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest5.01.
Appears in 2 contracts
Samples: Indenture (Sandisk Corp), Sandisk Corp
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days shall after the occurrence of such an Event of Default, Default consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of 60-day period on which such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st day tois continuing beginning on, and including, the 365th day following the occurrence of date on which such Event of Default, as long as such an Event of Default is continuingfirst occurs. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e); provided that any Additional Interest that may accrue pursuant to this Section 6.03, together with any Additional Interest that may accrue pursuant to Section 4.06(d) or Section 4.06(e), shall not accrue at a rate in excess of 0.50% in the aggregate per annum. If the Company so electselects to pay Additional Interest pursuant to this Section 6.03, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 61st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 61st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 60 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 36560-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: World Wrestling (New Whale Inc.), World Wrestling (World Wrestling Entertainmentinc)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days shall after the occurrence of such an Event of Default, Default consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of 180-day period on which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and (yii) 0.50% per annum of the principal amount of the Notes outstanding from for each day during the 181st day toperiod from, and including, the 181st day after the occurrence of such Event of Default to, but excluding, the 365th day following after the occurrence of such Event of Default, as long as during which such Event of Default is continuing. Subject No Additional Interest shall accrue on and after such 365th day in relation to the last paragraph such Event of Default pursuant to this Section 6.03, . Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 365th day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 364 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365364-day periodperiod (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.01(f) has been given, and the related 60-day period described in such Section 6.01(f) has passed). Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent if the Company so elects, the sole remedy of Noteholders for an Event of Default relating to the Company’s failure any obligation to comply with its obligations file reports as set forth in required under Section 4.06(b) 4.06 shall, for the first 365 180 days after the occurrence of such an Event of Default, which will be the 60th day after written notice is provided to the Company in accordance with Section 6.01(c)), consist exclusively of the right to receive Additional Interest on the Notes at a an annual rate equal to (x) 0.25% per annum of the outstanding principal amount of the Notes outstanding for each day during the first 180 90 days after an Event of Default is continuing in such 180-day period and (y) 0.50% of the outstanding principal amount of the Notes for the remaining 90 days an Event of Default is continuing in such 180-day period. Additional Interest shall be payable in arrears on each Interest Payment Date following the occurrence of such Event of Default and (y) 0.50% per annum of in the principal amount of same manner as regular interest on the Notes outstanding from Notes. The Company may elect to pay Additional Interest as the 181st day to, and includingsole remedy under this Section 6.03 by giving notice to the holders, the 365th day following the occurrence Trustee and Paying Agent of such Event election (and making such notice available on its website) on or before the close of Default, as long as business on the 5th Business Day after the date on which such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e)otherwise would occur. If the Company so elects, fails to timely give such notice or pay Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th day)Interest, the Notes shall will be immediately subject to acceleration as provided in Section 6.02. The provisions On the 181st day after such Event of this paragraph Default (if such violation is not cured or waived prior to such 181st day), the Notes will be subject to acceleration as provided in Section 6.02. This Section 6.03 shall not affect the rights of Holders the Noteholders in the event of the occurrence of any other Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b)Default. In the event the Company does not elect to pay Additional Interest following upon an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when dueSection, the Notes shall will be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 days after the occurrence of Whenever in this Indenture there is mentioned, in any Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding paragraphcontext, the Company must notify all Holders payment of interest on, or in respect of, any Note, such mention shall be deemed to include mention of the Notes, the Trustee and the Paying Agent in writing payment of such election prior to the beginning of such 365-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as “Additional Interest” provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.036.03 to the extent that, together with any in such context, Additional Interest that may accrue as a result is, was or would be payable in respect thereof pursuant to the provisions of such sections, and express mention of the Company’s failure to timely file payment of Additional Interest (if applicable) in any document or report that the Company provision shall not be construed as excluding Additional Interest in those provisions where such express mention is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interestnot made.
Appears in 2 contracts
Samples: Indenture (Ascent Capital Group, Inc.), Indenture (Ascent Capital Group, Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day that such Event of Default is continuing during the first 180 days after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st day to, and including, the 365th day following the occurrence of such Event of Default, as long as such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable as set forth in the same manner and on the same dates as the stated interest payable on the NotesSection 2.03(b). On the 366th day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.026.02 as a result of the Event of Default pursuant to Section 6.01(f) if such Event of Default is then continuing. In order to elect to pay Additional Interest as the sole remedy during the first 365 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent (if other than the Trustee) in writing of such election prior to the beginning of such 365-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than current reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Indenture (Tandem Diabetes Care Inc), Immunocore Holdings PLC
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, shall (i) for the first 365 90 days after the occurrence of such an Event of Default (beginning on, and including, the date on which such an Event of Default first occurs), consist exclusively of the right to receive Additional Interest on the notes equal to 0.25% per annum of the principal amount of such Notes outstanding for each day during such 90-day period on which such Event of Default is occurring and (ii) for the period from, and including, the 91st day after the occurrence of such an Event of Default to, and including, the 180th day after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate notes equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st for each day to, and including, the 365th during such additional 90-day following the occurrence of such Event of Default, as long as period on which such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 181st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in file under Section 4.06(b) is not cured or waived prior to such 366th 181st day), the Notes shall will be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 180 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding paragraph), the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365180-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Indenture (Wright Medical Group N.V.), Indenture (Wright Medical Group Inc)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days shall after the occurrence of such an Event of Default, Default consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after period beginning on, and including, the occurrence of date on which such Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of the Notes outstanding from for each day during the 181st day toperiod beginning on, and including, the 365th 181st day following immediately following, and including, the occurrence of such Event of Default, as long as date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is continuingcured or validly waived in accordance with this Article 6 and (y) the 365th day immediately following, and including, the date on which such Event of Default first occurs. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e), subject to the second immediately succeeding paragraph. If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, and including, the 365th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Article 6). On the 366th day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or validly waived in accordance with this Article 6 prior to such 366th day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing an Officer’s Certificate (consistent with Section 4.06(h)) of such election prior to on or before the beginning open of business on the date on which such 365-day periodEvent of Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03), together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company it is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (applicable, after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest. The Company shall send written notice to the Holder of each Note and the Trustee of the commencement and termination of any period on which Additional Interest accrues on such Note under any provision of this Indenture.
Appears in 2 contracts
Samples: Indenture (Alnylam Pharmaceuticals, Inc.), Alnylam Pharmaceuticals, Inc.
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days after the occurrence of such an Event of DefaultDefault (which, for the avoidance of doubt, will not commence until the notice described in Section 6.01(f) has been given, and the related 60-day period described in Section 6.01(f) has passed), consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of such an Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st day to, and including, until the 365th day following the occurrence of such an Event of Default, as long as Default during which such Event of Default is continuingcontinuing beginning on, and including, the date on which such an Event of Default first occurs. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to To elect to pay Additional Interest as the sole remedy during the first 365 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) described in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365-day periodperiod (which, for the avoidance of doubt, will not commence until the notice described in Section 6.01(f) has been given, and the related 60-day period described in Section 6.01(f) has passed). Upon On the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest. The Trustee shall have no duty to calculate or verify the calculation of Additional Interest.
