Establishment. (a) There is hereby established a new series of Securities to be issued under the Indenture, to be designated as the Company’s 1.189% Senior Notes due 2034. (b) There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.05, 2.07, 2.11, 3.03 or 9.04 of the Original Indenture; provided, however, that the aggregate principal amount of the Senior Notes may be increased in the future with no limit, without the consent of the holders of the Senior Notes, on the same terms and with the same CUSIP, ISIN and Common Code numbers as the Senior Notes, except for the issue price, Original Issue Date and, if applicable, the first Interest Payment Date and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes shall have occurred and be continuing. The Senior Notes shall be issued in fully registered form. (c) The Senior Notes shall be issued in the form of one or more Global Securities. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, shall be in substantially the form set forth in Exhibit A hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”). (d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Sources: Supplemental Indenture (Metlife Inc)
Establishment. (a) There is hereby established a new series of Securities Junior Subordinated Notes to be issued under the Indenture, to be designated as the Company’s 1.1895.45% Senior Junior Subordinated Notes due 2034.
2056 (b) the “Notes”). There are to be authenticated and delivered the Senior $500,000,000 principal amount of Notes, initially limited in aggregate and such principal amount of the Notes may be increased from time to ¥26,500,000,000time pursuant to Section 301 of the Indenture. All Notes need not be issued at the same time and such series may be reopened at any time, without the consent of any Holder, for issuances of additional Notes. Any such additional Notes will have the same interest rate, maturity and no further Senior other terms as those initially issued (except for the public offering price and issue date and the initial interest accrual date and initial Interest Payment Date (as defined below), if applicable); provided that if such additional Notes are not fungible with the outstanding Notes for United States federal income tax purposes, then they will be issued under a separate CUSIP number. No Notes shall be authenticated and delivered in excess of the principal amount as so increased except as provided by Sections 2.05203, 2.07303, 2.11304, 3.03 907 or 9.04 1107 of the Original Indenture; provided, however, that the aggregate principal amount of the Senior Notes may be increased in the future with no limit, without the consent of the holders of the Senior Notes, on the same terms and with the same CUSIP, ISIN and Common Code numbers as the Senior Notes, except for the issue price, Original Issue Date and, if applicable, the first Interest Payment Date and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes shall have occurred and be continuing. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global Securities, and the form of the Trustee’s Certificate of Authentication for the Notes shall be, in substantially the form set out in Exhibit A hereto. Each The Global Security shall Securities will be deposited with, or on behalf of, a common depositaryupon issuance with the Trustee as custodian for The Depository Trust Company (“DTC”), and registered in the name of DTC or its nominee, in each case for credit to an account of a Participant or Indirect Participant. The terms and provisions contained in the nominee form of Note set out in Exhibit A hereto shall constitute, and are hereby expressly made, a part of this Supplemental Indenture and, to the common depositary for extent applicable, the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security Company and the Trustee’s Certificate , by their execution and delivery of Authentication thereofthis Supplemental Indenture, shall expressly agree to such terms and provisions and to be in substantially the form set forth in Exhibit A heretobound thereby. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1892.003% Senior Notes due 2034.
2032 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,00023,400,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Forty-Second Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date (as defined below) following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for United States federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1894.00% Senior Notes due 2034.
2022 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,000, $350,000,000 and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.05Section 2.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Sixth Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities to be issued under the Indenture, to be designated as the Company’s 1.1896.625% Senior Notes Fixed-Rate Reset Junior Subordinated Debentures due 20342054.
(b) There are to be authenticated and delivered the Senior NotesDebentures, initially limited in aggregate principal amount to ¥26,500,000,000$600,000,000, and no further Senior Notes Debentures shall be authenticated and delivered except as provided by Sections 2.05, 2.07, 2.11, 3.03 or 9.04 of the Original Indenture; provided, however, that the aggregate principal amount of the Senior Notes Debentures may be increased in the future with no limit, without the consent of the holders of the Senior NotesDebentures, on the same terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesDebentures, except for the issue price, Original Issue Date and, if applicable, the first Interest Payment Date and the initial interest accrual date, ; provided that no Event of Default with respect to the Senior Notes Debentures shall have occurred and be continuing. The Senior Notes Debentures shall be issued in fully registered form. Notwithstanding the foregoing, if any of such additional Debentures are not fungible for U.S. federal income tax purposes, such additional Debentures shall have a separate CUSIP and ISIN number. Any additional Debentures, together with the Debentures issued under this Second Supplemental Indenture, shall constitute a single series of debt securities under the Indenture and will rank equally and ratably in right of payment with all Outstanding Debentures.
(c) The Senior Notes Debentures shall be issued in the form of one or more Global Securities. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”)Depositary or its nominee. Each Global Security and the Trustee’s Certificate certificate of Authentication thereof, authentication thereof shall be in substantially the form set forth in Exhibit A hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note Debenture shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Sources: Second Supplemental Indenture (Athene Holding Ltd.)
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1890.500% Senior Notes due 2034.
