Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless be valid. (b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture. (c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver: (i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000, (ii) Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and (iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, after the following conditions have been met: (1) Receipt by the Trustee of a written order from the Company signed by an Officer specifying: (A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated, (B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes, (C) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and (D) other information the Company may determine to include or the Trustee may reasonably request. (2) In the case of Additional Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes. (3) In the case of Exchange Notes issued in an Exchange Offer, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 5 contracts
Sources: Indenture (Seagate Technology PLC), Indenture, Indenture (Seagate Technology PLC)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i1) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000250,000,000,
(ii2) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and,
(iii3) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, in each case after the following conditions have been met:
(1A) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(Ai) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(Bii) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(Ciii) in the case of Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(iv) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(Dv) such other information the Company may determine to include or the Trustee may reasonably request.; and
(2B) In the case of Additional Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange Offer, effectiveness of an The Exchange Offer Registration Statement shall have become effective and consummation of the Exchange Offer exchange offer thereunder shall have been consummated (and receipt by the Trustee of shall have received an Officers’ Certificate to that effectstating as such). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
(d) Initial Notes and any Additional Notes will be treated as a single class for all purposes under this Indenture and will vote together as one class on all matters; provided that if the Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes, the Additional Notes will have a separate CUSIP number.
Appears in 2 contracts
Sources: Indenture, Indenture (Rex Energy Corp)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer of each Issuer shall execute the Notes for the Company Issuers by facsimile or manual signature in the name and on behalf of the CompanyIssuers. If an Officer of an Issuer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company any Issuer may deliver Notes executed by the Company Issuers to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000200,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the CompanyIssuers, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order an Officers’ Certificate from the Company signed by an Officer each Issuer specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company Issuers may determine to include or the Trustee may reasonably request.
(2) In the case of Initial Additional Notes, receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes will be subject to Federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes are were not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notesissued.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 2 contracts
Sources: Indenture (DT Credit Company, LLC), Indenture (DT Acceptance Corp)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000550,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and,
(DE) other information the Company may determine to include or the Trustee may reasonably request; and
(F) that all conditions precedent to the issuance under the Indenture have been complied with.
(2) In the case of Additional Exchange Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange Offer, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 2 contracts
Sources: Indenture (Tarantula Ventures LLC), Indenture (Dupont Fabros Technology, Inc.)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000700,000,000,
(ii) Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer specifying:: 17
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange Offer, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 2 contracts
Execution and Authentication; Exchange Notes; Additional Notes. (a) An A Responsible Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an a Responsible Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Initial Additional Notes, receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes will be subject to federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes are were not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notesissued.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee. The Trustee shall have the right to decline to authenticate and deliver any Additional Notes under this Section if the Trustee, being advised in writing by counsel, determines that such action may not lawfully be taken or if the Trustee in good faith shall determine that such action would expose the Trustee to personal liability based upon the written advice of counsel.
Appears in 2 contracts
Sources: Indenture (Enova International, Inc.), Indenture (Cash America International Inc)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000750,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Companyspecified, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes Notes, or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Exchange Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange Offer, effectiveness of an Exchange Offer Registration Statement relating thereto and consummation of the Exchange Offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 2 contracts
Sources: Indenture (Sandridge Energy Inc), Indenture (Sandridge Energy Inc)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000225,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers' Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Initial Additional Notes, receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes will be subject to federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes are were not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notesissued.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ ' Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 2 contracts
Sources: Indenture (Roadway Corp), Indenture (Yellow Roadway Corp)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless shall still be valid.
(b) A Note will shall not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will shall authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000400,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company; provided, however, that if Additional Notes are not fungible for U.S. federal income tax purposes with the Initial Notes, or the Exchange Notes issued in exchange therefore, the Additional Notes will have a separate CUSIP number, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1A) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A1) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B2) whether the Notes are to be Initial NotesNotes or, Additional Notes or Exchange Notes,
(C3) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(4) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D5) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3B) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will shall be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Kodiak Oil & Gas Corp)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer or authorized signatory of the Company shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial 2020 Notes for original issue in the aggregate principal amount not to exceed $500,000,000,, and Initial 2023 Notes for original issue in the aggregate principal amount not to exceed $500,000,000;
(ii) Initial Additional Notes of either series from time to time for original issue in aggregate principal amounts specified by the Company, ; and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes of the same series in each case after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A) the amount and series of Notes to be authenticated and the date on which the Notes are to be authenticated,;
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,;
(C) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, ; and
(D) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Notes, if the Company determines that such Additional Notes are not fungible with the Original Initial Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate must bear different CUSIP number from and ISIN numbers than the Original NotesInitial Notes of such series.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000300,000,000,
(ii) Initial Additional Notes from time to time for original issue and any unlegended notes issued in exchange for such Initial Notes pursuant to Section 2.01(c) hereof in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue and any unlegended notes issued in exchange for such Initial Additional Notes pursuant to Section 2.01(c) hereof in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officer’s Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial NotesNotes or, Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4 and all steps required thereunder have been complied with,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In To the case of Additional Notesextent required by applicable tax regulations, if such Additional Notes that are issued with more than de minimis original issue discount and are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional other Notes shall have be issued under a separate CUSIP number from the Original Notesand shall be treated as a separate class for purposes of transfer and exchange.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Officer’s Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
(d) The Notes and any Additional Notes shall be treated as a single class for all purposes under this Indenture, other than as specified in clause (2) of Section 2.02(c), and shall vote together as one class on all matters with respect to the Notes.
Appears in 1 contract
Sources: Indenture (Spectrum Brands, Inc.)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i1) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,00080,000,000,
(ii2) Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii3) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1i) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C) in the case of Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably requestinclude.