Appears in 2 contracts
Samples: Indenture (Snap Inc), Indenture (Snap Inc)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section Section 4.06(b) shall, for the first 365 360 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after 180-day period beginning on, and including, the occurrence of date on which such an Event of Default first occurs and (yii) 0.50% per annum of the principal amount of the Notes outstanding from for each day during the period from, and including, the 181st day after the occurrence of such Event of Default to, and including, the 365th 360th day following after the occurrence of such Event of Default, as long as in each case, during which such Event of Default is continuing. Subject to the last paragraph of this Section 6.03second immediately succeeding paragraph, Additional Interest payable pursuant to this Section Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section Section 4.06(d) or Section Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 361st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 361st day), the Notes shall be immediately subject to acceleration as provided in Section Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 360 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, Notes in writing and notify the Trustee and the Paying Agent in writing an Officers’ Certificate (consistent with Section 4.06(h)) of such election prior to the beginning of such 365360-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section Section 6.02. In no event shall any Additional Interest payable at the Company’s election for failure pursuant to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue payable in accordance with Section 4.06(d) as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d)set forth therein, accrue at a rate in excess of 0.50% per annum pursuant to this Indentureon any Notes, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Granite Construction Incorporated and Wilmington Trust (Granite Construction Inc), Granite Construction Incorporated and Wilmington Trust (Granite Construction Inc)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shallshall (i) for the first 180 days after the occurrence of such an Event of Default (which, for the first 365 days avoidance of doubt, shall not commence until the 60-day period described in Section 6.01(f) has passed), consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to 0.25% per annum of the principal amount of the Notes outstanding for each day during such 180-day period on which such Event of Default is continuing and (ii) for the period from, and including, the 181st day after the occurrence of such an Event of Default to, and including, the 360th day after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.250.50% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st additional 180-day to, and including, the 365th day following the occurrence of period on which such Event of Default, as long as such an Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 361st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th 361st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected elects to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 360 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365360-day periodperiod (which, for the avoidance of doubt, shall not commence until the 60-day period described in Section 6.01(f) has passed). Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to its failure to comply with its obligations as set forth in under Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file comply with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, its obligations as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to described in Section 4.06(d) and Section 4.06(e), accrue at a rate in excess of 0.50% per annum pursuant to this Indentureannum, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Indenture (Flexion Therapeutics Inc), Pacira BioSciences, Inc.
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to (i) the Company’s failure to file with the Trustee pursuant to Section 314(a)(1) of the Trust Indenture Act any documents or reports that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act or (ii) the Company’s failure to comply with its obligations as set forth in Section 4.06(b4.06(a) shall(the obligations in clauses (i) and (ii), the “Reporting Obligations”) shall for the first 365 360 days after the occurrence of such an Event of DefaultDefault (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.01(f) has been given, and the related 60-day period described in Section 6.01(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st day to, and including, to the 365th 360th day following the occurrence of such an Event of Default, as long as Default during which such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 361st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) Reporting Obligations is not cured or waived prior to such 366th 361st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of any Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b)Reporting Obligations. In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. No Additional Interest shall accrue, and no right to declare the principal or other amounts due and payable in respect of the Notes shall exist, after such violation has been cured during such 360-day period. In order to elect to pay Additional Interest as the sole remedy during the first 365 360 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) described in accordance with the two immediately preceding paragraphparagraphs, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365360-day periodperiod (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.01(f) has been given, and the related 60-day period described in Section 6.01(f) has passed). Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Additional Interest. Notwithstanding anything in this the Indenture or in the Notes to the contrary, to the extent if the Company so elects, the sole remedy hereunder for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b4.06(a) shall, for the first 365 180 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a an annual rate equal to (x) 0.250.50% per annum of the aggregate principal amount of the Notes outstanding for each to, but not including, the 181st day during thereafter (or, if applicable, the first 180 days after earlier date on which the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st day to, and including, the 365th day following the occurrence of such Event of Default, as long as such Event of Default is continuing. Subject relating to the last paragraph of this obligations under Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d4.06(a) is cured or Section 4.06(ewaived). If the Company so elects, Any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th day after such Event of Default (if the If an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b4.06(a) is not cured or waived prior to continuing on the 181st day after such 366th day)Event of Default first occurred, the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. This Section 6.03 shall not affect the rights of Holders of the Notes in the event of the occurrence of any other Events of Default. In order to elect to pay Additional Interest as the sole remedy during the first 365 180 days after the occurrence of any an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b4.06(a) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to on or before the beginning close of business on the date on which such 365-day periodEvent of Default would otherwise occur. Upon a failure by the failure Company to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: First Supplemental Indenture (GSV Capital Corp.), Indenture (GSV Capital Corp.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 360 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after 180-day period beginning on, and including, the occurrence of date on which such an Event of Default first occurs and (yii) 0.50% per annum of the principal amount of the Notes outstanding from for each day during the period from, and including, the 181st day after the occurrence of such Event of Default to, and including, the 365th 360th day following after the occurrence of such Event of Default, as long as in each case, during which such Event of Default is continuing. Subject to the last paragraph of this Section 6.03second immediately succeeding paragraph, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 361st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 361st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 360 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, Notes in writing and notify the Trustee and the Paying Agent in writing an Officers’ Certificate (consistent with Section 4.06(h)) of such election prior to the beginning of such 365360-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall any Additional Interest payable at the Company’s election for failure pursuant to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue payable in accordance with Section 4.06(d) as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d)set forth therein, accrue at a rate in excess of 0.50% per annum pursuant to this Indentureon any Notes, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Indenture (Century Aluminum Co), Indenture (Upstart Holdings, Inc.)
