Indenture. The Issuer issued the Notes under an Indenture dated as of February 7, 2024 (the “Indenture”), among the Issuer, the Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agent. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenture.] The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 2 contracts
Sources: Indenture (Talos Energy Inc.), Indenture (Talos Energy Inc.)
Indenture. The Issuer issued the Notes under an Indenture dated as of February 7September 27, 2024 2016 (the “Indenture”), among the Issuer, Alcoa Upstream Corporation (the Guarantors party thereto “Company”), a Delaware corporation, and Wilmington Trust, National Association, as trustee and collateral agentthe Trustee. Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, Indenture and the holders (as defined in the Indenture) Holders are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured unsecured obligations of the Issuer. [This Note is one The Issuer shall be entitled to issue Additional Notes pursuant to Section 2.15 of the Initial Notes referred to in the Indenture.] The Notes include the Initial Notes and any Additional Notes. The Initial Original Notes of a Series and any Additional Notes are of such Series shall be treated as a single class for all purposes of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Company, the Issuer and its Restricted Subsidiaries certain of their subsidiaries to, among other things, incur, assume or guarantee debt or issue certain disqualified equity interests and preferred shares; pay dividends on or make other distributions in respect of capital stock and make other restricted payments and investments; sell or transfer certain Investments and other Restricted Payments, Incur Indebtedness, assets; create liens on assets to secure debt; enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens affiliates; and make Asset Salesrestrict dividends and other payments. The Indenture also imposes limitations on the ability of the Company, the Issuer and each the Subsidiary Guarantor Guarantors to consolidate consolidate, amalgamate or merge with or into any other Person or convey, transfer or lease all or substantially all of its their property. To guarantee the due and punctual payment of the principal of, and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have Company has unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured unsecured basis pursuant to the terms of the Indenture. Certain other subsidiaries of the Company are required to guarantee the Guaranteed Obligations on or after the Distribution Date, subject to the limitations set forth in the Indenture.
Appears in 2 contracts
Sources: Indenture (Alcoa Upstream Corp), Indenture (Alcoa Inc.)
Indenture. The Issuer issued the Notes under an Indenture dated as of February 7March 4, 2024 2005 (the “"Indenture”"), among the Issuer, Issuer and the Guarantors party thereto Trustee. The terms of the Notes include those stated in the Indenture and Wilmington Trust, National Association, those made part of the Indenture by reference to the Trust Indenture Act of 1939 as trustee and collateral agentin effect on the date of the Indenture (the "TIA"). Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured unsecured obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional Notes. The Exchange Notes issued in exchange for Initial Notes and any Additional Notes are treated as a single class of securities under pursuant to the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its the Issuer's Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of the Issuer and such capital stock of Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur incur Liens and make Asset Salesasset sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 2 contracts
Sources: Indenture (Rural Metro Corp /De/), Indenture (Rural Metro Corp /De/)
Indenture. The Issuer Issuers issued the Notes Securities under an Indenture dated as of February 75, 2024 2020 (the “Indenture”), among the IssuerIssuers, the Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agentthe Trustee. Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes Securities are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) Holders are referred to the Indenture for a statement of such terms and provisions. If and to To the extent that any provision of the Notes limits, qualifies or this Security conflicts with a provision the express provisions of the Indenture, such provision the provisions of the Indenture shall controlgovern and be controlling. The Notes Securities are senior secured unsecured obligations of the IssuerIssuers. [This Note Security is one of the Initial Notes Securities referred to in the Indenture.] The Notes include . On and after the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under Issue Date, the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain pay dividends and distributions by such Restricted Subsidiariesother distributions, incur Indebtedness, issue or sell certain Capital Stock shares of capital stock of the Issuer Company and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur incur Liens and make Asset Salesasset sales. The Indenture also imposes limitations on the ability of the Issuer Company and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes Securities and all other amounts payable by the Issuer Issuers under the Indenture and the Notes Securities when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes Securities and the Indenture, the Guarantors have have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 2 contracts
Sources: Indenture (Albertsons Companies, Inc.), Indenture (Albertsons Companies, Inc.)
Indenture. The Issuer Company issued the Notes under an Indenture dated as of February 7September 6, 2024 2016 (the “Indenture”), ) among the IssuerCompany, the Subsidiary Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agent. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicatedTrustee. The Notes are subject to all the terms and provisions of the Indenture, and the holders (as defined in the Indenture) Holders are referred to the Indenture for a statement of such terms and provisionsterms. If and The Notes are secured obligations of the Company subject to the extent that any provision Priority Liens securing the Priority Lien Obligations and the Permitted Collateral Liens. In the event of a conflict between the Notes limitsIndenture and this Note, qualifies or conflicts with a provision of the Indenture, such provision terms of the Indenture shall control. The Notes are senior secured obligations terms of the Issuer. [This Note is one Notes include those stated in the Indenture and those made part of the Initial Notes referred Indenture by reference to the Trust Indenture Act of 1939, as amended (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture.] . The Notes include are subject to all such terms, and the Initial Notes Holders are referred to the Indenture and any Additional Notes. The Initial Notes and any Additional Notes are treated as the TIA for a single class statement of securities under the Indenturethose terms. The Indenture imposes certain limitations on the ability of the Issuer Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of certain Capital Stock capital stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Company or any Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its propertythe Property of the Company or any Subsidiary Guarantor. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer Company under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Subsidiary Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured joint and several basis pursuant to the terms of the Indenture.