2029 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,00012,600,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Nineteenth Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date (as defined below) following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for United States federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1892.65% Senior Notes due 2034.
2017 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,000, $400,000,000 and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.05Section 2.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Fifth Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities Notes to be issued under the Indenture, to be designated as the Company’s 1.1899.75% Senior Unsecured Notes due 20342028.
(b) There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,000$25,000,000 (1,000,000 units of $25 each), and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.04, 2.073.06, 2.113.07, 3.03 3.10 or 9.04 11.04 of the Original Indenture; provided, however, that the aggregate principal amount of the Senior Notes may be increased in the future with no limit, without the consent of the holders of the Senior Notes, on the same terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes (except that if any such additional Senior Notes are not fungible with the Senior Notes initially issued hereunder for U.S. federal income tax purposes or U.S. securities law purposes, such additional Senior Notes shall have a separate CUSIP number), except for the issue price, Original Issue Date and, if applicable, the first Interest Payment Date and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes shall have occurred and be continuing. The Senior Notes shall be issued in fully registered form.
(c) The Senior Notes shall be issued in the form of one or more Global Securities. Each Global Security shall be deposited withNotes, or on behalf of, a common depositary, and registered in the name of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. Depository (“Clearstream”as defined below) and Euroclear Bank SA/NV (“Euroclear”)or its nominee. Each Global Security Note and the Trustee’s Certificate of Authentication thereof, thereof shall be in substantially the form set forth in Exhibit A hereto. The common depositary initial depository with respect to the Senior Notes shall be The Bank of Depository Trust Company, New York, New York Mellon, London Branch (the “Common DepositaryDepository”).
(d) . Each Senior Note shall be executed by manual, facsimile or other electronic methods by one officer of the Issuer as specified in Section 3.04 of the Original Indenture and shall dated the date of authentication thereof and shall bear interest from the Original Issue Date or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Sources: Second Supplemental Indenture (Conifer Holdings, Inc.)
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1891.560% Senior Notes due 2034.
2051 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,00020,000,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Thirty-Third Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date (as defined below) following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for United States federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Sources: Supplemental Indenture (Aflac Inc)
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1893.45% Senior Notes due 2034.
2015 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,000, $300,000,000 and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.05Section 2.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Fourth Supplemental Indenture; provided, however, that the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities Notes to be issued under the Indenture, to be designated as the Company’s 1.189% Senior Unsecured Notes due 2034.
(b) There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,000$ ( units of $25 each), and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.04, 2.073.06, 2.113.07, 3.03 3.10 or 9.04 11.04 of the Original Indenture; provided, however, that the aggregate principal amount of the Senior Notes may be increased in the future with no limit, without the consent of the holders of the Senior Notes, on the same terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes (except that if any such additional Senior Notes are not fungible with the Senior Notes initially issued hereunder for U.S. federal income tax purposes or U.S. securities law purposes, such additional Senior Notes shall have a separate CUSIP number), except for the issue price, Original Issue Date and, if applicable, the first Interest Payment Date and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes shall have occurred and be continuing. The Senior Notes shall be issued in fully registered form.
(c) The Senior Notes shall be issued in the form of one or more Global Securities. Each Global Security shall be deposited withNotes, or on behalf of, a common depositary, and registered in the name of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. Depository (“Clearstream”as defined below) and Euroclear Bank SA/NV (“Euroclear”)or its nominee. Each Global Security Note and the Trustee’s Certificate of Authentication thereof, thereof shall be in substantially the form set forth in Exhibit A hereto. The common depositary initial depository with respect to the Senior Notes shall be The Bank of Depository Trust Company, New York, New York Mellon, London Branch (the “Common DepositaryDepository”).
(d) . Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Sources: Indenture (Conifer Holdings, Inc.)
Establishment. (a) There is hereby established a new series of Debt Securities to be issued under the Indenture, to be designated as the Company’s 1.1897.50% Senior Notes Debentures due 2034.
November 5, 2033 (b) the “Senior Debentures”). There are to be authenticated and delivered the Senior NotesDebentures, initially limited in aggregate principal amount of $100,000,000; provided that such amount may be increased to ¥26,500,000,000up to $115,000,000 in aggregate principal amount if the underwriters named in the Purchase Agreement dated October 31, 2003 among the Company, the Guarantor and ▇▇▇▇▇▇▇ ▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ Lynch, Pierce, ▇▇▇▇▇▇ & ▇▇▇▇▇ Incorporated as representatives of the several underwriters named therein (the “Purchase Agreement”) exercise their overallotment option to purchase additional Senior Debentures as provided in the Purchase Agreement and no further Senior Notes Debentures shall be authenticated and delivered except as provided by Sections 2.05Section 2.1, 2.073.5, 2.113.6, 3.03 or 9.04 9.6 and 11.7 of the Original Indenture; provided, howeverprovided further, that the aggregate principal amount of the Senior Notes Debentures may be increased in the future with no limitfuture, without the consent of the holders Holders of the Senior NotesDebentures, on the same terms and with the same CUSIP, ISIN and Common Code numbers CUSIP number as the Senior Notes, except for the issue price, Original Issue Date and, if applicable, the first Interest Payment Date and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes shall have occurred and be continuingDebentures. The Senior Notes Debentures shall be issued in definitive fully registered form.