(2) In the case of Additional Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(34) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
(d) Initial Notes and any Additional Notes will be treated as a single class for all purposes under the Indenture and will vote together as one class on all matters; provided that if the Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes, the Additional Notes will have a separate CUSIP number.
Appears in 1 contract
Sources: Indenture (SYNERGY RESOURCES Corp)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authenticationauthentication together with a written order for such authentication executed by the Company. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000,650,000,000;
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, ; and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, ; after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officer’s Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,;
(B) whether the Notes are to be Initial NotesNotes or, Additional Notes or Exchange Notes,;
(C) in the case of Initial Additional Notes, that the issuance of such Notes is permitted under this Indenture;
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, ; and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Notes, if such Additional Notes that are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional purposes with the Initial Notes shall have be issued under a separate CUSIP number from the Original Notesand shall be treated as a separate class for purposes of transfer and exchange.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer thereunder (and receipt by the Trustee of an Officers’ Officer’s Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
(d) The Original Notes and any Additional Notes shall be treated as a single class for all purposes under this Indenture, other than as specified in Section 2.02(c)(2), and shall vote together as one class on all matters with respect to the Notes.
Appears in 1 contract
Sources: Indenture (Molycorp, Inc.)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company each Issuer by facsimile or manual signature in the name and on behalf of the Companysuch Issuer. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee Authentication Agent manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company Issuers may deliver Notes executed by the Company Issuers to the Trustee Authentication Agent for authentication. The Trustee Authentication Agent will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000300,000,000 aggregate principal amount of the 2017 Notes and $300,000,000 aggregate principal amount of the 2019 Notes,
(ii) Initial Additional Notes of either series from time to time for original issue in aggregate principal amounts specified by the CompanyIssuers, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes of the same series after the following conditions have been met:
(1) Receipt by the Trustee and the Securities Administrator of a written order from the Company signed by an Officer Officers’ Certificate of each Issuer specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange NotesNotes and which series such Notes shall be a part of,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company Issuers may determine to include or the Trustee or the Securities Administrator may reasonably request.
(2) In the case of Additional Exchange Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange Offer, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee and the Securities Administrator of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the TrusteeSecurities Administrator.
Appears in 1 contract
Sources: Indenture (Cloud Peak Energy Inc.)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company Issuer by facsimile or manual signature in the name and on behalf of the CompanyIssuer. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company Issuer may deliver Notes executed by the Company Issuer to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000100,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts up to $100,000,000 specified by the CompanyIssuer, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1A) Receipt by the Trustee of a written order from the Company signed by an Officer Officers' Certificate specifying:
(A1) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B2) whether the Notes are to be Initial NotesNotes or, Additional Notes or Exchange Notes,
(C3) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(4) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D5) other information the Company Issuer may determine to include or the Trustee may reasonably request.
(2B) In the case of Initial Additional Notes, receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes will be subject to federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes are were not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notesissued.
(3C) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation Consummation (as defined in the Registration Rights Agreement) of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ ' Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless shall still be valid.
(b) A Note will shall not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will shall authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000650,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company; provided, however, that if Additional Notes are not fungible for U.S. federal income tax purposes with the Initial Notes, or the Exchange Notes issued in exchange therefore, the Additional Notes will have a separate CUSIP number, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1A) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A1) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B2) whether the Notes are to be Initial NotesNotes or, Additional Notes or Exchange Notes,
(C3) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(4) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D5) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3B) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will shall be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Kodiak Oil & Gas Corp)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer The Chairman of the Board of Directors, the Vice-Chairman of the Board of Directors, the President, the Treasurer or a Vice President of the General Partner, on behalf of the Operating Partnership, and of S▇ ▇▇▇▇▇, on behalf of itself and in its capacity as the sole general partner of S▇ ▇▇▇▇▇ OP, shall execute the Notes for the Company Operating Partnership and Co-Obligors by facsimile or manual signature in the name and on behalf of the CompanyOperating Partnership and Co-Obligors. If an Officer such officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company Operating Partnership and Co-Obligors may deliver Notes executed by the Company Operating Partnership and Co-Obligors to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000250,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the CompanyOperating Partnership and Co-Obligors, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 10,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information that all conditions precedent to the Company may determine to include or issuance under the Trustee may reasonably requestIndenture have been complied with.
(2) In the case of Additional Exchange Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange Offer, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled canceled by the Trustee.
Appears in 1 contract
Sources: Indenture (Sl Green Realty Corp)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer Two Officers shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000(Pounds)115,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes and Private Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers' Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes Notes, Exchange Notes, or Private Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Initial Additional Notes, receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes will be subject to federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes are were not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notesissued.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ ' Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes or Private Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Chesapeake Corp /Va/)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i1) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000600,000,000,
(ii2) Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii3) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(14) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C) in the case of Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(35) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
(d) Initial Notes, any Additional Notes and any Exchange Notes subsequently issued under the Indenture will be treated as a single class for all purposes under the Indenture and will vote together as one class on all matters; provided that if the Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes, the Additional Notes will have a separate CUSIP number.
Appears in 1 contract
Sources: Indenture (PDC Energy, Inc.)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000,300,000,000, and
(ii) Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time ; provided that with respect to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional any Notes, after prior to authenticating such Notes, the following conditions have been met:
(1) Receipt by Company shall provide to the Trustee of a written an authentication order from the Company signed by an Officer specifying:.
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Additional Notes,
(C) in the case of Additional Notes, that the issuance of such Additional Notes does not contravene Section 4.06,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes and delivery instructions for such Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange Offer, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Aci Worldwide, Inc.)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000115,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers' Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Notes or Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Initial Additional Notes, receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes will be subject to federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes are were not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notesissued.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ ' Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Playboy Enterprises Inc)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000700,000,000,
(ii) Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange Offer, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Seagate Technology PLC)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company Issuer by facsimile or manual signature in the name and on behalf of the CompanyIssuer. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company Issuer may deliver Notes executed by the Company Issuer to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000150,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts up to $150,000,000 specified by the CompanyIssuer, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1A) Receipt by the Trustee of a written order from the Company signed by an Officer Officers' Certificate specifying:
(A1) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B2) whether the Notes are to be Initial NotesNotes or, Additional Notes or Exchange Notes,
(C3) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(4) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D5) other information the Company Issuer may determine to include or the Trustee may reasonably request.