Appears in 2 contracts
Sources: Indenture (Comstock Oil & Gas, LP), Indenture (Comstock Oil & Gas, LP)
Indenture. The Issuer issued the Notes under an Indenture dated as of February 7November 3, 2024 2016 (the “Indenture”), among the Issuer, the Subsidiary Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agentthe Trustee. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The terms of the Notes include those stated in the Indenture. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured unsecured obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of certain Capital Stock capital stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Subsidiary Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis unsecured basis, pursuant to the terms of the Indenture.
Appears in 2 contracts
Sources: Indenture (Rackspace Technology, Inc.), Indenture (Rackspace Technology, Inc.)
Indenture. The Issuer Company issued the Notes under an Indenture dated as of February 7, 2024 2016 (the “Indenture”), ) among the IssuerCompany, the Subsidiary Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agent. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicatedTrustee. The Notes are subject to all the terms and provisions of the Indenture, and the holders (as defined in the Indenture) Holders are referred to the Indenture for a statement of such terms and provisionsterms. If and The Notes are secured obligations of the Company subject to the extent that any provision Priority Liens securing the Priority Lien Obligations and the Permitted Collateral Liens. In the event of a conflict between the Notes limitsIndenture and this Note, qualifies or conflicts with a provision of the Indenture, such provision terms of the Indenture shall control. The Notes are senior secured obligations terms of the Issuer. [This Note is one Notes include those stated in the Indenture and those made part of the Initial Notes referred Indenture by reference to the Trust Indenture Act of 1939, as amended (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture.] . The Notes include are subject to all such terms, and the Initial Notes Holders are referred to the Indenture and any Additional Notes. The Initial Notes and any Additional Notes are treated as the TIA for a single class statement of securities under the Indenturethose terms. The Indenture imposes certain limitations on the ability of the Issuer Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of certain Capital Stock capital stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Company or any Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its propertythe Property of the Company or any Subsidiary Guarantor. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer Company under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Subsidiary Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured joint and several basis pursuant to the terms of the Indenture.
Appears in 2 contracts
Sources: Indenture (Comstock Oil & Gas, LP), Indenture (Comstock Oil & Gas, LP)
Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of February 7June 16, 2024 2022 (the “Indenture”), among the IssuerIssuers, the Guarantors party thereto thereto, the Second Lien Trustee and Wilmington Trust, National Association, as trustee and collateral agentthe Second Lien Collateral Agent. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured secured, unsubordinated obligations of the IssuerIssuers. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are may, at the Issuers’ option, be treated as a single class of securities for all purposes under the Indenture, including, without limitation, waivers, amendments, redemptions and offers to purchase; 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, if applicable. The Indenture imposes certain limitations on the ability of the Issuer Parent and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiariesdistributions, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer Issuers and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To The Guarantors (including each Wholly Owned Restricted Subsidiary of the Parent that is required to guarantee the due and punctual payment Guaranteed Obligations pursuant to Section 4.11 of the principal Indenture) shall jointly and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed severally guarantee the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 2 contracts
Sources: Indenture (Mallinckrodt PLC), Indenture (Mallinckrodt PLC)
Indenture. The Issuer issued the Notes under an Indenture dated as of February 7, 2024 (the “Indenture”), among the Issuer, the Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agent. Capitalized terms used herein are used as in this Warrant Certificate and not otherwise defined shall have the meanings ascribed thereto in the Warrant Indenture, unless otherwise indicated. The Notes are subject to all terms and In the event of any inconsistency between the provisions of the Indenture, Warrant Indenture (and any amendments thereto and instruments supplemental thereto) and the holders (as defined in provisions of this Warrant Certificate, the Indenture) are referred provisions of the Warrant Indenture shall prevail. Subject to the Indenture for a statement of such terms and provisions. If and to any restriction under applicable law or policy of any applicable regulatory body, the extent that any provision of Warrants and Warrant Certificates and the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture rights thereunder shall control. The Notes are senior secured obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenture.] The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable only be transferable by the Issuer under registered holder hereof in compliance with the conditions prescribed in the Indenture and the Notes when due completion, execution and delivery of a Transfer Form (as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to attached hereto) in accordance with the terms of the Indenture. Upon due exercise of the Warrants represented by this Warrant Certificate and payment of the Exercise Price, the Company shall cause to be issued, within five (5) Business Days after the exercise of Warrants represented by this Warrant Certificate, to the person(s) in whose name(s) the Common Shares so subscribed for are to be issued, the number of Common Shares, as fully paid and non-assessable and Certificate(s) representing such Common Shares and such person(s) shall become a holder in respect of such Common Shares with effect from the date of such exercise and upon the due surrender of this Warrant Certificate. The Warrant Indenture provides for adjustment in the number of Common Shares to be delivered upon exercise of the right of purchase hereby granted and to the Exercise Price in certain events therein set forth. The Warrants represented hereby and the Common Shares issuable upon the exercise hereof, have not been registered under the United States Securities Act of 1933, as amended, or applicable state securities laws, and the Warrants evidenced by this Warrant Certificate may not be exercised unless the Holder hereof provides the Company with a written certification in the form as set forth on the Subscription Form on the reverse side of this Warrant Certificate. The Warrants and the Warrant Indenture shall be governed by and performed, construed and enforced in accordance with the laws of the Province of Ontario and the federal laws applicable therein and shall be treated in all respects as Ontario contracts. Time shall be of the essence hereof and of the Warrant Indenture. This Warrant Certificate shall not be valid for any purpose until it has been certified by or on behalf of the Warrant Agent for the time being under the Warrant Indenture.