Additional Interest. Notwithstanding anything in this the Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to (i) the failure by the Company to file with the Trustee pursuant to Section 314(a)(1) of the Trust Indenture Act any documents or reports that the Company is required to file with the SEC pursuant to Section 13 or 15(d) of the Exchange Act or (ii) the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days 4.03 shall after the occurrence of such an Event of Default, Default consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xa) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 90 days after of the occurrence of 180-day period during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and (yb) 0.50% per annum of the principal amount of the Notes outstanding from for the 181st day to, and including, the 365th day following the occurrence last 90 days of such Event of Default, 180-day period as long as such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 181st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 181st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b)6.03. In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 6.04 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.026.03. In order to elect to pay Additional Interest as the sole remedy during the first 365 180 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365180-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Second Supplemental Indenture (American Realty Capital Properties, Inc.), First Supplemental Indenture (American Realty Capital Properties, Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b4.06(a) shalland for any failure to comply with the requirements of Section 314(a)(1) of the Trust Indenture Act, shall (i) for the first 365 90 calendar days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during such 90- calendar day period on which such an Event of Default is continuing and (ii) for the first 180 days period from, and including, the 181st calendar day after the occurrence of such an Event of Default to, and (y) including, the 180th calendar day after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to 0.50% per annum of the principal amount of the Notes outstanding from the 181st for each day to, and including, the 365th during such additional 90-calendar day following the occurrence of period on which such Event of Default, as long as such an Event of Default is continuing. Subject In no event shall Additional Interest described in this paragraph accrue at a rate in excess of 0.50% per annum, regardless of the number of events or circumstances giving rise to the last paragraph of this Section 6.03, requirement to pay such Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e)Interest. If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 181st calendar day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 181st calendar day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.in
Appears in 2 contracts
Samples: Indenture (Inotek Pharmaceuticals Corp), Indenture (Inotek Pharmaceuticals Corp)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b4.06 shall (i) shall, for the first 365 90 calendar days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during such 90-calendar day period on which such an Event of Default is continuing and (ii) for the first 180 days period from, and including, the 91st calendar day after the occurrence of such an Event of Default to, and (y) including, the 180th calendar day after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to 0.50% per annum of the principal amount of the Notes outstanding from the 181st for each day to, and including, the 365th during such additional 90- calendar day following the occurrence of period on which such Event of Default, as long as such an Event of Default is continuing. Subject to the last paragraph of this Section 6.036.04, Additional Interest payable pursuant to this Section 6.03 6.04 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e)4.10. If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 181st calendar day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) 4.06 is not cured or waived prior to such 366th 181st calendar day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any other Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b)Default. In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 6.04 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 180 calendar days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) 4.06 described in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing (if other than the Trustee) of such election prior to the beginning of such 365180-calendar day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. Neither the Trustee nor the Paying Agent shall at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest. In no event shall Additional Interest payable at in the Company’s election for event the Company elects to pay Additional Interest in respect of an Event of Default relating to its failure to comply with its obligations as set forth in under Section 4.06(b) 4.06 as set forth in this Section 6.03, 6.04 (together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to payable under Section 13 or 15(d4.10(b)) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indentureannum, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Supplemental Indenture (Bloom Energy Corp), Supplemental Indenture (Bloom Energy Corp)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, (i) for the first 365 90 days after the occurrence of such an Event of Default, Default shall consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during the 90-day period on which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first 180 days occurs and (ii) for the period from, and including, the 91st day after the occurrence of such an Event of Default to, and (y) including, the 180th day after the occurrence of such an Event of Default shall consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to 0.50% per annum of the principal amount of the Notes outstanding from the 181st for each day to, and including, the 365th during such additional 90-day following the occurrence of such Event of Default, as long as period on which such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to6.03, not in lieu of, when taken together with any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e), shall not, in the aggregate, exceed 0.50% per annum. If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 181st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 181st day), the Notes shall will be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 180 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365180-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Indenture (PTC Therapeutics, Inc.), Indenture (Medicines Co /De)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 180 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 90 calendar days after the occurrence of such an Event of Default during which such an Event of Default is continuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture) and (yii) 0.50% per annum of the principal amount of the Notes outstanding from the 181st for each day tofrom, and including, the 365th 91st calendar day to, but excluding, the 180th calendar day following the occurrence of such an Event of Default, as long as Default during which such Event of Default is continuingcontinuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture). Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 181st day after such an Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th 181st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 180 days after the occurrence of any an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the NotesHolders, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365180-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Coupa Software Incorporated (Coupa Software Inc), Coupa Software Incorporated (Coupa Software Inc)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 360 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 calendar days after the occurrence of such an Event of Default during which such Event of Default is continuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture) and (yii) 0.50% per annum of the principal amount of the Notes outstanding for each day from the 181st calendar day to, and including, to the 365th 360th calendar day following after the occurrence of such an Event of Default, as long as Default during which such Event of Default is continuingcontinuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture). Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 361st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 361st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 360 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365360-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest accrue under the terms of this Indenture (aggregating any Additional Interest payable at the Company’s election for failure pursuant to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together 6.03 with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), payable pursuant to Section 4.06(d) or Section 4.06(e), accrue ) at a rate in excess of 0.50% per annum pursuant to this Indentureannum, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Indenture (FireEye, Inc.), Indenture (FireEye, Inc.)
Additional Interest. Notwithstanding anything in this the Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to (i) the Company’s failure to file with the Trustee pursuant to Section 314(a)(1) of the Trust Indenture Act any documents or reports that comply with its obligations as set forth in Section 4.06(b) 5.06 shall, for the first 365 180 days after the occurrence of such an Event of Default, Default consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 90 days after the occurrence of during which such Event of Default is continuing and (y) 0.50% per annum of the principal amount of the Notes outstanding for each day from the 181st 91st day to, and including, until the 365th day following the occurrence of such Event of Default, as long as 180th days on which such Event of Default is continuing. Subject to , beginning on, and including, the last paragraph date on which such an Event of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e)Default first occurs. If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 181st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 181st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b5.06(a). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 180 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365180-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Indenture (Assertio Therapeutics, Inc), Assertio Therapeutics, Inc
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to (i) comply with its obligations as set forth in Section 4.06(b) shall, for or (ii) deliver to the first 365 days Trustee pursuant to Section 314(a)(1) of the Trust Indenture Act any documents or reports that it is required to file with the SEC pursuant to Section 13 or 15(d) of the Exchange Act shall after the occurrence of such an Event of Default, Default consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of 60-day period on which such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st day tois continuing beginning on, and including, the 365th day following the occurrence of date on which such Event of Default, as long as such an Event of Default is continuingfirst occurs. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) hereof or Section 4.06(e)pursuant to the Registration Rights Agreement. If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 61st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with (i) its obligations as set forth in Section 4.06(b) or (ii) the requirements of Section 314(a(1) of the Trust Indenture Act is not cured or waived prior to such 366th 61st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with (i) its obligations as set forth in Section 4.06(b)) or (ii) the requirements of Section 314(a(1) of the Trust Indenture Act. In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 60 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 36560-day period. Upon the failure to timely give such written notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Indenture (RumbleON, Inc.), Indenture (RumbleON, Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 270 days after the occurrence of such an Event of DefaultDefault (and, for the avoidance of doubt, giving effect to the 60-day period set forth in Section 6.01(f)), consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 90 calendar days after the occurrence of such an Event of Default during which such Event of Default is continuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture) and (yii) 0.50% per annum of the principal amount of the Notes outstanding from for each day from, and including, the 181st 91st calendar day to, and including, the 365th 270th calendar day following after the occurrence of such an Event of Default, as long as Default during which such Event of Default is continuingcontinuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture). Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 366th 271st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th 271st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 270 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning occurrence of such 365-day periodEvent of Default. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Indenture (Enphase Energy, Inc.), Indenture (Enphase Energy, Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days shall after the occurrence of such an Event of Default, Default consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.252.00% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after period beginning on, and including, the occurrence of date on which such Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of the Notes outstanding from for each day during the 181st day toperiod beginning on, and including, the 365th 181st day following immediately following, and including, the occurrence of such Event of Default, as long as date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is continuing. Subject to cured or validly waived in accordance with this Article 6 and (y) the last paragraph 360th day immediately following, and including, the date on which such Event of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e)Default first occurs. If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, and including, the 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Article 6). On the 366th 361st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or validly waived in accordance with this Article 6 prior to such 366th 361st day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 360 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing an Officer’s Certificate of such election prior to on or before the beginning open of business on the Business Day immediately succeeding the date on which such 365-day periodEvent of Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the CompanyThe Officer’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in Certificate under this Section 6.03, together with any 6.03(b) shall state (i) the amount of such Additional Interest that may accrue as is payable and (ii) the date on which such Additional Interest is payable. Unless and until a result Responsible Officer of the CompanyTrustee receives at the Corporate Trust Office such Officer’s failure to timely file any document or report Certificate, the Trustee may assume without inquiry that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay no such Additional InterestInterest is payable.
Appears in 2 contracts
Samples: Indenture (UpHealth, Inc.), Subscription Agreement (GigCapital2, Inc.)