(2B) In the case of Initial Additional Notes, receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes will be subject to federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes are were not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notesissued.
(3C) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation Consummation (as defined in the Registration Rights Agreement) of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ ' Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000250,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial NotesNotes or, Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Initial Additional Notes, if such Additional Notes are not will be fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have purposes (and receipt by the Trustee of an Officers’ Certificate to that effect) or will bear a separate CUSIP number from the Original Notesnumber.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (J2 Global, Inc.)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company Issuer by facsimile or manual signature in the name and on behalf of the CompanyIssuer. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company Issuer may deliver Notes executed by the Company Issuer to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,00029,299,000,
(ii) Initial Additional Notes from time to time for original issue in the aggregate principal amounts specified by the CompanyIssuer, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1A) Receipt by the Trustee of a written order from the Company signed certificate, executed by an Officer specifying:
(A1) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B2) whether the Notes are to be Initial Notes, Initial Additional Notes or Exchange Notes,
(C3) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(4) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, ,
(5) whether the Notes are to be issued in denominations of $1.00 in excess of $2,000 principal amount or any multiple of $1,000 in excess thereof; and
(D6) other information the Company Issuer may determine to include or the Trustee may reasonably request.
(2B) In the case of Initial Additional Notes, if such Additional receipt by the Senior Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes are not fungible with the Original Notes for U.S. will be subject to federal income tax purposesin the same amounts, then in the same manner and at the same times as would have been the case if such Initial Additional Notes shall have a separate CUSIP number from the Original Noteswere not issued.
(3C) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation Consummation (as defined in the applicable Registration Rights Agreement) of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee, who will dispose of them in accordance with its normal procedures or the written instructions of the Issuer.
Appears in 1 contract
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000350,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Notes, if such Additional Notes that are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional purposes with the Original Notes shall have be issued under a separate CUSIP number from the Original Notesand shall be treated as a separate class for purposes of transfer and exchange.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). , Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
(4) The Original Notes and any Additional Notes shall be treated as a single class for all purposes under this Indenture, other than as specified in Section 2.02(c)(2), and shall vote together as one class on all matters with respect to the Notes.
Appears in 1 contract
Sources: Indenture (Ak Steel Holding Corp)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000700,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers' Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial NotesNotes or, Initial Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Initial Additional Notes, if such Additional receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes are not fungible with the Original Notes for U.S. will be subject to federal income tax purposesin the same amounts, then in the same manner and at the same times as would have been the case if such Initial Additional Notes shall have a separate CUSIP number from the Original Noteswere not issued.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ ' Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Vitro Sa De Cv)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000200.0 million,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officer’s Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Initial Additional Notes, receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes will be subject to federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes are were not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notesissued.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Officer’s Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000150,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers' Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Notes or Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Initial Additional Notes, receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes will be subject to federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes are were not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notesissued.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ ' Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed of $500,000,000,633,657,047, and
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and,
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, in each case after the following conditions have been met:
(1A) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A1) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B2) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C3) in the case of Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(4) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D5) such other information the Company may determine to include or the Trustee may reasonably request.; and
(2B) In the case of Additional Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange Offer, effectiveness of an An Exchange Offer Registration Statement shall have become effective and consummation of the Exchange Offer thereunder shall have been consummated (and receipt by the Trustee of shall have received an Officers’ Certificate to that effectstating as such). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
(d) The Initial Notes and any Additional Notes will be treated as a single class for all purposes under this Indenture and will vote together as one class on all matters; provided that if the Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes, the Additional Notes will have a separate CUSIP number.
Appears in 1 contract
Sources: Indenture (Rex Energy Corp)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000,400,000,000, and
(ii) Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
; provided that (iiiA) Exchange Notes from time with respect to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional any Notes, after prior to authenticating such Notes, the following conditions have been met:
(1) Receipt by Company shall provide to the Trustee of a written an authentication order from the Company signed by an Officer specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Additional Notes,
(C) in the case of Additional Notes, that the issuance of such Additional Notes does not contravene Section 4.06,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes and delivery instructions for such Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange Offer, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.; and
Appears in 1 contract
Sources: Indenture (Aci Worldwide, Inc.)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000365,500,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Companyspecified, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes Notes, or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Exchange Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange Offer, effectiveness of an Exchange Offer Registration Statement relating thereto and consummation of the Exchange Offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Sandridge Energy Inc)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless shall still be valid.
(b) A Note will shall not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will shall authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000350,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company; provided, however, that if Additional Notes are not fungible for U.S. federal income tax purposes with the Initial Notes, or the Exchange Notes issued in exchange therefore, the Additional Notes will have a separate CUSIP number, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1A) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A1) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B2) whether the Notes are to be Initial NotesNotes or, Additional Notes or Exchange Notes,
(C3) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(4) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D5) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3B) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will shall be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Kodiak Oil & Gas Corp)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000600,000,000,
(ii) Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene Section 4.06,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably requestinclude.
(2) In the case of Additional Exchange Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange Offer, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Digitalglobe, Inc.)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000750,000,000,
(ii) Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange Offer, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Seagate Technology PLC)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000600,000,000,
(ii) Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Initial Additional Notes, receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes will be subject to federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes are were not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notesissued.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Seagate Technology)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i1) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000400,000,000,
(ii2) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii3) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(14) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(35) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
(d) Initial Notes and any Additional Notes will be treated as a single class for all purposes under the Indenture and will vote together as one class on all matters; provided that if the Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes, the Additional Notes will have a separate CUSIP number.