Appears in 2 contracts
Sources: Warrant Indenture, Warrant Indenture
Indenture. The Issuer Issuers issued the Notes Securities under an Indenture dated as of February 7August 31, 2024 2020 (the “Indenture”), among the IssuerIssuers, the Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agentthe Trustee. Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes Securities are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) Holders are referred to the Indenture for a statement of such terms and provisions. If and to To the extent that any provision of the Notes limits, qualifies or this Security conflicts with a provision the express provisions of the Indenture, such provision the provisions of the Indenture shall controlgovern and be controlling. The Notes Securities are senior secured unsecured obligations of the IssuerIssuers. [This Note Security is one of the Initial Notes Securities referred to in the Indenture.] The Notes include . On and after the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under Issue Date, the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain pay dividends and distributions by such Restricted Subsidiariesother distributions, incur Indebtedness, issue or sell certain Capital Stock shares of capital stock of the Issuer Company and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur incur Liens and make Asset Salesasset sales. The Indenture also imposes limitations on the ability of the Issuer Company and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes Securities and all other amounts payable by the Issuer Issuers under the Indenture and the Notes Securities when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes Securities and the Indenture, the Guarantors have have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 2 contracts
Sources: Indenture (Albertsons Companies, Inc.), Indenture (Albertsons Companies, Inc.)
Indenture. The Issuer Company issued the Notes under an the Indenture dated as of February 7April 17, 2024 2013 (the “Indenture”), ) among the IssuerCompany, the Guarantors party thereto and Wilmington Trust, National Association, as trustee the Trustee. The terms of the Notes include those stated in the Indenture and collateral agentthose made part of the Indenture by reference to the TIA. Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all the terms and provisions of the Indenture, and the holders (as defined in the Indenture) Holders are referred to the Indenture for a statement of such terms and provisionsterms. If and to To the extent that any provision of the Notes limits, qualifies or this Note conflicts with a provision the express provisions of the Indenture, such provision the provisions of the Indenture shall controlgovern and be controlling. The Notes are unsecured senior secured obligations of the IssuerCompany. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional NotesNotes issued in exchange for Initial Notes or Additional Notes pursuant to the Indenture. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur incur Liens and make Asset Salesenter into sale and leaseback transactions. The Indenture also imposes limitations on the ability of the Issuer Company and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee Guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer Company under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have have, jointly and severally, unconditionally guaranteed Guaranteed the Guaranteed Obligations pursuant to the terms obligations of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee Company under the Guaranteed Obligations Notes on a an unsecured senior secured basis pursuant to the terms of the Indenture.
Appears in 2 contracts
Sources: Indenture (Sensata Technologies Holding PLC), Indenture (Sensata Technologies Holding N.V.)
Indenture. The Issuer issued the Notes under an Indenture dated as of February 7December 24, 2024 2008 (the “Indenture”), among the Issuer, the Guarantors party thereto Parent Guarantor and Wilmington Trust, National Association, the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa 77bbbb) as trustee and collateral agentin effect on the date of the Indenture (the “TIA”). Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. provisions The Notes are second-priority senior secured obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes, any Additional Notes and any Exchange Notes issued in exchange for the Initial Notes or any Additional NotesNotes pursuant to the Indenture. The Initial Notes, any Additional Notes and any Additional Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of capital stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and Issuer, each Subsidiary Pledgor and the Parent Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have Parent Guarantor has unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured unsecured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (Gnoc Corp.)
Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of February 7April 24, 2024 2012 (the “Indenture”), among the IssuerIssuers, the Subsidiary Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agentthe Trustee. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured unsecured obligations of the IssuerIssuers. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Holdings and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of the Issuer capital stock of Holdings and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the each Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer Issuers under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Subsidiary Guarantors have unconditionally guaranteed the Subsidiary Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Subsidiary Guaranteed Obligations Obligations, which such Subsidiary Guarantees shall be on a senior secured unsecured basis from the Escrow Release Date, pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (MBOW Four Star, L.L.C.)
Indenture. The Issuer issued the Notes under an Indenture dated as of February 7March 24, 2024 2021 (the “Indenture”), among the Issuer, Alcoa Corporation (the “Company”), a Delaware corporation, the Subsidiary Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agentthe Trustee. Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, Indenture and the holders (as defined in the Indenture) Holders are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured unsecured obligations of the Issuer. [This Note is one The Issuer shall be entitled to issue Additional Notes pursuant to Section 2.15 of the Initial Notes referred to in the Indenture.] The Notes include the Initial Notes and any Additional Notes. The Initial Original Notes and any Additional Notes are shall be treated as a single class for all purposes of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Company, the Issuer and its Restricted Subsidiaries certain of their subsidiaries to, among other things, make create liens on certain Investments assets to secure debt and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends sale and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Salesleaseback transactions. The Indenture also imposes limitations on the ability of the Company, the Issuer and each the Subsidiary Guarantor Guarantors to consolidate consolidate, amalgamate or merge with or into any other Person or convey, transfer or lease all or substantially all of its their property. To guarantee the due and punctual payment of the principal of, and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Company and the Subsidiary Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured unsecured basis pursuant to the terms of the Indenture. Certain other subsidiaries of the Company will be required to guarantee the Guaranteed Obligations on or after the Issue Date, subject to the limitations set forth in the Indenture.