Additional Interest. Notwithstanding anything in this the Indenture or in the Notes to the contrary, to the extent if the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b4.03 of the Base Indenture or Section 4.04(a) shall, for the first 365 days of this Second Supplemental Indenture shall after the occurrence of such an Event of Default, Default consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of 90-day period on which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on, but excluding, the earlier of (A) the date on which such Event of Default is no longer continuing and (B) the 91st day following the date on which such an Event of Default first occurs, and (y) 0.50% per annum of the principal amount of the Notes outstanding from for each day during the 181st 90-day toperiod on which such Event of Default is continuing beginning on, and including, the 365th 91st day following the occurrence of date on which such an Event of DefaultDefault first occurs and ending on, as long as but excluding, the date on which such Event of Default is no longer continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 181st day after such Event of Default (if the such Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th 181st day), the Notes shall be immediately subject to acceleration as provided in Section 6.025.03. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b)4.03 of the Base Indenture and Section 4.04(a) of this Second Supplemental Indenture. In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 5.04 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.025.03. In order to elect to pay Additional Interest as the sole remedy during the first 365 180 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365180-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest5.03.
Appears in 2 contracts
Samples: Indenture (TimkenSteel Corp), Second Supplemental Indenture (TimkenSteel Corp)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 360 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount Capitalized Principal Amount of the Notes outstanding for each day during the first 180 calendar days after the occurrence of such an Event of Default during which such an Event of Default is continuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture) and (yii) 0.50% per annum of the principal amount Capitalized Principal Amount of the Notes outstanding from the 181st for each day tofrom, and including, the 365th 181st calendar day to, but excluding, the 360th calendar day following the occurrence of such an Event of Default, as long as in each case, during which such Event of Default is continuingcontinuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture). Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 361st day after such an Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th 361st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 360 days after the occurrence of any an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the NotesHolders, the Trustee and the Paying Agent in writing of by delivering an Officer’s Certificate containing such election prior to the beginning of such 365360-day period. Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the CompanyThe Officer’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in Certificate under this Section 6.03, together with any 6.03 shall state (i) the amount of such Additional Interest that may accrue as is payable and (ii) the date on which such Additional Interest is payable. Unless and until a result Responsible Officer of the CompanyTrustee receives at the Corporate Trust Office such Officer’s failure to timely file any document or report Certificate, the Trustee may assume without inquiry that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay no such Additional InterestInterest is payable.
Appears in 2 contracts
Samples: Execution Agreement (View, Inc.), Indenture (ChargePoint Holdings, Inc.)
Additional Interest. Notwithstanding anything in this the Indenture or in the Notes to the contrary, to the extent elected by the Company electsCompany, the sole remedy for an Event of Default relating to (i) the Company’s failure by the Company to file with the Trustee pursuant to Section 314(a)(1) of the Trust Indenture Act any documents or reports that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act or (ii) the failure by the Company to comply with its the reporting obligations as set forth in under Section 4.06(b) 4.02, shall, for the first 365 180 calendar days after the occurrence of such an Event of Default, consist exclusively of the right to receive additional interest (“Additional Interest Interest”) on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding Outstanding for each day during the first 180 90 calendar days after the occurrence of such an Event of Default during which such an Event of Default is continuing and (y) 0.50% per annum of the principal amount of the Notes outstanding Outstanding from the 181st 91st day to, and including, until the 365th 180th day following the occurrence of such an Event of Default, as long as Default during which such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so electselects to pay Additional Interest, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 181st calendar day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its reporting obligations as set forth in under Section 4.06(b314(a)(1) of the Trust Indenture Act or under Section 4.02 is not cured or waived prior to such 366th 181st calendar day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in under Section 6.025.03. The provisions of this paragraph will Section 5.04 shall not affect the rights of Holders in the event of the occurrence of any other Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b)Default. In the event the Company does not elect to pay the Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due5.04, the Notes shall be immediately subject to acceleration as provided in under Section 6.025.03. In order to elect to pay the Additional Interest as the sole remedy during the first 365 180 calendar days after the occurrence of any an Event of Default relating to the Company’s failure to comply with its reporting obligations as set forth in under Section 4.06(b314(a)(1) of the Trust Indenture Act or under Section 4.02, in accordance with the immediately preceding paragraphthis Section 5.04, the Company must notify all Holders of the NotesHolders, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365180-day period. Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in under Section 6.025.03. In Unless and until a Responsible Officer of the Trustee receives at the Corporate Trust Office such a notice, the Trustee may assume without inquiry that no event shall such Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interestpayable.
Appears in 2 contracts
Samples: First Supplemental Indenture (GT Advanced Technologies Inc.), GT Advanced Technologies Inc.
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xa) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after 90-day period beginning on, and including, the occurrence of date on which such an Event of Default first occurs and (yb) 0.50% per annum of the principal amount of the Notes outstanding from for each day during the 181st 90-day toperiod beginning on, and including, the 365th 91st day following following, and including, the occurrence of such an Event of Default, as long as Default during which such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so electselects to pay Additional Interest pursuant to this Section 6.03, such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 366th 181st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 181st day), the Notes shall will be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due6.03, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 180 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365180-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Indenture (Hercules Technology Growth Capital Inc), Indenture (Hercules Capital, Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days shall after the occurrence of such an Event of Default, Default consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.252.00% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st day toperiod beginning on, and including, the 365th day following the occurrence of date on which such Event of Default, as long as Default first occurs and ending on the earlier of (x) the date on which such Event of Default is continuing. Subject to cured or validly waived in accordance with this Article 6 and (y) the last paragraph three hundred sixtieth (360th) day immediately following, and including, the date on which such Event of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e)Default first occurs. If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, and including, the three hundred sixtieth (360th) day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Article 6). On the 366th three hundred sixty-first (361st) day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or validly waived prior to such 366th day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected Article 6 prior to make such payment but does not pay the three hundred sixty-first (361st) day), such Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.cease
Appears in 2 contracts
Samples: Subscription Agreement (GigCapital4, Inc.), BigBear.ai Holdings, Inc.
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days shall after the occurrence of such an Event of Default, Default consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of 60-day period on which such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st day tois continuing beginning on, and including, the 365th day following the occurrence of date on which such Event of Default, as long as such an Event of Default is continuingfirst occurs. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 61st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 61st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 60 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 36560-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Additional Interest. (a) Notwithstanding anything in this the Indenture or in the Notes to the contrary, to the extent if the Company so elects, any failure to file reports as required under Section 3.01 will not result in the sole remedy for occurrence of an Event of Default relating to until the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for expiration of the first 365 180 calendar days after the occurrence of such date (the “Specified Date”) on which an Event of DefaultDefault would otherwise occur as a result of any such failure (which would be the 120th calendar day after written notice is provided to the Company in accordance with Section 5.01(c)), consist exclusively of provided that the right to receive Company pays Additional Interest on the Notes at a an annual rate equal to (x) 0.25% per annum of the outstanding principal amount of the Notes outstanding for each day during the first 180 90 calendar days after the occurrence of such Event of Default 180-day period and (y) 0.50% per annum of the outstanding principal amount of the Notes outstanding from for the 181st remaining 90 calendar days of such 180-day to, and including, the 365th day period. Additional Interest will be payable in arrears on each Interest Payment Date following the occurrence of such Event of Default, as long as such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable Specified Date in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 366th 181st calendar day after such Event of Default the Specified Date (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) such violation is not cured or waived prior to such 366th 181st day), an Event of Default will be deemed to occur and the Notes shall will be immediately subject to acceleration as provided in Section 6.025.02. The provisions of this paragraph This Section 5.03(a) will not affect the rights of Holders of Notes in the event of the occurrence of any other Event of Default other than Default. Whenever in the Company’s failure to comply with its obligations as set forth Indenture there is mentioned, in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when dueany context, the Notes payment of interest on, or in respect of, any Note, such mention shall be immediately subject deemed to acceleration include mention of payment of “Additional Interest” as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.035.03 to the extent that, together with any in such context, Additional Interest, is, was or would be payable in respect thereof pursuant to the provisions of such sections, and express mention of the payment of Additional Interest that may accrue (if applicable) shall not be construed as a result of the Company’s failure to timely file any document or report that the Company excluding Additional Interest in those provisions where such express mention is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interestnot made.