Appears in 1 contract
Sources: Indenture (PDC Energy, Inc.)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee Authentication Agent manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee Authentication Agent for authentication. The Trustee Authentication Agent will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000400,000,000 aggregate principal amount of the Notes,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the CompanyCompany in accordance with Section 9.01(7), and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written an authentication order from and Officers’ Certificate of the Company signed by an Officer specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Exchange Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange Offer, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (SunCoke Energy, Inc.)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,0001,000,000,000,
(ii) Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal Federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Seagate Technology PLC)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $€500,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes in each case after the following conditions have been met:
(1A) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A1) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B2) whether the Notes are to be Initial NotesNotes or, Additional Notes or Exchange Notes,
(C3) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(4) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D5) other information the Company may determine to include or the Trustee may reasonably request.
(2B) In the case of Additional Notes, receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes will be subject to federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes are were not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notesissued.
(3C) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Molson Coors Brewing Co)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes of any series executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial 2008 Notes for original issue in the aggregate principal amount not to exceed $500,000,000375,000,000, and 2011 Notes for original issue in the aggregate principal amount not to exceed $375,000,000,
(ii) Initial Additional Notes of any series from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes of any series from time to time for issue in exchange for a like principal amount of the applicable series of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers' Certificate specifying:
(A) the amount and series of Notes to be authenticated and the date on which the such Notes are to be authenticated,
(B) whether the such Notes are to be Initial NotesNotes or, Additional Notes or Exchange Notes,
(C) whether in the case of Initial Additional Notes, that the issuance of such Notes are to be issued as one or more Global Notes or Certificated Notesdoes not contravene any provision of Article 4, and
(D) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Initial Additional Notes, receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes will be subject to federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes are were not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notesissued.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ ' Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Ipalco Enterprises Inc)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company Issuer by facsimile or manual signature in the name and on behalf of the CompanyIssuer. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless shall still be valid.
(b) A Note will shall not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company Issuer may deliver Notes executed by the Company Issuer to the Trustee for authentication. The Trustee will shall authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed of $500,000,00053,203,000 for the 2.00% Notes and $141,797,000 for the 5.00% Notes,
(ii) Initial Additional Notes of a series of Notes from time to time for original issue for such series and in the aggregate principal amounts specified by the CompanyIssuer, and
(iii) Exchange Notes of a series of Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes for such series after the following conditions have been met:
(1A) Receipt by the Trustee of a written order from the Company signed certificate, executed by an Officer specifying:
(A1) the series and amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B2) whether the Notes are to be Initial Notes, Initial Additional Notes or Exchange NotesNotes for such series,
(C3) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(4) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D5) other information the Company Issuer may determine to include or the Trustee may reasonably request.
(2B) In the case of Initial Additional Notes of a series of Notes, if receipt by the Trustee of an Opinion of Counsel confirming that the beneficial owners of the outstanding Notes of such Additional Notes are not fungible with the Original Notes for U.S. series shall be subject to United States federal income tax purposesin the same amounts, then in the same manner and at the same times as would have been the case if such Initial Additional Notes shall have a separate CUSIP number from the Original Notesof such series were not issued.
(3C) In the case of Exchange Notes issued in an Exchange Offerof a series of Notes, effectiveness of an Exchange Offer Registration Statement and consummation Consummation (as defined in the applicable Registration Rights Agreement) of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes of such series exchanged for Exchange Notes will of such series shall be cancelled by the Trustee, who shall dispose of them in accordance with its normal procedures or the written instructions of the Issuer.
Appears in 1 contract
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000350,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial NotesNotes or, Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Notes, if such Additional Notes that are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional purposes issued with more than de minimis original issue discount and are not fungible with other Notes shall have be issued under a separate CUSIP number from the Original Notesand shall be treated as a separate class for purposes of transfer and exchange.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
(d) The Notes and any Additional Notes shall be treated as a single class for all purposes under this Indenture, other than as specified in clause (2) of Section 2.02(c), and shall vote together as one class on all matters with respect to the Notes.
Appears in 1 contract
Sources: Indenture (Harbinger Group Inc.)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000355,000,000,
(ii) Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial NotesNotes or, Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene Section 4.06,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably requestinclude.
(2) In the case of Additional Exchange Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange Offer, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Digitalglobe Inc)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000825,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Companyspecified, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes Notes, or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Exchange Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange Offer, effectiveness of an Exchange Offer Registration Statement relating thereto and consummation of the Exchange Offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Sandridge Energy Inc)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial 2019 Notes for original issue in the aggregate principal amount not to exceed $500,000,000, and Initial 2020 Notes for original issue in the aggregate principal amount not to exceed $500,000,000,
(ii) Initial Additional Notes of either series from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes of the same series in each case after the following conditions have been met:
(1A) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A1) the amount and series of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B2) whether the Notes are to be Initial NotesNotes or, Additional Notes or Exchange Notes,
(C3) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(4) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D5) other information the Company may determine to include or the Trustee may reasonably request.
(2B) In the case of Additional Notes, receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes will be subject to federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes are were not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notesissued.
(3C) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Molson Coors Brewing Co)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will shall initially authenticate and deliver:
(i) Initial Notes for original issue on the Issue Date in the an aggregate principal amount not to exceed $500,000,000,
(ii) 350,000,000 upon a written order of the Company in the form of a Company Order. The Trustee shall authenticate Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) and Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, after the following conditions have been met:
(1) Receipt by the Trustee of in each case upon a written order from of the Company signed in the form of a Company Order in aggregate principal amount as specified in such order. At any time and from time to time after the execution and delivery of the Indenture, the Company may deliver Notes executed by an Officer specifyingthe Company to the Trustee for authentication. Each such Company Order shall specify:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Initial Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3d) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (PHH Corp)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000250,000,000,
(ii) Initial Additional Notes and Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Notes or Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably requestinclude.
