Additional Notes; Reissued Notes Sample Clauses

Additional Notes; Reissued Notes. The Company may, subject to the provisions of the Indenture (including Section 2.04 of the Base Indenture), originally issue additional Notes with the same terms as the Initial Notes (except, to the extent applicable, with respect to the date as of which interest begins to accrue on such additional Notes and the first Interest Payment Date of such additional Notes), which additional Notes will, subject to the foregoing, be considered to be part of the same series of, and rank equally and ratably with all other, Notes issued under this Supplemental Indenture. If any such additional Notes (or any Notes that have been resold after they have been purchased or otherwise acquired by the Company or its Subsidiaries) are not fungible with other Notes issued under this Supplemental Indenture for purposes of U.S. federal income tax or federal securities laws or, if applicable, the Depositary Procedures, then such additional Notes (or resold Notes) will be identified by a separate CUSIP number or by no CUSIP number. In authenticating additional Notes, the Trustee will receive: (i) a copy of the resolution or resolutions of the Board of Directors in or pursuant to which the terms and form of the Notes were established, and if the terms and form of such Notes are established by an Officer’s Certificate pursuant to general authorization of the Board of Directors, such Officer’s Certificate; (ii) an executed supplemental indenture, if any; and (iii) an Opinion of Counsel which will state: (1) that the form and terms of such Notes have been established in conformity with the provisions of the Indenture; and (2) that such Notes, when authenticated and delivered by the Trustee and issued by the Company in the manner and subject to any conditions specified in such Opinion of Counsel, will constitute valid and legally binding obligations of the Company, enforceable in accordance with their terms, subject to bankruptcy, insolvency, reorganization and other laws of general applicability relating to or affecting the enforcement of creditors’ rights and to general equity principles.