Appears in 1 contract
Sources: Indenture (Alcoa Corp)
Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of February 7May 21, 2024 (the “Indenture”), among the IssuerIssuers, ▇▇▇▇▇▇▇ Motion Inc., a Delaware corporation and the direct or indirect parent of each Issuer (“Holdings”), the Subsidiary Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agentthe Trustee. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The terms of the Notes include those stated in the Indenture. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured unsecured obligations of the IssuerIssuers. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are may, at the Issuers’ option, be treated as a single class of securities for all purposes under the Indenture, including, without limitation, waivers, amendments, redemptions and offers to purchase; 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, if applicable. The Indenture imposes certain limitations on the ability of Holdings, the Issuer Issuers and its the other Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of certain Capital Stock capital stock of the Issuer Issuers and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of Holdings, the Issuer Issuers and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer Issuers under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, Holdings and the Subsidiary Guarantors have unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis pursuant to the terms of the Indenture and any additional Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis unsecured basis, pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (Garrett Motion Inc.)
Indenture. The Issuer issued the Notes under an Indenture dated as of February 7May 19, 2024 2011 (the “Indenture”), among the Issuer, the Subsidiary Guarantors party thereto and Wilmington Trust, National Association, the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as trustee and collateral agentin effect on the date of the Indenture (the “TIA”). Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are second-priority senior secured obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes, any Additional Notes and any Additional Notes. The Exchange Notes issued in exchange for the Initial Notes and or any Additional Notes are treated as a single class of securities under pursuant to the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of capital stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have each Subsidiary Guarantor has unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a second-priority senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (Mariner, LLC)
Indenture. The Issuer Company issued the Notes under an Indenture Indenture, dated as of February 7May o, 2024 2004 (as it may be amended or supplemented from time to time in accordance with the “terms thereof, the "Indenture”"), among the IssuerCompany, the Guarantors party Guarantor and the Trustee. In the event of an inconsistency between the terms of the Notes set forth herein and other terms of the Indenture, the terms set forth in any part of the Indenture other than in Exhibit A thereto shall govern. The terms of the Notes include those stated in the Indenture and Wilmington Trust, National Association, as trustee and collateral agentthose made part of the Indenture by reference to the TIA. Capitalized terms used but not defined herein are used as defined have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all such terms, and Holders are referred to the Indenture and the TIA for a statement of those terms. Each Holder, by accepting a Note, agrees to be bound by all of the terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred amended from time to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall controltime. The Notes are general senior secured unsecured obligations of the Issuer. [This Note is one Company and have the benefit of an irrevocable and unconditional guarantee of the Initial Notes referred Guarantor. Subject to the conditions set forth in the Indenture.] The Notes include Indenture and without the Initial Notes and any Additional consent of the Holders, the Company may issue Add On Notes. The Initial All Notes and any Additional Notes are of this series will be treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries toon, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on (i) the ability of the Issuer Company, the Guarantor and each Subsidiary its Principal Subsidiaries to create Liens to secure Relevant Indebtedness or (ii) the ability of the Company and the Guarantor to consolidate or merge with or into any other Person transfer, lease or convey, transfer or lease convey all or substantially all of its property. To guarantee the due and punctual payment of Company's or the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the IndentureGuarantor's respective assets unless certain conditions are satisfied.
Appears in 1 contract
Sources: Indenture (Pearson PLC)
Indenture. The Issuer Company issued the Notes under an Indenture dated as of February 7August 25, 2024 2016 (the “Indenture”), among the Issuer, Company and the Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agentTrustee. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured unsecured, unsubordinated obligations of the IssuerCompany. [This Note is one of the Initial Notes referred to in the Indenture.] Indenture.]3 The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are may, at the Company’s option, be treated as a single class of securities for all purposes under the Indenture, including, without limitation, waivers, amendments, redemptions and offers to purchase; 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 and/or ISIN, if applicable. The Indenture imposes certain limitations on the ability of the Issuer Company and its the Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer Company and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To The Guarantors (including each Wholly Owned Restricted Subsidiary of the Company that is not an Excluded Subsidiary and that is required to guarantee the due and punctual payment Guaranteed Obligations pursuant to Section 4.11 of the principal Indenture) shall jointly and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed severally guarantee the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (XPO Logistics, Inc.)