(2) In the case of Additional Exchange Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange Offer, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
(d) All Notes issued under this Indenture shall be treated as a single class for all purposes under this Indenture, and shall vote together as one class on all matters with respect to the Notes, provided that if any Additional Notes are not fungible with the Notes for United States federal income tax or securities law purposes, such Additional Notes will have a separate CUSIP number.
Appears in 1 contract
Sources: Indenture (Ruby Tuesday Inc)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000375,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial NotesNotes or, Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Exchange Notes, if such Additional Notes are not fungible with receipt by the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from Trustee of an Officers’ Certificate regarding the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange Offer, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect)exchange offer thereunder. Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000750,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officer’s Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial NotesNotes or, Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4 and that such Additional Notes are permitted under the terms of the Intercreditor Agreement and the Collateral Trust Agreement and all steps required thereunder have been complied with,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In To the case of Additional Notesextent required by applicable tax regulations, if such Additional Notes that are issued with more than de minimis original issue discount and are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional other Notes shall have be issued under a separate CUSIP number from the Original Notesand shall be treated as a separate class for purposes of transfer and exchange.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Officer’s Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
(d) The Notes and any Additional Notes shall be treated as a single class for all purposes under this Indenture, other than as specified in clause (2) of Section 2.02(c), and shall vote together as one class on all matters with respect to the Notes.
Appears in 1 contract
Sources: Indenture (Spectrum Brands, Inc.)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000325,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, in each case, after the following conditions have been met:
(1A) Receipt by the Trustee of a written order from the Company signed by an Officer Officer’s Certificate specifying:
(A1) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B2) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C3) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(4) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D5) other information the Company may determine to include or the Trustee may reasonably request.
(2B) In the case of Initial Additional Notes, receipt by the Trustee of an Opinion of Counsel which shall state that the form and terms of such Notes have been established in accordance with this Indenture and that such Notes will constitute valid and legally binding obligations of the Company, enforceable in accordance with their terms.
(C) In the case of Additional Notes, if such the Additional Notes are not fungible with the Original other Notes for U.S. federal income tax purposes, then such the Additional Notes shall have trade under a separate CUSIP number from the Original Notesand shall be treated as a separate class for purposes of transfer and exchange.
(3D) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Officer’s Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Senior Notes for original issue in the aggregate principal amount not to exceed $500,000,000650,000,000,
(ii) Initial Senior Floating Rate Notes for original issue in the aggregate principal amount not to exceed $350,000,000,
(iii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified specified,
(iv) PIK Notes issued by the Company, Company as provided in Section 2.02(d) and
(iiiv) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes and any PIK Notes issued pursuant to Section 2.02(d) after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Senior Notes, Initial Senior Floating Rate Notes, Additional Senior Notes, Additional Senior Floating Rate Notes, PIK Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Initial Additional Notes, receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes will be subject to federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes are were not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notesissued.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement relating thereto and consummation of the Exchange Offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes (and any PIK Notes issued pursuant to Section 2.02(d)) exchanged for Exchange Notes will be cancelled by the Trustee.
(d) In connection with the payment of PIK Interest in respect of the Senior Notes, the Company is entitled to, without the consent of the Holders and without regard to Section 4.06 hereof, increase the outstanding principal amount of the Senior Notes or issue additional Senior Notes (the “PIK Notes”) under this Indenture on the same terms and conditions as the Senior Notes issued on the Issue Date (in each case, a “PIK Payment”). The Notes, including any PIK Notes, will be treated as a single class for all purposes under this Indenture, including waivers, amendments, redemptions and offers to purchase, except as provided in this Article 2 and Article 9 hereof. Unless the context requires otherwise, references to “Notes” for all purposes of this Indenture shall include any PIK Notes that are actually issued and any increase in the principal amount of the outstanding Senior Notes (including PIK Notes) as a result of a PIK Payment, and references to “principal amount” of the Notes or the Senior Notes include any increase in the principal amount of the outstanding Senior Notes (including PIK Notes) as a result of a PIK Payment.
Appears in 1 contract
Sources: Indenture (Sandridge Energy Inc)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,0001,000,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial NotesNotes or, Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Initial Additional Notes, receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes will be subject to federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes are were not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notesissued.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Medtronic Inc)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company Issuer by facsimile or manual signature in the name and on behalf of the CompanyIssuer. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Senior Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company Issuer may deliver Notes executed by the Company Issuer to the Senior Trustee for authentication. The Senior Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000200,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the CompanyIssuer, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1A) Receipt by the Senior Trustee of a written order from the Company signed certificate, executed by an Officer specifying:
(A1) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B2) whether the Notes are to be Initial Notes, Initial Additional Notes or Exchange Notes,
(C3) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(4) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D5) other information the Company Issuer may determine to include or the Senior Trustee may reasonably request.
(2B) In the case of Initial Additional Notes, if such Additional receipt by the Senior Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes are not fungible with the Original Notes for U.S. will be subject to federal income tax purposesin the same amounts, then in the same manner and at the same times as would have been the case if such Initial Additional Notes shall have a separate CUSIP number from the Original Noteswere not issued.
(3C) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation Consummation (as defined in the Registration Rights Agreement) of the Exchange Offer exchange offer thereunder (and receipt by the Senior Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Senior Trustee, who will dispose of them in accordance with its normal procedures or the written instructions of the Issuer.