(c) . The Senior Notes Debentures shall be issued in the form of one or more Global Securities. Each Global Security in substantially the form set out in Exhibit A hereto. The Depositary with respect to the Senior Debentures shall be deposited with, or on behalf of, a common depositary, and registered in the name The Depository Trust Company. The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Debentures shall be in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note Debenture shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1891.412% Senior Notes due 2034.
2031 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,00027,900,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Thirty-Ninth Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date (as defined below) following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for United States federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1891.122% Senior Notes due 2034.
2039 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,0006,300,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Twenty-Second Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date (as defined below) following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for United States federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1890.830% Senior Notes due 2034.
2035 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,00010,600,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Twenty-Sixth Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date (as defined below) following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for United States federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1891.750% Senior Notes due 2034.
2038 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,0008,900,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Seventeenth Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for United States federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1893.25% Senior Notes due 2034.
2025 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,000, $450,000,000 and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.05Section 2.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Eleventh Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1894.000% Senior Notes due 2034.
2046 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,000, $400,000,000 and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.05Section 2.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Thirteenth Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1892.144% Senior Notes due 2034.
2052 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,00012,000,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Thirty-Seventh Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date (as defined below) following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for United States federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1890.843% Senior Notes due 2034.
2031 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,0009,300,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Twentieth Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date (as defined below) following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for United States federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Debt Securities to be issued under the Indenture, to be designated as the Company’s 1.1897.25% Senior Notes Debentures due 2034.
January 23, 2034 (b) the “Senior Debentures”). There are to be authenticated and delivered the Senior NotesDebentures, initially limited in aggregate principal amount of $75,000,000; provided that such amount may be increased to ¥26,500,000,000up to $86,250,000 in aggregate principal amount if the underwriters named in the Purchase Agreement dated January 15, 2004 among the Company, the Guarantor and ▇▇▇▇▇▇▇ ▇▇▇▇▇ & Co. and ▇▇▇▇▇▇▇ Lynch, Pierce, ▇▇▇▇▇▇ & ▇▇▇▇▇ Incorporated as representatives of the several underwriters named therein (the “Purchase Agreement”) exercise their overallotment option to purchase additional Senior Debentures as provided in the Purchase Agreement and no further Senior Notes Debentures shall be authenticated and delivered except as provided by Sections 2.05Section 2.1, 2.073.5, 2.113.6, 3.03 or 9.04 9.6 and 11.7 of the Original Indenture; provided, howeverprovided further, that the aggregate principal amount of the Senior Notes Debentures may be increased in the future with no limitfuture, without the consent of the holders Holders of the Senior NotesDebentures, on the same terms and with the same CUSIP, ISIN and Common Code numbers CUSIP number as the Senior Notes, except for the issue price, Original Issue Date and, if applicable, the first Interest Payment Date and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes shall have occurred and be continuingDebentures. The Senior Notes Debentures shall be issued in definitive fully registered form.
(c) . The Senior Notes Debentures shall be issued in the form of one or more Global Securities. Each Global Security in substantially the form set out in Exhibit A hereto. The U.S. Depositary with respect to the Senior Debentures shall be deposited with, or on behalf of, a common depositary, and registered in the name The Depository Trust Company. The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Debentures shall be in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note Debenture shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities to be issued under the Indenture, to be designated as the Company’s 1.1897.250% Senior Notes Fixed-Rate Reset Junior Subordinated Debentures due 20342064.
(b) There are to be authenticated and delivered the Senior NotesDebentures, initially limited in aggregate principal amount to ¥26,500,000,000$575,000,000, and no further Senior Notes Debentures shall be authenticated and delivered except as provided by Sections 2.05, 2.07, 2.11, 3.03 or 9.04 of the Original Indenture; provided, however, that the aggregate principal amount of the Senior Notes Debentures may be increased in the future with no limit, without the consent of the holders of the Senior NotesDebentures, on the same terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesDebentures, except for the issue price, Original Issue Date and, if applicable, the first Interest Payment Date and the initial interest accrual date, ; provided that no Event of Default with respect to the Senior Notes Debentures shall have occurred and be continuing. The Senior Notes Debentures shall be issued in fully registered form. Notwithstanding the foregoing, if any of such additional Debentures are not fungible for U.S. federal income tax purposes, such additional Debentures shall have a separate CUSIP and ISIN number. Any additional Debentures, together with the Debentures issued under this First Supplemental Indenture, shall constitute a single series of debt securities under the Indenture and will rank equally and ratably in right of payment with all Outstanding Debentures.