Indenture. The Issuer issued the Notes under an Indenture dated as of February 7September 25, 2024 2025 (the “Indenture”), among between the Issuer, Issuer and the Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agentTrustee. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939, as amended and as in effect on the date of the Indenture (the “TIA”). The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured unsecured, unsubordinated obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are may, at the Issuer’s option, be treated as a single class of securities for all purposes under the Indenture, including, without limitation, waivers, amendments, redemptions and offers to purchase. 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, which will not affect the Issuer’s right to elect to treat such Additional Notes as a single class together with the Notes. The Indenture imposes certain limitations on the ability of the Issuer and its the Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To The Guarantors (including each direct and indirect Domestic Subsidiary of the Issuer that is required to guarantee the due and punctual payment Guaranteed Obligations pursuant to Section 4.11 of the principal Indenture) shall jointly and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed severally guarantee the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (TopBuild Corp)
Indenture. The Issuer Company issued the Notes under an Indenture dated as of February 7, 2024 2007 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the IssuerCompany, the Guarantors party thereto and Wilmington Trust, National Association, the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as trustee and collateral agentin effect on the Issue Date (the “Act”). Capitalized terms used herein are used as and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of in the Indenture, and the holders (as defined in the Indenture) Holders are referred to the Indenture and the Act for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall controlthose terms. The Notes are general unsecured senior secured obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenture.] The Notes include the Initial Notes and any Additional NotesCompany. The Initial aggregate principal amount of Notes that may be authenticated and any Additional Notes are treated as a single class of securities delivered under the IndentureIndenture is unlimited. The Indenture imposes certain limitations limitations, among other things, on the ability of the Issuer Company and its the Restricted Subsidiaries toto make Investments; incur additional Indebtedness or issue Preferred Stock, among other things, make create certain Investments and other Restricted Payments, Incur Indebtedness, Liens; sell assets; enter into consensual restrictions upon agreements that restrict dividends or other payments from the payment of certain dividends and distributions by such Restricted Subsidiaries; consolidate, issue merge or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of the assets of the Company and its propertyRestricted Subsidiaries; engage in transactions with Affiliates; pay dividends or make other distributions on Capital Stock or subordinated Indebtedness; and create Unrestricted Subsidiaries. To guarantee the due and punctual payment of the principal of, premium, if any, on, and interest on and Special Interest, if any, on, the Notes and all other amounts payable by the Issuer Company under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed (and future Guarantors, together with the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee Guarantors, will unconditionally guarantee the Guaranteed Obligations guarantee), jointly and severally, such obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (Mariner Energy Inc)
Indenture. The Issuer issued the Notes Securities under an the Indenture dated as of February 7October 14, 2024 2016 (the “Indenture”), ) among the Issuer, the Guarantors guarantors that may be party thereto from time to time, the Trustee and Wilmington Trust, National Association, as trustee and collateral agentthe Collateral Agent. Capitalized The terms used herein are used as of the Securities include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes Securities are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) Holders are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes Securities limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes Securities are senior secured obligations of the Issuer. [This Note Security is one of the Initial Notes Securities referred to in the Indenture.] The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of capital stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its their property. To guarantee the due and punctual payment of the principal of and interest on the Notes Securities and all other amounts payable by the Issuer under the Indenture and the Notes Securities when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes Securities and the Indenture, the Guarantors have have, jointly and severally, irrevocably and unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (Quotient LTD)
Indenture. The Issuer Issuers issued the Notes under an Indenture the indenture, dated as of February 7May [__], 2024 2023 (as amended, supplemented or otherwise modified from time to time, the “Indenture”), by and among the IssuerIssuers, the Guarantors and the Affiliated Guarantors party thereto from time to time and Wilmington Trust, National Association, as trustee and collateral agentthe Trustee. Capitalized terms used and not otherwise defined herein are used as defined have the respective meanings ascribed to such terms in the Indenture, unless otherwise indicated. The terms of the Notes include those stated in the Indenture. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any term or provision of the Notes limits, qualifies or conflicts with a term or provision of the Indenture, such term or provision of the Indenture shall control. The Notes are senior secured obligations of the IssuerIssuers. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes, the PIK Notes and any Additional Notes. The Initial Notes, the PIK Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Affiliated Guarantors, the Company and its Restricted their respective Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Affiliated Guarantors and Subsidiaries, issue or sell certain Capital Stock shares of the Issuer capital stock of such Affiliated Guarantors and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Company, the Co-Issuer and each Subsidiary Guarantor and Affiliated Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer Issuers under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture any Guarantor and any Subsidiary Affiliated Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Restructuring Support Agreement (Exela Technologies, Inc.)
Indenture. The Issuer Company issued the Notes under an Indenture Indenture, dated as of February 7March 23, 2024 2016 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the IssuerCompany, the Note Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agentthe Trustee. Capitalized The terms used herein are used as defined of the Notes include those stated in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenturesuch terms, and the holders (as defined in the Indenture) Holders are referred to the Indenture for a statement of those terms. The Indenture is not required to be qualified under the Trust Indenture Act, so the provisions of such terms and provisions. If and Act do not apply to the Indenture except to the extent that any provision explicitly incorporated by reference therein. Each Holder, by accepting a Note, agrees to be bound by all of the Notes limits, qualifies or conflicts with a provision terms and provisions of the Indenture, such provision of the Indenture shall controlas amended or supplemented from time to time. The Notes are senior secured general unsecured obligations of the IssuerCompany of which $900,000,000 in aggregate principal amount will be initially issued on the Issue Date. [This Note is one Subject to the conditions set forth in the Indenture and without the consent of the Initial Notes referred to in Holders, the Indenture.] The Notes include the Initial Notes and any Company may issue Additional Notes. The Initial All Notes and any Additional Notes are will be treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on on, among other things, the ability of the Issuer Company and its Restricted Subsidiaries to, among other things: Incur Indebtedness, make certain Investments and other Restricted Payments, Incur Indebtednesscreate Liens, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiariesmake Asset Sales, issue or sell certain Capital Stock of the Issuer and such Restricted designate Unrestricted Subsidiaries, enter into or permit certain transactions with Affiliates, create enter into Sale and Leaseback Transactions, or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease convey all or substantially all of the Company’s and its propertyRestricted Subsidiaries’ assets. To guarantee the due and punctual payment of the principal of, premium and interest on the Notes and all other amounts payable by the Issuer Company under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Full Guarantors have unconditionally guaranteed and the Guaranteed Obligations pursuant Limited Guarantor has guaranteed (subject to the terms certain limitations as to amount) (and each of the Indenture existing and any Subsidiary Guarantor future Restricted Subsidiaries that executes a Subsidiary Guarantee or are co-borrowers under or grant Liens to secure the Bank Credit Facility will unconditionally guarantee the Guaranteed Obligations on a senior secured basis guarantee), jointly and severally, such obligations pursuant to the terms of the Indenture. Each Note Guarantee will be subject to release as provided in Section 10 of the Indenture. The obligations of each Note Guarantor in respect of its Note Guarantee will be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Note Guarantor and after giving effect to any collections from or payments made by or on behalf of any other Note Guarantor in respect of the obligations of such other Note Guarantor under its Note Guarantee or pursuant to its contribution obligations under this Indenture, result in the obligations of such Note Guarantor under its Note Guarantee not constituting a fraudulent conveyance, fraudulent transfer or similar illegal transfer under federal or state law or the law of the jurisdiction of formation or incorporation of such Note Guarantor.