Appears in 1 contract
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the NoteNote by an authorized signatory, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes of a series executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000600,000,000 aggregate principal amount of the 2018 Notes and $600,000,000 aggregate principal amount of the 2021 Notes,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes of the same series after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Initial Additional Notes, receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes will be subject to federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes are were not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notesissued.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not of up to exceed $500,000,00075,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1A) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A1) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B2) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C3) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(4) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D5) other information the Company may determine to include or the Trustee may reasonably request.
(2B) In the case of Initial Additional Notes, receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes will be subject to federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes are were not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notesissued.
(3C) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Note (Neenah Foundry Co)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed of $500,000,000600,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and,
(DE) other information the Company may determine to include or the Trustee may reasonably request; and
(F) that all conditions precedent to the issuance under the Indenture have been complied with.
(2) In the case of Additional Exchange Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange Offer, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company Issuer by facsimile or manual signature in the name and on behalf of the CompanyIssuer. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company Issuer may deliver Notes executed by the Company Issuer to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000100,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the CompanyIssuer, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1A) Receipt by the Trustee of a written order from the Company signed certificate, executed by an Officer specifying:
(A1) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B2) whether the Notes are to be Initial NotesNotes or, Additional Notes or Exchange Notes,
(C3) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene clause (c)(ii) above or any provision of Article 4,
(4) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D5) other information the Company Issuer may determine to include or the Trustee may reasonably request.
(2B) In the case of Initial Additional Notes, receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes will be subject to federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes are were not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notesissued.
(3C) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation Consummation (as defined in the Registration Rights Agreement) of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000100,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt receipt by the Trustee of a written order from the Company signed by an Officer Officers' Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2d) In the case of Additional The Initial Notes, if such any Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional and all Exchange Notes shall have be treated as a separate CUSIP number from the Original Notessingle class for all purposes under this Indenture, including waivers, amendments and redemptions.
(3) In the case of Exchange Notes issued in an Exchange Offer, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000100,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers' Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Notes or Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Initial Additional Notes, receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes will be subject to federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes are were not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notesissued.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ ' Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Range Resources Corp)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000450,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Companyspecified, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes Notes, or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Exchange Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange Offer, effectiveness of an Exchange Offer Registration Statement relating thereto and consummation of the Exchange Offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Sandridge Energy Inc)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time upon or after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000,250,000,000, and
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers' Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C) in the case of Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Initial Additional Notes, receipt by the Trustee of an Opinion of Counsel confirming that (subject to customary assumptions) the Holders of the outstanding Notes will be subject to federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes are were not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notesissued.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ ' Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Century Aluminum Co)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000300,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers' Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial NotesNotes or, Initial Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Initial Additional Notes, if such Additional receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes are not fungible with the Original Notes for U.S. will be subject to federal income tax purposesin the same amounts, then in the same manner and at the same times as would have been the case if such Initial Additional Notes shall have a separate CUSIP number from the Original Noteswere not issued.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ ' Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Vitro Sa De Cv)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000,1,000,000,000.
(ii) Initial Additional Notes from time to time for original issue and any unlegended notes issued in exchange for such Initial Notes pursuant to Section 2.01(c) hereof in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue and any unlegended notes issued in exchange for such Initial Additional Notes pursuant to Section 2.01(c) hereof in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officer’s Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial NotesNotes or, Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4 and all steps required thereunder have been complied with,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In To the case of Additional Notesextent required by applicable tax regulations, if such Additional Notes are not fungible with the Original other Notes for U.S. federal income tax purposes, then such the Additional Notes shall have be issued under a separate CUSIP number from the Original Notesand shall be treated as a separate class for purposes of transfer and exchange.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Officer’s Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
(d) The Notes and any Additional Notes shall be treated as a single class for all purposes under this Indenture, other than as specified in clause (2) of Section 2.02(c), and shall vote together as one class on all matters with respect to the Notes.
Appears in 1 contract
Sources: Indenture (SB/RH Holdings, LLC)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000,;
(ii) Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, ; and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, as the case may be, after the following conditions have been met:
(1) Receipt receipt by the Trustee of a written order from the Company signed by an Officer Officer’s Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Notes, receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes will be subject to United States federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes are were not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notesissued.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Officer’s Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Advance Auto Parts Inc)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000900,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Companyspecified, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes Notes, or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Exchange Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange Offer, effectiveness of an Exchange Offer Registration Statement relating thereto and consummation of the Exchange Offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Sandridge Energy Inc)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company Issuer by facsimile or manual signature in the name and on behalf of the CompanyIssuer. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company Issuer may deliver Notes executed by the Company Issuer to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000150,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts up to $50,000,000 specified by the CompanyIssuer, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1A) Receipt by the Trustee of a written order from the Company signed by an Officer Officers' Certificate specifying:
(A1) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B2) whether the Notes are to be Initial NotesNotes or, Additional Notes or Exchange Notes,
(C3) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(4) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D5) other information the Company Issuer may determine to include or the Trustee may reasonably request.
(2B) In the case of Initial Additional Notes, receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes will be subject to federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes are were not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notesissued.
(3C) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation Consummation (as defined in the Registration Rights Agreement) of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ ' Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000750,000,000,
(ii) Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal Federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Seagate Technology PLC)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed of $500,000,000225,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1A) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A1) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B2) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C3) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(4) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D5) other information the Company may determine to include or the Trustee may reasonably request.
(2B) In the case of Initial Additional Notes, receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes will be subject to federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes are were not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notesissued.
(3C) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Neenah Foundry Co)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) Article 2 A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed (A) $500,000,000250,000,000 in the case of the 2006 Notes and (B) $500,000,000 in the case of the 2011 Notes,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1A) Receipt by the Trustee of a written order from the Company signed by an Officer specifying:Officers' Certificate
(AB) specifying the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B1) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C2) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(3) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D4) other information the Company may determine to include or the Trustee may reasonably request.