(c) The Senior Notes Debentures shall be issued in the form of one or more Global Securities. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”)Depositary or its nominee. Each Global Security and the Trustee’s Certificate certificate of Authentication thereof, authentication thereof shall be in substantially the form set forth in Exhibit A hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note Debenture shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities Senior Notes to be issued under the Indenture, to be designated as the Company’s 1.189Series 2025A 3.25% Convertible Senior Notes due 2034.
June 15, 2028 (b) the “Series 2025A Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate $1,450,000,000 principal amount of Series 2025A Notes (or up to ¥26,500,000,000$1,650,000,000 principal amount of Series 2025A Notes if the Initial Purchasers (as defined below) exercise the Shoe Option (as defined below) in full), and no further Senior such principal amount of the Series 2025A Notes may be increased from time to time pursuant to Section 301 of the Original Indenture. All Series 2025A Notes need not be issued at the same time and such series may be reopened at any time, without the consent of any Holder, for issuances of additional Series 2025A Notes. Any such additional Series 2025A Notes (“Additional Notes”) will have the same interest rate, maturity and other terms as those initially issued (except for the offering price and issue date and the initial interest accrual date and initial Interest Payment Date (as defined below), if applicable, and, if applicable, restrictions on transfer in respect of such Additional Notes; provided that if any such Additional Notes are not fungible with the Series 2025A Notes initially issued hereunder for U.S. federal income tax or securities law purposes, such Additional Notes shall have one or more separate CUSIP numbers). No Series 2025A Notes shall be authenticated and delivered in excess of the principal amount as so increased except as provided by Sections 2.05203, 2.07303, 2.11304, 3.03 907 or 9.04 1107 of the Original Indenture; providedIndenture and Sections 1.06, however, that the aggregate principal amount of the Senior Notes may be increased in the future with no limit, without the consent of the holders of the Senior Notes, on the same terms 2.02 and with the same CUSIP, ISIN and Common Code numbers as the Senior Notes, except for the issue price, Original Issue Date and, if applicable, the first Interest Payment Date and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes shall have occurred and be continuing3.06 hereof. The Senior Series 2025A Notes shall be issued in fully registered form.
(c) . The Senior Series 2025A Notes shall be issued in the form of one or more Global SecuritiesSecurities in substantially the form set out in Exhibit A hereto. Each Global Security The Depositary with respect to the Series 2025A Notes shall be deposited with, or on behalf of, a common depositary, and registered in the name The Depository Trust Company. The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Series 2025A Notes shall be in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Series 2025A Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Sources: Supplemental Indenture (Southern Co)
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1890.550% Senior Notes due 2034.
2030 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,00013,300,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Twenty-Fourth Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date (as defined below) following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for United States federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities to be issued under the Indenture, to be designated as the Company’s 1.189“4.000% Senior Notes due 20342051”.
(b) There are to be authenticated and delivered the Senior Notes, initially limited in an initial aggregate principal amount to ¥26,500,000,000, and no of $500,000,000. No further Senior Notes shall be authenticated and delivered delivered, except as provided by Sections 2.04, 2.05, 2.07, 2.11, 3.03 or 9.04 of the Original Base Indenture; provided, however, that the aggregate principal amount of the Senior Notes may be increased in the future with no limit, without notice to or the consent of the holders of the Senior Notes, on the same terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior Notes, except for any difference, if applicable, in the issue price, Original Issue Date and, if applicableissue date, the first Interest Payment Date and the initial interest accrual date, ; provided that no Event of Default with respect to the Senior Notes shall have occurred and be continuing. The Senior Notes shall be issued in fully registered form.
(c) The Senior Original Notes and the Exchange Notes shall be issued in the form of one or more Global Securities. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. Depositary (“Clearstream”as defined below) and Euroclear Bank SA/NV (“Euroclear”)or its nominee. Each Global Security Original Note and each Exchange Note and the Trustee’s or Authenticating Agent’s Certificate of Authentication thereof, shall be in substantially the form set forth in Exhibit A hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch Depository Trust Company (the “Common Depositary”).
(d) Any additional Notes authenticated and delivered pursuant to Section 1.02(b) shall be governed by this Third Supplemental Indenture and shall rank equal in right of payment with the Notes issued on the date of this Third Supplemental Indenture and, together with the Original Notes or the Exchange Notes, shall be treated as a single series of Notes for all purposes.
(e) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date or from the most recent Interest Payment Date to which interest has been paid or duly provided forfor to, but excluding, the Stated Maturity or any earlier Redemption Date.
Appears in 1 contract
Sources: Third Supplemental Indenture (Jackson Financial Inc.)
Establishment. (a) There is hereby established a new series of Securities to be issued under the Indenture, to be designated as the Company’s 1.1891.009% Senior Notes due 20342029.
(b) There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,0007,100,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.05, 2.07, 2.11, 3.03 or 9.04 of the Original Indenture; provided, however, that the aggregate principal amount of the Senior Notes may be increased in the future with no limit, without the consent of the holders of the Senior Notes, on the same terms and with the same CUSIP, ISIN and Common Code numbers as the Senior Notes, except for the issue price, Original Issue Date and, if applicable, the first Interest Payment Date and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes shall have occurred and be continuing. The Senior Notes shall be issued in fully registered form.