Appears in 2 contracts
Samples: Indenture (Horton D R Inc /De/), Indenture (Horton D R Inc /De/)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days shall after the occurrence of such an Event of Default, Default consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.252.00% per annum of the principal amount at maturity of the Notes outstanding for each day during the first 180 days after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st day toperiod beginning on, and including, the 365th day following the occurrence of date on which such Event of Default, as long as Default first occurs and ending on the earlier of (x) the date on which such Event of Default is continuing. Subject to cured or validly waived in accordance with this Article 6 and (y) the last paragraph three hundred sixtieth (360th) day immediately following, and including, the date on which such Event of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e)Default first occurs. If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, and including, the three hundred sixtieth (360th) day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Article 6). On the 366th three hundred sixty-first (361st) day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or validly waived in accordance with this Article 6 prior to such 366th three hundred sixty-first (361st) day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 three hundred sixty (360) days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing an Officer’s Certificate of such election prior to on or before the beginning open of business on the Business Day immediately succeeding the date on which such 365-day periodEvent of Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the CompanyThe Officer’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in Certificate under this Section 6.03, together with any 6.03 shall state (i) the amount of such Additional Interest that may accrue as is payable and (ii) the date on which such Additional Interest is payable. Unless and until a result Responsible Officer of the CompanyTrustee receives at the Corporate Trust Office such Officer’s failure to timely file any document or report Certificate, the Trustee may assume without inquiry that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay no such Additional InterestInterest is payable.
Appears in 2 contracts
Samples: Subscription Agreement (BOA Acquisition Corp.), Selina Hospitality PLC
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section Section 4.06(b) shall, for the first 365 days shall after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after period beginning on, and including, the occurrence of date on which such Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Indenture and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of the Notes outstanding from for each day during the 181st day toperiod beginning on, and including, the 365th 181st calendar day following immediately following, and including, the occurrence of date on which such Event of Default, as long as Default first occurs and ending on the earlier of (x) the date of which such Event of Default is continuing. Subject to cured or validly waived in accordance with Indenture and (y) the last paragraph 360th day immediately following, and including, the date on which such Event of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be Default first occurs (in addition to, not in lieu of, to any Additional Interest payable pursuant to Section that may accrue as a result of a Default as described in Section 4.06(d) or Section Section 4.06(e), subject to the second succeeding paragraph). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On Notes and will accrue on all outstanding Notes from, and including, the 366th day after such Event of Default (if date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section Section 4.06(b) first occurs to, and including, the 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Indenture). On the 361st day after such an Event of Default first occurs (if such Event of Default is not cured or validly waived in accordance with this Indenture prior to such 366th 361st day), such Additional Interest will cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section Section 6.03 or the Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 360 days after the occurrence of any an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders, the Trustee and the Paying Agent in an Officer’s Certificate of such election on or before the open of business on the Business Day immediately succeeding the date on which such Event of Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section in accordance with Section 4.06(d), ) accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Indenture (Plug Power Inc), Indenture (Plug Power Inc)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b4.06(a) shall, for the first 365 180 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a an annual rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding during the first 90 days after which such Event of Default occurs and is continuing and (y) 0.50% of the principal amount of the Notes outstanding for each the following 90 days beginning on the 91st day during the first 180 days after the occurrence of which such Event of Default occurs and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st day to, and including, the 365th day following the occurrence of such Event of Default, as long as such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. Additional Interest payable pursuant to this Section 6.03 upon the Company’s election shall accrue from and including the date on which such Event of Default relating to the Company’s failure to file first occurs to, but excluding, the 180th day thereafter (or such earlier date on which such Event of Default is cured or waived). On the 366th 181st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 181st day), the Notes shall will be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected elects to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 180 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365180-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In Notwithstanding the foregoing, in no event shall the amount of Additional Interest payable at the Company’s election for failure Company elects to comply with its obligations as set forth in Section 4.06(b) as set forth in pay pursuant to this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 6.03 exceed 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving that give rise to the requirement obligation or election to pay any such Additional Interest.
Appears in 2 contracts
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, shall (i) for the first 365 90 days after the occurrence of such an Event of Default consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to 0.25% per annum of the principal amount of the Notes outstanding for each day during such 90-day period on which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and (ii) for the period from, and including, the 91st day after the occurrence of such an Event of Default to, and including, the 180th day after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.250.50% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st additional 90-day to, and including, the 365th day following the occurrence of period on which such Event of Default, as long as such an Event of Default is continuing. Subject to the last paragraph of this Section 6.03second immediately succeeding paragraph, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 181st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 181st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay No Additional Interest shall accrue, and no right to declare the principal or other amounts due and payable in respect of the Notes shall exist, after such violation has been cured. In no event shall Additional Interest payable at the Company’s election as the sole remedy during the first 365 days after the occurrence of any for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in under Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.to
Appears in 2 contracts
Samples: Indenture (Zillow Group, Inc.), Indenture (Zillow Group, Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st day to, and including, the 365th day following the occurrence of such Event of Default, as long as such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Indenture (MINDBODY, Inc.), Indenture (Sailpoint Technologies Holdings, Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days days, after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day that such Event of Default is continuing during the first 180 days after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st for each day to, and including, the 365th day following the occurrence of such Event of Default, as long as that such Event of Default is continuingcontinuing during the subsequent 185-day period. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d4.06(c) or Section 4.06(e4.06(d). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder under the Exchange Act and other than reports on Form 8-K), pursuant to Section 4.06(d4.06(c), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest. The Trustee shall have no duty to calculate or verify the calculation of Additional Interest.