(25) In the case of Initial Additional Notes, receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes will be subject to federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes are were not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notesissued.
(3C) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ ' Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
(D) In any case contemplated by this Section 2.02, receipt by the Trustee of an Opinion of Counsel and Trustee's Certificate pursuant to Section 10.04 hereof.
Appears in 1 contract
Sources: Indenture (Toys R Us Inc)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company Issuer by facsimile or manual signature in the name and on behalf of the CompanyIssuer. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Senior Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company Issuer may deliver Notes executed by the Company Issuer to the Senior Trustee for authentication. The Senior Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000300,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the CompanyIssuer, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1A) Receipt by the Senior Trustee of a written order from the Company signed certificate, executed by an Officer specifying:
(A1) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B2) whether the Notes are to be Initial Notes, Initial Additional Notes or Exchange Notes,
(C3) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(4) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D5) other information the Company Issuer may determine to include or the Senior Trustee may reasonably request.
(2B) In the case of Initial Additional Notes, if such Additional receipt by the Senior Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes are not fungible with the Original Notes for U.S. will be subject to federal income tax purposesin the same amounts, then in the same manner and at the same times as would have been the case if such Initial Additional Notes shall have a separate CUSIP number from the Original Noteswere not issued.
(3C) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation Consummation (as defined in the Registration Rights Agreement) of the Exchange Offer exchange offer thereunder (and receipt by the Senior Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Senior Trustee, who will dispose of them in accordance with its normal procedures or the written instructions of the Issuer.
Appears in 1 contract
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i1) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000,
(ii2) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii3) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(14) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(35) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
(d) Initial Notes and any Additional Notes will be treated as a single class for all purposes under the Indenture and will vote together as one class on all matters; provided that if the Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes, the Additional Notes will have a separate CUSIP number.
Appears in 1 contract
Sources: Indenture (PDC Energy, Inc.)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000200,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officer’s Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial NotesNotes or, Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Notes, if such Additional Notes that are for U.S. federal income tax purposes issued with more than de minimis original issue discount and are not fungible with the Original other Notes for U.S. federal income tax purposes, then such Additional Notes purposes shall have be issued under a separate CUSIP number from the Original Notesand shall be treated as a separate class for purposes of transfer and exchange.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the exchange of Exchange Offer thereunder Notes for Initial Notes or Initial Additional Notes (and receipt by the Trustee of an Officers’ Officer’s Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
(d) The Notes and any Additional Notes shall be treated as a single class for all purposes under this Indenture, other than as specified in clause (2) of Section 2.02(c), and shall vote together as one class on all matters with respect to the Notes.
Appears in 1 contract
Sources: Indenture (Harbinger Group Inc.)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000300,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, in each case, after the following conditions have been met:
(1A) Receipt by the Trustee of a written order from the Company signed by an Officer Officers' Certificate specifying:
(A1) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B2) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C3) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(4) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and,
(D5) other information the Company may determine to include or the Trustee may reasonably request., and
(26) In in the case of Initial Additional Notes, receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes will be subject to federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes are were not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notesissued.
(3B) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ ' Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
(C) In any case contemplated by this Section 2.02, receipt by the Trustee of an Opinion of Counsel and Trustee's Certificate pursuant to Section 10.04 hereof.
Appears in 1 contract
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company Issuer by facsimile or manual signature in the name and on behalf of the CompanyIssuer. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company Issuer may deliver Notes executed by the Company Issuer to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000150,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the CompanyIssuer (provided that the aggregate principal amount of Notes outstanding hereunder may not exceed $300,000,000 at any time), and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1A) Receipt by the Trustee of a written order from the Company signed certificate, executed by an Officer specifying:
(A1) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B2) whether the Notes are to be Initial NotesNotes or, Additional Notes or Exchange Notes,
(C3) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene clause (c)(ii) above or any provision of Article 4,
(4) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D5) other information the Company Issuer may determine to include or the Trustee may reasonably request.
(2B) In the case of Initial Additional Notes, receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes will be subject to federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes are were not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notesissued.
(3C) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation Consummation (as defined in the Registration Rights Agreement) of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000175,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers' Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Notes or Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene Section 4.06,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Initial Additional Notes, receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes will be subject to federal income tax in the same amounts, in the same manner and at the same times as would have been the case if such Additional Notes are were not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notesissued.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ ' Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer or authorized signatory of the Company shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial 2025 Notes for original issue in the aggregate principal amount not to exceed $500,000,000,600,000,000;
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, ; and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes in each case after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,;
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,;
(C) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, ; and
(D) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Notes, if the Company determines that such Additional Notes are not fungible with the Original Initial Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate must bear different CUSIP number from and ISIN numbers than the Original Initial Notes.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company Issuer by facsimile or manual signature in the name and on behalf of the CompanyIssuer. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company Issuer may deliver Notes executed by the Company Issuer to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000785,000,000,
(ii) Additional Notes (other than Exchange Notes) from time to time for original issue in the aggregate principal amounts specified by the CompanyIssuer, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1A) Receipt by the Trustee of a written order from the Company signed certificate, executed by an Officer specifying:
(A1) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B2) whether the Notes are to be Initial Notes, Initial Additional Notes or Exchange Notes,
(C3) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(4) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D5) other information the Company Issuer may determine to include or the Trustee may reasonably request.
(2B) In the case of Initial Additional Notes, if such Additional receipt by the Trustee of an Opinion of Counsel confirming that the Holders of the outstanding Notes are not fungible with the Original Notes for U.S. will be subject to federal income tax purposesin the same amounts, then in the same manner and at the same times as would have been the case if such Initial Additional Notes shall have a separate CUSIP number from the Original Noteswere not issued.
(3C) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation Consummation (as defined in the applicable Registration Rights Agreement) of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee, who will dispose of them in accordance with its normal procedures or the written instructions of the Issuer.