(c) The Senior Notes shall be issued in the form of one or more Global Securities. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, shall be in substantially the form set forth in Exhibit A hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Sources: Supplemental Indenture (Metlife Inc)
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1891.488% Senior Notes due 2034.
2033 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,00015,200,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Sixteenth Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for United States federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1891.159% Senior Notes due 2034.
2030 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,00029,300,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Fifteenth Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for United States federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There The aggregate principal amount of the 2017 Senior Notes, initially limited to an aggregate principal amount of $400,000,000 under the Fifth Supplemental Indenture, is hereby established a new series increased by $250,000,000 to an aggregate principal amount of Securities to be issued under the Indenture, to be designated as the Company’s 1.189% Senior Notes due 2034.
(b) $650,000,000. There are to be authenticated and delivered the Additional 2017 Senior Notes, initially limited Notes in an aggregate principal amount of $250,000,000. Except as provided herein, the Additional 2017 Senior Notes shall have the same terms and same CUSIP numbers and ISIN numbers as the Initial 2017 Senior Notes and shall combine with the Initial 2017 Senior Notes to ¥26,500,000,000, and no form a single series of senior notes under the Indenture. No further 2017 Senior Notes shall be authenticated and delivered except as provided by Sections 2.05Section 2.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Seventh Supplemental Indenture; provided, however, that the aggregate principal amount of the 2017 Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the 2017 Senior Notes (including, without limitation, without the consent of any holders of the Initial 2017 Senior Notes or the Additional 2017 Senior Notes), on the same terms and with (other than the same CUSIPissue date, ISIN and Common Code numbers as the Senior Notes, except for the issue price, Original Issue Date and, if applicable, date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date following the issuance of any such Additional 2017 Senior Notes) and with the initial interest accrual date, provided that no Event of Default with respect to same CUSIP and ISIN numbers as the 2017 Senior Notes shall have occurred and be continuingNotes. The Additional 2017 Senior Notes shall be issued in fully registered form.
(c) . The Additional 2017 Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Additional 2017 Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Additional 2017 Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date or from the most recent Interest Payment Date to which interest has been paid or duly provided forFebruary 10, 2012 at 2.65% per annum, payable semi-annually on February 15 and August 15 of each year, commencing August 15, 2012.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1892.40% Senior Notes due 2034.
2020 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,000, $550,000,000 and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.05Section 2.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Tenth Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1891.320% Senior Notes due 2034.
2032 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,00021,100,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Thirty-Fifth Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date (as defined below) following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for United States federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1891.039% Senior Notes due 2034.
2036 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,00010,000,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Thirty-First Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date (as defined below) following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for United States federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities to be issued under the Indenture, to be designated as the Company’s 1.189% Floating Rate Senior Notes due 20342013.
(b) There are to be authenticated and delivered the Floating Rate Senior Notes, initially limited Notes in an initial aggregate principal amount to ¥26,500,000,000of $250,000,000, and no further Floating Rate Senior Notes shall be authenticated and delivered except as provided by Sections Section 2.05, 2.07, 2.11, 3.03 or 9.04 of the Original Indenture; provided, however, that the aggregate principal amount of the Floating Rate Senior Notes may be increased in the future with no limit, without the consent of the holders of the Floating Rate Senior Notes, on the same terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Floating Rate Senior Notes, except for the issue price, Original Issue Date and, if applicable, the first Interest Payment Date and the initial interest accrual date, provided that no Event of Default with respect to the Floating Rate Senior Notes shall have occurred and be continuing. The Floating Rate Senior Notes shall be issued in fully registered form, without coupons.
(c) The Floating Rate Senior Notes shall be issued in the form of one or more Global Securities. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”)Depositary or its nominee. Each Global Security and the Trustee’s Certificate of Authentication thereof, shall be in substantially the form set forth in Exhibit A hereto. The common depositary Depositary with respect to the Floating Rate Senior Notes shall be The Bank of New York Mellon, London Branch Depository Trust Company (the “Common Depositary”).
(d) Each Floating Rate Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1892.779% Senior Notes due 2034.
2040 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,0007,000,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Forty-Fourth Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date (as defined below) following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for United States federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities Senior Notes to be issued under the Indenture, to be designated as the Company’s 1.189Series 2023A 3.875% Convertible Senior Notes due 2034.