Appears in 1 contract
Sources: Indenture (MDC Partners Inc)
Indenture. The Issuer issued the Notes under an Indenture dated as of February 7October 20, 2024 2020 (the “Indenture”), among the Issuer, the Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agentthe Trustee. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The terms of the Notes include those stated in the Indenture. The Notes are subject to all terms and provisions of the Indenture, and the holders Holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured general unsecured obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenture.] The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Parent and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of certain Capital Stock of the Issuer Parent and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset SalesDispositions. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. Prior to the Redemption Date specified in the notice of redemption given as provided in this Section, the Issuer will deposit with the Indenture Trustee or with one or more paying agents (or, if the Issuer is acting as its own paying agent, set aside, segregate and hold in trust as provided in Section 3.11) an amount of money sufficient to redeem on the Redemption Date all the Notes of such Series so called for redemption at the appropriate Redemption Price, together with accrued Interest to the Redemption Date. The Issuer issued will deliver to the Indenture Trustee at least five Business Days prior to the Redemption Date an Officer’s Certificate stating the aggregate principal amount of Notes to be redeemed. In case of a redemption at the election of the Issuer prior to the expiration of any restriction on such redemption, the Issuer shall deliver to the Indenture Trustee, prior to the giving of any notice of redemption to Noteholders pursuant to this Section, an Officer’s Certificate stating that such restriction has been complied with. If less than all the Notes under an Indenture dated as of February 7, 2024 (the “Indenture”), among the Issuera Series are to be redeemed, the Guarantors party thereto Indenture Trustee shall select, in such manner as it shall deem appropriate and Wilmington Trustfair which may but need not be by random lot, National AssociationNotes of such Series to be redeemed in whole or in part; provided that if the Notes of such Series are held by a Depositary the Notes to be redeemed will be determined by the rules and regulations of such Depositary at such time. Notes may be redeemed in part in multiples equal to the minimum authorized denomination for Notes of such Series or any multiple thereof. The Indenture Trustee shall promptly notify the Issuer in writing of the Notes of such Series selected for redemption and, as trustee and collateral agent. Capitalized terms used herein are used as defined in the case of any Notes of such Series selected for partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise indicated. The requires, all provisions relating to the redemption of Notes are subject to all terms and provisions of the Indentureany Series shall relate, and the holders (as defined in the Indenture) are referred case of any Note redeemed or to be redeemed only in part, to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenture.] The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment portion of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall amount of such Note which has been or is to be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indentureredeemed.