Appears in 2 contracts
Samples: Indenture (Model N, Inc.), Indenture (Model N, Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days after the occurrence of such an Event of Default, Default consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 calendar days after the occurrence of such an Event of Default during which such Event of Default is continuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture) and (yii) 0.50% per annum of the principal amount of the Notes outstanding from for each day for the 181st remainder of such 365-day toperiod during which such Event of Default is continuing beginning on, and including, the 365th day following the occurrence of such Event of Default, as long as date on which such Event of Default is continuingfirst occurs. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 366th day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. If Additional Interest is payable by the Company pursuant to this Section 6.03, the Company shall deliver to the Trustee an Officer’s Certificate on or prior to the relevant Regular Record Date for the payment of such Additional Interest to that effect stating the accrual period and the amount of such Additional Interest that is payable. The Trustee shall have no duty to verify the Company’s obligation to pay Additional Interest. The Trustee may provide a copy of such Officer’s Certificate or other notice received from the Company relating to Additional Interest to any Holder upon request. Unless and until a Responsible Officer of the Trustee receives at the Corporate Trust Office such a certificate, the Trustee may assume without inquiry that no such Additional Interest is payable. If the Company has paid Additional Interest directly to the Persons entitled to it, the Company shall deliver to the Trustee an Officer’s Certificate setting forth the particulars of such payment. In no event shall Additional Interest accrue under the terms of this Indenture (aggregating any Additional Interest payable at the Company’s election for failure pursuant to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together 6.03 with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), payable pursuant to Section 4.06(d) or Section 4.06(e), accrue ) at a rate per year in excess of 0.50% per annum pursuant to this Indenture%, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Microchip Technology Incorporated (Microchip Technology Inc), Microchip Technology Incorporated (Microchip Technology Inc)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days days, after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day that such Event of Default is continuing during the first 180 days after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st for each day to, and including, the 365th day following the occurrence of such Event of Default, as long as that such Event of Default is continuingcontinuing during the subsequent 185-day period. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d4.06(c) or Section 4.06(e4.06(d). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing (if other than the Trustee) of such election prior to the beginning of such 365-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder under the Exchange Act and other than reports on Form 8-K), pursuant to Section 4.06(d4.06(c), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days shall after the occurrence of such an Event of Default, Default consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of during which such Event of Default is continuing and (yii) 0.50% per annum of the principal amount of such outstanding Notes for the Notes outstanding from the 181st day to, and including, the 365th day following the occurrence of such Event of Default, as long as 90 days thereafter during which such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 271st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 271st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 270 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365270-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall the rate of any such Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth described in this Section 6.03, when taken together with any that of Additional Interest that may accrue as a result of the Company’s failure to timely file any document payable in accordance with Section 4.06(d) or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K4.06(e), pursuant to Section 4.06(d), accrue at exceed a total rate in excess of 0.50% per annum pursuant to this Indentureannum, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest. The Trustee has no duty to determine whether Additional Interest is due, the amount of such Additional Interest or to verify the Company’s calculation of such Additional Interest.
Appears in 2 contracts
Samples: Indenture (Impax Laboratories Inc), Indenture (Atlas Holdings, Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply file with its obligations the Trustee as set forth in Section 4.06(b314(a)(1) shall, for of the first 365 days Trust Indenture Act any documents or reports that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act or as set forth in Section 4.06(a) shall after the occurrence of such an Event of Default, Default consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of 90-day period on which such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st day tois continuing beginning on, and including, the 365th day following the occurrence of date on which such Event of Default, as long as such an Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e)first occurs. If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 366th 91st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 91st day), the Notes shall will be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 6.03, or the Company elected elects to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 90 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 36590-day period. Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Indenture (Savient Pharmaceuticals Inc), Indenture (Savient Pharmaceuticals Inc)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, shall (i) for the first 365 90 days after the occurrence of such an Event of Default (beginning on, and including, the date on which such an Event of Default first occurs), consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to 0.25% per annum of the principal amount of the Notes outstanding for each day during the 90-day period on which such Event of Default is continuing and (ii) for the period from, and including, the 91st day after the occurrence of such an Event of Default to, and including, the 180th day after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st for each day to, and including, the 365th during such additional 90-day following the occurrence of such Event of Default, as long as period on which such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 181st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 181st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 180 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365180-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Avid Technology, Inc., Avid Technology, Inc.
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrarycontrary (except as provided in Section 5.06(d) or 5.06(e)), to the extent if the Company so elects, the sole remedy of Noteholders for an Event of Default relating to the Company’s failure any obligation to comply with its obligations file reports as set forth in required under Section 4.06(b5.06(a) or (b) shall, for the first 365 days after the occurrence of such an Event of DefaultDefault which will be the 60th day after written notice is provided to the Company in accordance with Section 7.01(c)), consist exclusively of the right to receive Additional Interest on the Notes at a an annual rate equal to (x) 0.25% per annum of the outstanding principal amount of the Notes outstanding for each day during the first 180 days after an Event of Default is continuing in such 365-day period and (y) 0.50% of the outstanding principal amount of the Notes for the remaining 185 days an Event of Default is continuing in such 365-day period. Additional Interest shall be payable in arrears on each Interest Payment Date following the occurrence of such Event of Default and (y) 0.50% per annum of in the principal amount of same manner as regular interest on the Notes outstanding from Notes. The Company may elect to pay Additional Interest as the 181st day to, and includingsole remedy under this Section 7.03 by giving notice to the holders, the 365th day following the occurrence Trustee and Paying Agent of such Event election on or before the close of Default, as long as business on the 5th Business Day after the date on which such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e)otherwise would occur. If the Company so electsfails to timely give such notice or pay Additional Interest, such Additional Interest shall the Notes will be payable immediately subject to acceleration as provided in the same manner and on the same dates as the stated interest payable on the NotesSection 7.02. On the 366th day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) such violation is not cured or waived prior to such 366th day), the Notes shall will be immediately subject to acceleration as provided in Section 6.027.02. The provisions of this paragraph will This Section 7.03 shall not affect the rights of Holders the Noteholders in the event of the occurrence of any other Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b)Default. In the event the Company does not elect to pay Additional Interest following upon an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when dueSection, the Notes shall will be immediately subject to acceleration as provided in Section 6.027.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 days after the occurrence of Whenever in this Indenture there is mentioned, in any Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding paragraphcontext, the Company must notify all Holders payment of interest on, or in respect of, any Note, such mention shall be deemed to include mention of the Notes, the Trustee and the Paying Agent in writing payment of such election prior to the beginning of such 365-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as “Additional Interest” provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.037.03 and Sections 5.06(d) and 5.06(e) to the extent that, together with any in such context, Additional Interest that may accrue as a result is, was or would be payable in respect thereof pursuant to the provisions of such sections, and express mention of the Company’s failure to timely file payment of Additional Interest (if applicable) in any document or report that the Company provision shall not be construed as excluding Additional Interest in those provisions where such express mention is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interestnot made.