December 15, 2025 (b) the “Series 2023A Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate $1,500,000,000 principal amount of Series 2023A Notes (or up to ¥26,500,000,000$1,725,000,000 principal amount of Series 2023A Notes if the Initial Purchasers (as defined below) exercise the Shoe Option (as defined below) in full), and no further Senior such principal amount of the Series 2023A Notes may be increased from time to time pursuant to Section 301 of the Original Indenture. All Series 2023A Notes need not be issued at the same time and such series may be reopened at any time, without the consent of any Holder, for issuances of additional Series 2023A Notes. Any such additional Series 2023A Notes (“Additional Notes”) will have the same interest rate, maturity and other terms as those initially issued (except for the public offering price and issue date and the initial interest accrual date and initial Interest Payment Date (as defined below), if applicable). No Series 2023A Notes shall be authenticated and delivered in excess of the principal amount as so increased except as provided by Sections 2.05203, 2.07303, 2.11304, 3.03 907 or 9.04 1107 of the Original Indenture; providedIndenture and Sections 1.06, however, that the aggregate principal amount of the Senior Notes may be increased in the future with no limit, without the consent of the holders of the Senior Notes, on the same terms 2.02 and with the same CUSIP, ISIN and Common Code numbers as the Senior Notes, except for the issue price, Original Issue Date and, if applicable, the first Interest Payment Date and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes shall have occurred and be continuing3.06 hereof. The Senior Series 2023A Notes shall be issued in fully registered form.
(c) . The Senior Series 2023A Notes shall be issued in the form of one or more Global SecuritiesSecurities in substantially the form set out in Exhibit A hereto. Each Global Security The Depositary with respect to the Series 2023A Notes shall be deposited with, or on behalf of, a common depositary, and registered in the name The Depository Trust Company. The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Series 2023A Notes shall be in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Series 2023A Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Sources: Twenty Seventh Supplemental Indenture (Southern Co)
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1890.934% Senior Notes due 2034.
2034 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,0009,800,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Twenty-First Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date (as defined below) following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for United States federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities to be issued under the Indenture, to be designated as the Company’s 1.1896.875% Senior Notes Fixed-Rate Reset Junior Subordinated Debentures due 20342055.
(b) There are to be authenticated and delivered the Senior NotesDebentures, initially limited in aggregate principal amount to ¥26,500,000,000$600,000,000, and no further Senior Notes Debentures shall be authenticated and delivered except as provided by Sections 2.05, 2.07, 2.11, 3.03 or 9.04 of the Original Indenture; provided, however, that the aggregate principal amount of the Senior Notes Debentures may be increased in the future with no limit, without the consent of the holders of the Senior NotesDebentures, on the same terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesDebentures, except for the issue price, Original Issue Date and, if applicable, the first Interest Payment Date and the initial interest accrual date, ; provided that no Event of Default with respect to the Senior Notes Debentures shall have occurred and be continuing. The Senior Notes Debentures shall be issued in fully registered form. Notwithstanding the foregoing, if any of such additional Debentures are not fungible for U.S. federal income tax purposes, such additional Debentures shall have a separate CUSIP and ISIN number. Any additional Debentures, together with the Debentures issued under this Third Supplemental Indenture, shall constitute a single series of debt securities under the Indenture and will rank equally and ratably in right of payment with all Outstanding Debentures.
(c) The Senior Notes Debentures shall be issued in the form of one or more Global Securities. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”)Depositary or its nominee. Each Global Security and the Trustee’s Certificate certificate of Authentication thereof, authentication thereof shall be in substantially the form set forth in Exhibit A hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note Debenture shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1893.625% Senior Notes due 2034.
2023 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,000, $700,000,000 and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.05Section 2.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Eighth Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1891.594% Senior Notes due 2034.
2037 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,0006,500,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Thirty-Sixth Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date (as defined below) following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for United States federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1893.600% Senior Notes due 2034.
2030 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,000, $1,000,000,000 and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Twenth-Seventh Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date (as defined below) following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to on which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities Junior Subordinated Notes to be issued under the Indenture, to be designated as the Company’s 1.1896.375% Senior Junior Subordinated Notes due 2034.
2056 (b) the “Notes”). There are to be authenticated and delivered the Senior $250,000,000 principal amount of Notes, initially limited in aggregate and such principal amount of the Notes may be increased from time to ¥26,500,000,000time pursuant to Section 301 of the Indenture. All Notes need not be issued at the same time and such series may be reopened at any time, without the consent of any Holder, for issuances of additional Notes. Any such additional Notes will have the same interest rate, maturity and no further Senior other terms as those initially issued (except for the public offering price and issue date and the initial interest accrual date and initial Interest Payment Date (as defined below), if applicable); provided that if such additional Notes are not fungible with the outstanding Notes for United States federal income tax purposes, then they will be issued under a separate CUSIP number. No Notes shall be authenticated and delivered in excess of the principal amount as so increased except as provided by Sections 2.05203, 2.07303, 2.11304, 3.03 907 or 9.04 1107 of the Original Indenture; provided, however, that the aggregate principal amount of the Senior Notes may be increased in the future with no limit, without the consent of the holders of the Senior Notes, on the same terms and with the same CUSIP, ISIN and Common Code numbers as the Senior Notes, except for the issue price, Original Issue Date and, if applicable, the first Interest Payment Date and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes shall have occurred and be continuing. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global Securities, and the form of the Trustee’s Certificate of Authentication for the Notes shall be, in substantially the form set out in Exhibit A hereto. Each The Global Security shall Securities will be deposited with, or on behalf of, a common depositaryupon issuance with the Trustee as custodian for The Depository Trust Company (“DTC”), and registered in the name of DTC or its nominee, in each case for credit to an account of a Participant or Indirect Participant. The terms and provisions contained in the nominee form of Note set out in Exhibit A hereto shall constitute, and are hereby expressly made, a part of this Supplemental Indenture and, to the common depositary for extent applicable, the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security Company and the Trustee’s Certificate , by their execution and delivery of Authentication thereofthis Supplemental Indenture, shall expressly agree to such terms and provisions and to be in substantially the form set forth in Exhibit A heretobound thereby. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1894.750% Senior Notes due 2034.