Appears in 1 contract
Indenture. The Issuer Obligor issued the Notes this 2026 Senior Note under an Indenture dated as of February 7October 24, 2024 2007 (the “Base Indenture”), between the Obligor and the Trustee, as supplemented by the Eighth Supplemental Indenture, dated as of September 22, 2016 (the “Eighth Supplemental Indenture” and, together with the Base Indenture, the “Indenture”), among between the Issuer, Obligor and the Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agentTrustee. Capitalized terms used herein are used as defined in the Indenture, Indenture unless otherwise indicated. The Notes are terms of this 2026 Senior Note include those stated in the Indenture, and those made part of the Indenture by reference to the Trust Indenture Act of 1939 as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. This 2026 Senior Note is subject to all terms and provisions of the Indenture, and the holders Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of such terms and provisions. If and to In the extent that event of a conflict between any provision of the Notes limits, qualifies or conflicts with a provision of this 2026 Senior Note and the Indenture, such provision the terms of the Indenture shall controlgovern. The Notes are This 2026 Senior Note is a senior secured obligations unsecured obligation of the Issuer. [This Note is Obligor of which an unlimited aggregate principal amount may be at any one of the Initial Notes referred to in the Indenture.] The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenturetime Outstanding. The Indenture imposes certain limitations on the ability of the Issuer Obligor and its Restricted Subsidiaries to, among other things, make certain Investments create or incur liens and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset SalesSale-Leaseback Transactions. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor Obligor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Eighth Supplemental Indenture (Agilent Technologies Inc)
Indenture. The Issuer Company issued the Notes under an Indenture dated as of February 7April 30, 2024 2007 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the IssuerCompany, the Guarantors party thereto and Wilmington Trust, National Association, the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as trustee and collateral agentin effect on the Issue Date (the “Act”). Capitalized terms used herein are used as and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of in the Indenture, and the holders (as defined in the Indenture) Holders are referred to the Indenture and the Act for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall controlthose terms. The Notes are general unsecured senior secured obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenture.] The Notes include the Initial Notes and any Additional NotesCompany. The Initial aggregate principal amount of Notes that may be authenticated and any Additional Notes are treated as a single class of securities delivered under the IndentureIndenture is unlimited. The Indenture imposes certain limitations limitations, among other things, on the ability of the Issuer Company and its the Restricted Subsidiaries toto make Investments; incur additional Indebtedness or issue Preferred Stock, among other things, make create certain Investments and other Restricted Payments, Incur Indebtedness, Liens; sell assets; enter into consensual restrictions upon agreements that restrict dividends or other payments from the payment of certain dividends and distributions by such Restricted Subsidiaries; consolidate, issue merge or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of the assets of the Company and its propertyRestricted Subsidiaries; engage in transactions with Affiliates; pay dividends or make other distributions on Capital Stock or subordinated Indebtedness; and create Unrestricted Subsidiaries. To guarantee the due and punctual payment of the principal of, premium, if any, on, and interest on and Special Interest, if any, on, the Notes and all other amounts payable by the Issuer Company under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed (and future Guarantors, together with the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee Guarantors, will unconditionally guarantee the Guaranteed Obligations guarantee), jointly and severally, such obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (Mariner Energy Inc)
Indenture. The Issuer issued the Notes under an Indenture dated as of February 7July 18, 2024 2008 (the “Indenture”), among the Issuer, the Guarantors party thereto named therein and Wilmington Trust, National Association, the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as trustee and collateral agentin effect on the date of the Indenture (the “TIA”). Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of such terms and provisions. If ; in the event of any conflict between this Note and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision the terms of the Indenture shall controlgovern. The Notes are senior secured unsecured obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional NotesExchange Notes issued in exchange for Initial Notes pursuant to the Indenture. The Initial Notes and any Additional Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of capital stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur incur Liens and make Asset Salesasset sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest interest, on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured unsecured basis pursuant to on the terms of set forth in the Indenture.
Appears in 1 contract
Sources: Indenture (Intelsat CORP)
Indenture. Unless the certificate of authentication hereon shall have been executed by a Responsible Officer of the Indenture Trustee, by manual or facsimile signature, this Note shall not entitle the holder hereof to any benefit under the Indenture or be valid for any purpose. This Note constitutes an obligation of the Issuer. The Note does not represent an interest in the Issuer nor an interest in or obligation of any affiliate of the Issuer, including Bay View Transaction Corporation or Bay View Acceptance Corporation. The Note is limited in right of payment to certain collections and recoveries respecting the Receivables, all as more specifically set forth in the Indenture. In addition to the Class A-3 Notes, the Issuer has also issued Class A-1 Notes, Class A-2 Notes, Class A-4 Notes and Class I Notes. The Indenture provides for certain amounts to be deposited into the Notes under an Indenture dated as of February 7, 2024 (Spread Account. In the “Indenture”), among event amounts available for withdrawal from the Spread Account are insufficient to make payments relating to this Note and the other notes issued by the Issuer, the Guarantors party thereto Indenture Trustee will draw on the Policy to pay such deficiency to the extent provided therein. In furtherance of and Wilmington Trustin limitation of the foregoing, National Associationthe Noteholder, as trustee and collateral agent. Capitalized terms used herein are used by its acceptance of this Note, specifically acknowledges that it has no right to or interest in any monies at any time held pursuant to the Spread Account Agreement prior to the release of such monies pursuant to the Spread Account Agreement, such monies being held in trust for the benefit of the Secured Parties (as defined therein). The Indenture permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Issuer and the rights of the Noteholder under the Indenture at any time by the Issuer and the Indenture Trustee with the consent of the Insurer and the Noteholder. Any such consent by the holder of this Note shall be conclusive and binding on the Noteholder. This Note is transferable solely in accordance with Section 2.04 of the Indenture. The obligations and responsibilities to the Noteholder created by the Indenture shall terminate upon the payment to Noteholder of all amounts required to be paid to it pursuant to the Indenture. The Servicer may at its option cause the Indenture Trustee to sell the Pledged Assets at a price not to be less than the price specified in the Indenture, unless otherwise indicatedand such sale of the Receivables and other property may effect early retirement of the Note. The Notes are subject to all terms and Although this Note summarizes certain provisions of the Indenture, this Note does not purport to summarize the Indenture and the holders (as defined in the Indenture) are referred reference is made to the Indenture for a statement of such terms and provisions. If and information with respect to the extent that any provision interests, rights, benefits, obligations, proceeds and duties evidenced hereby and the rights, duties and obligations of the Notes limits, qualifies Indenture Trustee. In the event of any inconsistency or conflicts with a provision conflict between the terms of this Note and the terms of the Indenture, such provision the terms of the Indenture shall control. The Notes are senior secured obligations Unless the certificate of the Issuer. [This Note is one of the Initial Notes referred to in the Indenture.] The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable authentication hereon has been executed by the Issuer Indenture Trustee whose name appears below by manual signature, this Note shall not be entitled to any benefit under the Indenture and referred to on the Notes when and as the same shall reverse hereof, or be due and payable, whether at maturity, by acceleration valid or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and obligatory for any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenturepurpose.