Appears in 2 contracts
Samples: Alliance Data Systems Corp, Alliance Data Systems Corp
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to (i) the Company’s failure to file with the Trustee pursuant to Section 314(a)(1) of the Trust Indenture Act any documents or reports that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act or (ii) the Company’s failure to comply with its obligations as set forth in Section 4.06(b4.06(a) shall, for the first 365 180 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of such 180-day period on which such Event of Default is continuing and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st day to, and including, the 365th 270th day following the occurrence of such Event of Default, as long as such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 271st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b4.06(a) is not cured or waived prior to such 366th 271st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b4.06(a). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 270 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b4.06(a) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365270-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), 6.03 accrue at a rate in excess of 0.25% per annum during the initial 180-day period or 0.50% per annum during the subsequent 90-day period pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Indenture (Veoneer, Inc.), Indenture (Veoneer, Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days shall after the occurrence of such an Event of Default, Default consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of 60-day period on which such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st day tois continuing beginning on, and including, the 365th day following the occurrence of date on which such Event of Default, as long as such an Event of Default is continuingfirst occurs. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner manner, to the same Persons and on the same dates as the stated interest payable on the Notes. On the 366th 61st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 61st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 60 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 36560-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Indenture (Teekay Corp), Indenture (GNC Holdings, Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to if so elected by the extent the Company electsCompany, the sole remedy for an any Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall), will for the first 365 360 calendar days after the occurrence of such an Event of Default, Default consist exclusively of the right to receive Additional Interest on the Notes at a an annual rate equal to (xi) 0.25% per annum of the principal amount of the Outstanding Notes outstanding for each day during the first 180 calendar days after the occurrence of such an Event of Default during which such Event of Default is continuing and (yii) 0.50% per annum of the principal amount of the Outstanding Notes outstanding for each day from the 181st day to, and including, the 365th 360th calendar day following after the occurrence of such an Event of Default, as long as Default during which such Event of Default is continuing. Subject to If the last paragraph of Company so elects, the Additional Interest payable under this Section 6.036.03 will be payable on all Outstanding Notes from and including the date on which such Event of Default first occurs, to and including the 360th day thereafter, or such earlier date on which such Event of Default has been cured or waived. On the 361st day after such Event of Default (or earlier, if the Event of Default is cured or waived prior to such 361st day), Additional Interest payable pursuant to this Section 6.03 shall be in addition towill cease to accrue and, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th day after such Event of Default (if extent the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to continuing after such 366th 361st day), the Notes shall will be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay the Additional Interest following payable pursuant to this Section 6.03 upon an Event of Default in accordance with this Section 6.03 paragraph, or the Company elected elects to make such payment pay Additional Interest but does not pay the such Additional Interest when due, the Notes shall will be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay the Additional Interest payable pursuant to this Section 6.03 as the sole remedy during the first 365 360 days after the occurrence of any an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding provisions of this paragraph, the Company must notify all Holders of the NotesHolders, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365360 day period (which period shall not commence until the expiration of the 90-day periodperiod set forth in Section 6.01(f) above). Upon the failure to timely give all Holders, the Trustee and the Paying Agent such notice, the Notes shall will be immediately subject to acceleration as provided in this Section 6.02. In no event shall If the Company so elects, Additional Interest will be payable in arrears on each Interest Payment Date following accrual in the same manner as regular interest on the Notes. Payment of the Redemption Price, Fundamental Change Purchase Price, principal and interest that are not made when due shall accrue interest at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of then-applicable interest rate from the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interestpayment date.
Appears in 2 contracts
Samples: Indenture (Envestnet, Inc.), Indenture (Envestnet, Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent if the Company so elects, the sole remedy of Noteholders for an Event of Default relating to any obligation to file reports as required under Section 7.03 of the Company’s failure to comply with its obligations as set forth in Section 4.06(b) Base Indenture shall, for the first 365 180 days after the occurrence of such an Event of DefaultDefault which will be the 90th day after written notice is provided to the Company in accordance with Section 3.01(c)), consist exclusively of the right to receive Additional Interest on the Notes at a an annual rate equal to (x) 0.25% per annum of the outstanding principal amount of the Notes outstanding for each day during the first 180 90 days after an Event of Default is continuing in such 180-day period and (y) 0.50% of the outstanding principal amount of the Notes for the remaining 90 days an Event of Default is continuing in such 180-day period. Additional Interest shall be payable in arrears on each Interest Payment Date following the occurrence of such Event of Default and (y) 0.50% per annum of in the principal amount of same manner as regular interest on the Notes outstanding from Notes. The Company may elect to pay Additional Interest as the 181st day to, and includingsole remedy under this Section 3.03 by giving notice to the holders, the 365th day following the occurrence Trustee and Paying Agent of such Event election on or before the close of Default, as long as business on the 5th Business Day after the date on which such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e)otherwise would occur. If the Company so elects, fails to timely give such notice or pay Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th day)Interest, the Notes shall will be immediately subject to acceleration as provided in Section 6.023.02. The provisions On the 181st day after such Event of this paragraph Default (if such violation is not cured or waived prior to such 181st day), the Notes will be subject to acceleration as provided in Section 3.02. This Section 3.03 shall not affect the rights of Holders the Noteholders in the event of the occurrence of any other Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b)Default. In the event the Company does not elect to pay Additional Interest following upon an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when dueSection, the Notes shall will be immediately subject to acceleration as provided in Section 6.023.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 days after the occurrence of Whenever in this Indenture there is mentioned, in any Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding paragraphcontext, the Company must notify all Holders payment of interest on, or in respect of, any Note, such mention shall be deemed to include mention of the Notes, the Trustee and the Paying Agent in writing payment of such election prior to the beginning of such 365-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as “Additional Interest” provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.033.03 to the extent that, together with any in such context, Additional Interest that may accrue as a result is, was or would be payable in respect thereof pursuant to the provisions of such sections, and express mention of the Company’s failure to timely file payment of Additional Interest (if applicable) in any document or report that the Company provision shall not be construed as excluding Additional Interest in those provisions where such express mention is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interestnot made.
Appears in 2 contracts
Samples: Second Supplemental Indenture (Borgwarner Inc), Indenture (Borgwarner Inc)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 360 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st day to, and including, until the 365th 360th day following the occurrence of such an Event of Default, as long as Default during which such Event of Default is continuingcontinuing beginning on, and including, the date on which such an Event of Default first occurs. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 366th 361st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 361st day), the Notes shall will be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 6.03, or the Company elected elects to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 360 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365360-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Indenture (Lam Research Corp), Indenture (Lam Research Corp)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 360 days after the occurrence of such an Event of DefaultDefault (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.01(f) has been given, and the related 60-day period described in Section 6.01(f) has passed), consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 calendar days after the occurrence of such an Event of Default during which such an Event of Default is continuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture) and (yii) 0.50% per annum of the principal amount of the Notes outstanding from the 181st for each day tofrom, and including, the 365th 181st calendar day to, but excluding, the 360th calendar day following the occurrence of such an Event of Default, as long as Default during which such Event of Default is continuingcontinuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture). Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 361st day after such an Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th 361st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 360 days after the occurrence of any an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the NotesHolders, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365360-day periodperiod (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.01(f) has been given, and the related 60-day period described in Section 6.01(f) has passed). Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to in accordance with Section 4.06(d), ) accrue at a rate in excess of 0.50% per annum pursuant to this the Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest. The Trustee shall have no duty to calculate or verify the calculation of Additional Interest.
Appears in 2 contracts
Samples: Indenture (Alteryx, Inc.), Indenture (Liveperson Inc)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days shall after the occurrence of such an Event of Default, Default consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes outstanding for the first 180 days during which such Event of Default has occurred and is continuing, beginning on, and including, the date on which such an Event of Default first occurs and (ii) 0.50% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of next 185-day period during which such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st day tois continuing beginning on, and including, the 365th 181st day following the occurrence of after such Event of Default, as long as such an Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e)first occurred. If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the NotesHolders, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its reporting obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue pursuant to Section 4.06(d) as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest. For the avoidance of doubt, any Additional Interest that accrues on a note pursuant to this Section 6.03 will be in addition to the stated interest that accrues on such Note and, subject to the preceding sentence, in addition to any Additional Interest that accrues on such Note pursuant to Section 4.06(d) or 4.06(e).