2049 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,000, $550,000,000 and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.05Section 2.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Eighteenth Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date (as defined below) following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to on which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1896.900% Senior Notes due 2034.
2039 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,000, $400,000,000 and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.05Section 2.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Second Supplemental Indenture; provided, however, that the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1892.875% Senior Notes due 2034.
2026 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,000, $300,000,000 and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.05Section 2.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Twelfth Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities subordinated debentures to be issued under the Indenture, to be designated as the Company’s 1.1892.108% Senior Notes Subordinated Debentures due 2034.
2047 (b) the “Subordinated Debentures”). There are to be authenticated and delivered the Senior NotesSubordinated Debentures, initially limited in aggregate principal amount to ¥26,500,000,000, 60,000,000,000 and no further Senior Notes Subordinated Debentures shall be authenticated and delivered except as provided by Sections 2.05Section 2.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Second Supplemental Indenture; provided, however, that the Company may re-open this series of Subordinated Debentures and the aggregate principal amount of the Senior Notes Subordinated Debentures may be increased in the future with no limitfuture, without the consent of the holders of the Senior NotesSubordinated Debentures, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesSubordinated Debentures other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date following the issuance of any such additional Subordinated Debentures (which terms shall be set forth in a Board Resolution or supplemental indenture accompanying the Order pursuant to which any such additional Subordinated Debentures are authenticated). Any such additional Subordinated Debentures and the initial interest accrual date, Subordinated Debentures established pursuant hereto shall be considered collectively as a single class for all purposes of the Indenture; provided that no Event of Default such additional Subordinated Debentures are fungible for U.S. federal income tax purposes with respect to the Senior Notes shall have occurred and be continuingany then-existing Subordinated Debentures. The Senior Notes Subordinated Debentures shall be issued in fully registered form.
(c) . The Senior Notes Subordinated Debentures shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Subordinated Debentures shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note Subordinated Debenture shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1890.844% Senior Notes due 2034.
2033 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,00012,000,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Thirtieth Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date (as defined below) following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for United States federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1891.726% Senior Notes due 2034.
2030 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,00035,000,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Forty-First Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date (as defined below) following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for United States federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1891.682% Senior Notes due 2034.
2034 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,0007,700,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Fortieth Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date (as defined below) following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for United States federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1890.633% Senior Notes due 2034.
2031 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,00030,000,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Twenty-Ninth Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date (as defined below) following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for United States federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Sources: Supplemental Indenture (Aflac Inc)
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1891.048% Senior Notes due 2034.
2029 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,00013,000,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Thirty-Eighth Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date (as defined below) following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for United States federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Sources: Supplemental Indenture (Aflac Inc)
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1890.750% Senior Notes due 2034.
2032 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,00020,700,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Twenty-Fifth Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date (as defined below) following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for United States federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1890.932% Senior Notes due 2034.
2027 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,000, 60,000,000,000 and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.05Section 2.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Fourteenth Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for U.S. federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Sources: Supplemental Indenture (Aflac Inc)
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1891.075% Senior Notes due 2034.
2029 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,00033,400,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Thirty-Fourth Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date (as defined below) following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for United States federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Sources: Supplemental Indenture (Aflac Inc)
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1893.625% Senior Notes due 2034.
2024 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,000, $750,000,000 and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.05Section 2.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Ninth Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities to be issued under the Indenture, to be designated as follows: (i) the Company’s 1.1895.375% Senior Notes due 20342029 to be issued on the date hereof in connection with the Indigo Exchange Offer and (ii) 5.375% Senior Notes due 2029 if and when issued in exchange for Initial Notes in a Registered Exchange Offer accordance with the Registration Rights Agreement.
(b) There are to be authenticated and delivered $697,493,000 principal amount of Initial Notes on the Senior date hereof. Upon receipt of a Company Order, the Trustee shall authenticate for original issue Exchange Notes in exchange for Initial Notes, initially limited in ; provided that such Exchange Notes shall be issuable only upon the valid surrender for cancellation of Initial Notes of a like aggregate principal amount in accordance with a Registered Exchange Offer pursuant to ¥26,500,000,000the Registration Rights Agreement. Further, and no further Senior Notes shall from time to time thereafter there may be authenticated and delivered except as provided by Sections 2.05, 2.07, 2.11, 3.03 or 9.04 of the Original Indenture; provided, however, that the aggregate an unlimited principal amount of the Senior additional Notes may be increased in the future with no limit, without the consent of the holders of the Senior Notes, on the same terms and with the same CUSIP, ISIN and Common Code numbers as the Senior Notes, except for the issue price, Original Issue Date and, if applicable, the first Interest Payment Date and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes shall have occurred and be continuing. The Senior Notes shall be issued in fully registered formAdditional Securities.