Appears in 1 contract
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000600,000,000,
(ii) Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal Federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Seagate Technology PLC)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i1) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000325,000,000,
(ii2) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and,
(iii3) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, in each case after the following conditions have been met:
(1A) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(Ai) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(Bii) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(Ciii) in the case of Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(iv) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(Dv) such other information the Company may determine to include or the Trustee may reasonably request.; and
(2B) In the case of Additional Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange Offer, effectiveness of an An Exchange Offer Registration Statement shall have become effective and consummation of the Exchange Offer thereunder shall have been consummated (and receipt by the Trustee of shall have received an Officers’ Certificate to that effectstating as such). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
(d) Initial Notes and any Additional Notes will be treated as a single class for all purposes under this Indenture and will vote together as one class on all matters; provided that if the Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes, the Additional Notes will have a separate CUSIP number.
Appears in 1 contract
Sources: Indenture (Rex Energy Corp)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,0001,000,000,000,
(ii) Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(D) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange Offer, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
Appears in 1 contract
Sources: Indenture (Seagate Technology PLC)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000565,000,000,
(ii) Initial Additional Notes and Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial NotesNotes or, Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably requestinclude.
(2) In the case of Additional Exchange Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange Offer, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
(d) All Notes issues under this Indenture shall be treated as a single class for all purposes under this Indenture, and shall vote together as one class on all matters with respect to the Notes.
Appears in 1 contract
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company Issuer by facsimile or manual signature in the name and on behalf of the CompanyIssuer. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature being conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company Issuer may deliver Notes executed by the Company Issuer to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000825,000,000,
(ii) Initial Additional Notes and Additional Notes from time to time for original issue in aggregate principal amounts specified by the CompanyIssuer, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate (an “Authentication Order”) specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial Notes, Additional Notes or Exchange Notes,
(C) in the case of Additional Notes, that the issuance of such Notes does not contravene any provision of Article IV hereof,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company Issuer may determine to include or the Trustee may reasonably requestinclude.
(2) In the case of Additional Exchange Notes, if such Additional Notes are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional Notes shall have a separate CUSIP number from the Original Notes.
(3) In the case of Exchange Notes issued in an Exchange Offer, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
(d) All Notes issued under this Indenture shall be treated as a single class for all purposes under this Indenture, and shall vote together as one class on all matters with respect to the Notes.
Appears in 1 contract
Sources: Indenture (DineEquity, Inc)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this Indenture.
(c) At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000,250,000,000.
(ii) Initial Additional Notes from time to time for original issue and any unlegended notes issued in exchange for such Initial Notes pursuant to Section 2.01(c) hereof in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue and any unlegended notes issued in exchange for such Initial Additional Notes pursuant to Section 2.01(c) hereof in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officer’s Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial NotesNotes or, Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4 and all steps required thereunder have been complied with,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In To the case of Additional Notesextent required by applicable tax regulations, if such Additional Notes are not fungible with the Original other Notes for U.S. federal income tax purposes, then such the Additional Notes shall have be issued under a separate CUSIP number from the Original Notesand shall be treated as a separate class for purposes of transfer and exchange.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Officer’s Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
(d) The Notes and any Additional Notes shall be treated as a single class for all purposes under this Indenture, other than as specified in clause (2) of Section 2.02(c), and shall vote together as one class on all matters with respect to the Notes.
Appears in 1 contract
Sources: Indenture (SB/RH Holdings, LLC)
Execution and Authentication; Exchange Notes; Additional Notes. (a) An Officer shall execute the Notes for the Company by facsimile or manual signature in the name and on behalf of the Company. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note will nevertheless still be valid.
(b) A Note will not be valid until the Trustee manually signs the certificate of authentication on the Note, with the signature conclusive evidence that the Note has been authenticated under this the Indenture.
(c) At any time and from time to time after the execution and delivery of this the Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication. The Trustee will authenticate and deliver:
(i) Initial Notes for original issue in the aggregate principal amount not to exceed $500,000,000700,000,000,
(ii) Initial Additional Notes from time to time for original issue in aggregate principal amounts specified by the Company, and
(iii) Exchange Notes from time to time for issue in exchange for a like principal amount of Initial Notes or Initial Additional Notes, Notes after the following conditions have been met:
(1) Receipt by the Trustee of a written order from the Company signed by an Officer Officers’ Certificate specifying:
(A) the amount of Notes to be authenticated and the date on which the Notes are to be authenticated,
(B) whether the Notes are to be Initial NotesNotes or, Additional Notes or Exchange Notes,
(C) in the case of Initial Additional Notes, that the issuance of such Notes does not contravene any provision of Article 4,
(D) whether the Notes are to be issued as one or more Global Notes or Certificated Notes, and
(DE) other information the Company may determine to include or the Trustee may reasonably request.
(2) In the case of Additional Notes, if such Additional Notes that are not fungible with the Original Notes for U.S. federal income tax purposes, then such Additional purposes issued with more than de minimis original issue discount and are not fungible with other Notes shall have be issued under a separate CUSIP number from the Original Notesand shall be treated as a separate class for purposes of transfer and exchange.
(3) In the case of Exchange Notes issued in an Exchange OfferNotes, effectiveness of an Exchange Offer Registration Statement and consummation of the Exchange Offer exchange offer thereunder (and receipt by the Trustee of an Officers’ Certificate to that effect). Initial Notes or Initial Additional Notes exchanged for Exchange Notes will be cancelled by the Trustee.
(d) The Notes and any Additional Notes shall be treated as a single class for all purposes under this Indenture, other than as specified in clause (2) of Section 2.02(c), and shall vote together as one class on all matters with respect to the Notes.
Appears in 1 contract
Sources: Indenture (Harbinger Group Inc.)