Appears in 2 contracts
Samples: Indenture (Cryolife Inc), Pioneer Natural Resources Co
Additional Interest. Notwithstanding anything else in this Indenture or in the Notes to the contrary, to the extent if the Company so elects, the sole remedy under the Indenture for an Event of Default relating to (i) the Company’s failure to file with the Trustee pursuant to Section 314(a)(1) of the Trust Indenture Act any documents or reports that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act or (ii) the Company’s failure to comply with its reporting obligations as set forth in to the Trustee and the Commission, pursuant to Section 4.06(b) shall10.01, will, for the first 365 180 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest additional interest on the Notes at a an annual rate equal to (x) 0.250.50% per annum of the aggregate principal amount of the Notes outstanding for each (“Additional Interest”) to, but not including, the 181st day during thereafter (or, if applicable, the first 180 days after earlier date on which the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st day to, and including, the 365th day following the occurrence of such Event of Default, as long as such Event of Default is continuing. Subject relating to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) reporting obligations is cured or Section 4.06(ewaived). If the Company so elects, Any such Additional Interest shall will be payable in the same manner and on the same dates as the stated interest payable on the Notes. On If the 366th day after such Event of Default (if is continuing on the 181st day after an Event of Default relating to the Company’s a failure to comply with its the reporting obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th day)described above first occurs, the Notes shall will be immediately subject to acceleration as provided in Section 6.02Article Five of the Base Indenture and Article Seven of this Supplemental Indenture. The provisions of this Indenture described in this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event other Events of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02Default. In order to elect to pay Additional Interest as the sole remedy during the first 365 180 days after the occurrence of any an Event of Default relating to the Company’s failure to comply with its the reporting obligations as set forth in Section 4.06(bclauses (i) in accordance with or (ii) of the immediately preceding paragraph, the Company must notify all Holders of the Notes, and the Trustee and the Paying Agent in writing of such election on or before the Close of Business on the fifth Business Day prior to the beginning date on which such Event of such 365-day periodDefault would otherwise occur. Upon the Company’s failure to timely give such noticenotice or pay Additional Interest, the Notes shall will be immediately subject to acceleration as provided above and in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result 502 of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Base Indenture and Section 13 or 15(d) 7.02 of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Supplemental Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Indenture (Ryland Group Inc), Indenture (Ryland Group Inc)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section Section 4.06(b) shall, for the first 365 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.250.50% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st day to, and including, the 365th day following the occurrence of such an Event of Default, as long as Default during which such Event of Default is continuing. Subject to the last paragraph of this Section 6.03second immediately succeeding paragraph, Additional Interest payable pursuant to this Section Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th day), the Notes shall be immediately subject to acceleration as provided in Section Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports Current Reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.501.00% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Indenture (Porch Group, Inc.), Indenture (Indie Semiconductor, Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 180 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x1) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 90 days after the occurrence of during which such Event of Default is continuing beginning on, and including, the date on which such Event of Default first occurs and (y2) 0.50% per annum of the principal amount of the Notes outstanding from for each day during the 181st day to, and including, the 365th day following the occurrence of such Event of Default, as long as next 90 days during which such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 181st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th 181st day), the Notes shall be immediately subject to acceleration as provided in Section 6.026.02 and Additional Interest pursuant to this Section 6.03 shall cease to accrue. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 180 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365180-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Indenture (Evolent Health, Inc.), Indenture (Evolent Health, Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of during which such Event of Default is continuing beginning on, and including, the date on which such Event of Default occurs, and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st day to, and including, the 365th day following the occurrence of such Event of Default, as long as such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th day), the Notes shall be immediately subject to acceleration as provided in accordance with Section 6.02. The provisions of this paragraph will not affect the rights of Holders in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder under the Exchange Act and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest. The Trustee shall have no duty to calculate or verify the calculation of Additional Interest.
Appears in 2 contracts
Samples: Indenture (WisdomTree Investments, Inc.), Indenture (WisdomTree, Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 180 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of which such an Event of Default is continuing during the 90-day period beginning on, and including, the date on which such an Event of Default first occurs; and (yii) 0.50% per annum of the principal amount of the Notes outstanding from for each day during which such Event of Default is continuing during the 181st 90-day toperiod beginning on, and including the 91st day following, and including, the 365th day following the occurrence of date on which such Event of Default, as long as such an Event of Default is continuingfirst occurs. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 181st day after such Event of Default (if the such Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 366th 181st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 180 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing an Officer’s Certificate (consistent with Section 4.06(h)) of such election prior to the beginning of such 365180-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Indenture (Sarepta Therapeutics, Inc.), Indenture (Sarepta Therapeutics, Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, for the first 365 days shall after the occurrence of such an Event of Default, Default consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.250.50% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of 365-day period on which such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st day tois continuing beginning on, and including, the 365th day following the occurrence of date on which such Event of Default, as long as such an Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e)first occurs. If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall the Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth described in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to provided for in Section 4.06(d) and Section 4.06(e), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Indenture (Mercadolibre Inc), Indenture (Mercadolibre Inc)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy under this Indenture for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, (a) for the first 365 180 days after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes outstanding for each day during such 180-day period on which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first 180 days occurs and (b) for the period from, and including, the 181st day after the occurrence of such an Event of Default and to, but not including, the 365th day after the occurrence of such an Event of Default (yor, if applicable, the earlier date on which such Event of Default relating to the Company’s obligations as set forth in Section 4.06(b) is cured or waived), consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to 0.50% per annum of the principal amount of the Notes outstanding from the 181st for each day to, and including, the 365th during such additional 185-day following the occurrence of such Event of Default, as long as period on which such Event of Default is continuing. Subject to the last paragraph of this Section 6.03immediately succeeding sentence, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d). In no event shall Additional Interest accrue on any day under the terms of this Indenture (taking any Additional Interest pursuant to this Section 6.03 together with any Additional Interest payable pursuant to Section 4.06(d)) at an annual rate in excess of 0.50% per annum for any violation or Section 4.06(e)default caused by or the Company’s failure to be current in respect of the Company’s Exchange Act reporting obligations. If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and in accordance with the provisions of Section 4.06(g). On the 366th day after such Event of Default (if If the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to continuing on the 365th day after such 366th day)Event of Default first occurred, the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to on or before the beginning close of business on the date on which such 365-day periodEvent of Default would otherwise occur. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Indenture (Orexigen Therapeutics, Inc.), Indenture (Orexigen Therapeutics, Inc.)
Additional Interest. Notwithstanding anything in this Indenture or in the Notes to the contrary, to the extent the Company elects, the sole remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) shall, shall (i) for the first 365 180 days after the occurrence of such an Event of Default consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to 0.25% per annum of the principal amount of the Notes outstanding for each day during such 180-day period on which such an Event of Default is continuing and (ii) for the period from, and including, the 181st day after the occurrence of such an Event of Default to, and including, the 360th day after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.250.50% per annum of the principal amount of the Notes outstanding for each day during the first 180 days after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes outstanding from the 181st additional 180-day to, and including, the 365th day following the occurrence of such Event of Default, as long as period on which such Event of Default is continuing. Subject to the last paragraph of this Section 6.03, Additional Interest payable pursuant to this Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e). If the Company so elects, such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 366th 361st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) file is not cured or waived prior to such 366th 361st day), the Notes shall be immediately subject to acceleration as provided in Section 6.02. The provisions of this paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Company’s failure to comply with its obligations as set forth in Section 4.06(b). In the event the Company does not elect to pay Additional Interest following an Event of Default in accordance with this Section 6.03 or the Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 365 360 days after the occurrence of any Event of Default relating to the Company’s failure to comply with its obligations as set forth described in Section 4.06(b) in accordance with the immediately preceding paragraph, the Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 365360-day period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.
Appears in 2 contracts
Samples: Indenture (Etsy Inc), Indenture (Etsy Inc)