(c) The Senior Notes shall be issued initially in the form of one or more Global Securities. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, shall be in substantially the form set forth out in Exhibit 1 to Appendix A hereto. The common depositary interest rate, Interest Payment Dates, record dates and maturity date of the Notes shall be as set forth in such form, the terms of which are incorporated herein by reference. The Depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”)Depository Trust Company.
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof (or any such other date as may be stated in such Note) or from the most recent Interest Payment Date date to which interest has been paid or duly provided for. Provisions relating to the Initial Notes and the Exchange Notes are set forth in Appendix A attached hereto, which is hereby incorporated in, and expressly made part of, this Second Supplemental Indenture. The Notes may have notations, legends or endorsements required by law, stock exchange rule, agreements to which the Company is subject, if any, or usage (provided that any such notation, legend or endorsement is in a form reasonably acceptable to the Company). The respective terms of the Notes set forth in Appendix A are part of the terms of this Second Supplemental Indenture.
(e) If and to the extent that the provisions of the Base Indenture are duplicative of, or in contradiction with, the provisions of this Second Supplemental Indenture, the provisions of this Second Supplemental Indenture shall govern.
Appears in 1 contract
Sources: Second Supplemental Indenture (Southwestern Energy Co)
Establishment. (a) There is hereby established a new series of Securities senior sustainability notes to be issued under the Indenture, to be designated as the Company’s 1.1891.125% Senior Sustainability Notes due 2034.
2026 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,000, $400,000,000 and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Twenty-Eighth Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date (as defined below) following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to on which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1891.264% Senior Notes due 2034.
2041 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,00010,000,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Thirty-Second Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date (as defined below) following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for United States federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1898.500% Senior Notes due 2034.
2019 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,000, $850,000,000 and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.05Section 2.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this First Supplemental Indenture; provided, however, that the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date following the issuance of any such additional Senior Notes (which terms shall be set forth in an Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1890.300% Senior Notes due 2034.
2025 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,00012,400,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Twenty-Third Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date (as defined below) following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for United States federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1892.369% Senior Notes due 2034.
2035 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,0009,500,000,000, and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.052.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Forty-Third Supplemental Indenture; provided, however, that the Company may re-open this series of Senior Notes and the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same ranking, interest rate, maturity date and other terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date (as defined below) following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture; provided that such additional Senior Notes are fungible for United States federal income tax purposes with any then-existing Senior Notes. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract
Establishment. (a) There is hereby established a new series of Securities senior notes to be issued under the Indenture, to be designated as the Company’s 1.1896.45% Senior Notes due 2034.
2040 (b) the “Senior Notes”). There are to be authenticated and delivered the Senior Notes, initially limited in aggregate principal amount to ¥26,500,000,000, $450,000,000 and no further Senior Notes shall be authenticated and delivered except as provided by Sections 2.05Section 2.8, 2.072.9, 2.11, 3.03 8.5 or 9.04 12.3 of the Original Indenture and the terms of this Third Supplemental Indenture; provided, however, that the aggregate principal amount of the Senior Notes may be increased in the future with no limitfuture, without the consent of the holders of the Senior Notes, on with the same terms and with the same CUSIP, CUSIP and ISIN and Common Code numbers as the Senior NotesNotes other than with respect to: (i) the date of issuance, except for (ii) the issue price, Original Issue Date and, if applicable, price and (iii) the date from which interest shall accrue and the amount of interest payable on the first Interest Payment Date following the issuance of any such additional Senior Notes (which terms shall be set forth in a Board Resolution accompanying the Order pursuant to which any such additional Senior Notes are authenticated). Any such additional Senior Notes and the initial interest accrual date, provided that no Event of Default with respect to the Senior Notes established pursuant hereto shall have occurred and be continuingconsidered collectively as a single class for all purposes of the Indenture. The Senior Notes shall be issued in fully registered form.
(c) . The Senior Notes shall be issued in the form of one or more Global SecuritiesSecurities (as defined below) in substantially the form set out in Exhibit A hereto. Each Global Security shall be deposited with, or on behalf of, a common depositary, and registered in the name The form of the nominee of the common depositary for the accounts of Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”). Each Global Security and the Trustee’s Certificate of Authentication thereof, for the Senior Notes shall be substantially in substantially the form set forth in Exhibit A B hereto. The common depositary with respect to the Senior Notes shall be The Bank of New York Mellon, London Branch (the “Common Depositary”).
(d) Each Senior Note shall be dated the date of authentication thereof and shall bear interest from the Original Issue Date date of original issuance thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for.
Appears in 1 contract