Appears in 1 contract
Indenture. The Issuer Notes are, and shall be, issued the Notes under an Indenture Indenture, dated as of February 7April 25, 2024 2007 (the “Indenture”), among the IssuerCompany, the Guarantors party thereto and Wilmington Trustthereto, National AssociationThe Bank of New York, as trustee (the “Trustee”), Registrar, Transfer Agent and collateral agentPrincipal Paying agent (the “Principal Paying Agent”) (collectively, the “Agents” and each individually an “Agent”) and The Bank of New York (Luxembourg) S.A., as Luxembourg Paying Agent and Transfer Agent. Capitalized The terms used herein are used as defined of the Notes include those stated in the Indenture, unless otherwise indicated. The Holders of the Notes are subject shall be entitled to the benefit of, be bound by and be deemed to have notice of, all terms and provisions of the Indenture. Reference is hereby made to the Indenture and all supplemental indentures thereto for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the Company, the Trustee, each Agent and the Holders of the Notes and the terms upon which the Notes, are, and are to be, authenticated and delivered. All terms used in this Note that are defined in the holders Indenture shall have the meanings assigned to them in the Indenture. Copies of the Indenture and each Global Note shall be available for inspection at the offices of the Trustee and each Paying Agent. The Company may from time to time, without the consent of the Holders of the Notes, create and issue Additional Notes having the same terms and conditions as the Notes in all respects, except for issue date, issue price and the first payment of interest thereon. Additional Notes issued in this manner shall be consolidated with and shall form a single series with the previously outstanding Notes. Unless the context otherwise requires, for all purposes of the Indenture and this Note, references to the Notes include any Additional Notes actually issued. The Indenture imposes certain limitations on the creation of Liens by the Company or its Subsidiaries, and consolidation, merger and certain other transactions involving the Company. In addition, the Indenture requires the maintenance of insurance for the Company and its Subsidiaries, the maintenance of the existence of the Company and its Subsidiaries, the payment of certain taxes and claims and reporting requirements applicable to the Company. The Holder of this Note is entitled to the benefits of the Registration Rights Agreement, dated April 25, 2007, between the Company and the Initial Purchasers named therein (the “Registration Rights Agreement”). If the Exchange Offer (as defined in the IndentureRegistration Rights Agreement) are referred to is not completed (or, if required, the Indenture for a statement Shelf Registration Statement (as defined in the Registration Rights Agreement) is not declared effective by the SEC) on or before October 31, 2007, the annual interest rate borne by the Notes will be increased by 0.25% per annum. This increase in the interest rate will end upon the earlier of such terms and provisions. If and to the extent that any provision (i) completion of the Notes limitsExchange Offer, qualifies or conflicts with a provision (ii) the effectiveness of the Indenture, such provision of Shelf Registration Statement or (iii) the Indenture shall controlNotes being freely tradable under the Securities Act. The Notes are senior secured obligations of the Issuer. [This Note is one of the Initial [Initial]1 [Additional]2 [Exchange]3 Notes referred to in the Indenture.] . The Notes include the Initial Notes issued on the Issue Date, any Additional Notes issued in accordance with Section 2.14 of the Indenture and any Exchange Notes issued in exchange for the Initial Notes or Additional NotesNotes pursuant to the Indenture and the Registration Rights Agreement. The Initial Notes, any Additional Notes and any Additional the Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (Tam S.A.)
Indenture. The Issuer issued the Notes under an Indenture dated as of February 7September 30, 2024 2010 (the “Indenture”), among the Issuer, the Guarantors party thereto named therein and Wilmington Trust, National Association, the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) (the “TIA”) as trustee and collateral agentin effect on the date on which the Indenture is qualified under the TIA. Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders Holders (as defined in the Indenture) are referred to the Indenture and, from the date on which the Indenture is qualified under the TIA, the TIA for a statement of such terms and provisions. If ; in the event of any conflict between this Note and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision the terms of the Indenture shall controlgovern. The Notes are senior secured unsecured obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional NotesExchange Notes issued in exchange for Initial Notes pursuant to the Indenture. The Initial Notes and any Additional Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of capital stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur incur Liens and make Asset Salesasset sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest interest, on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured unsecured basis pursuant to on the terms of set forth in the Indenture.
Appears in 1 contract
Sources: Indenture (Intelsat S.A.)
Indenture. The Issuer Company issued the Notes under an Indenture Indenture, dated as of February 7May O, 2024 2004 (as it may be amended or supplemented from time to time in accordance with the “terms thereof, the "Indenture”"), among the IssuerCompany, the Guarantors party Guarantor and the Trustee. In the event of an inconsistency between the terms of the Notes set forth herein and other terms of the Indenture, the terms set forth in any part of the Indenture other than in Exhibit B thereto shall govern. The terms of the Notes include those stated in the Indenture and Wilmington Trust, National Association, as trustee and collateral agentthose made part of the Indenture by reference to the TIA. Capitalized terms used but not defined herein are used as defined have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all such terms, and Holders are referred to the Indenture and the TIA for a statement of those terms. Each Holder, by accepting a Note, agrees to be bound by all of the terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred amended from time to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall controltime. The Notes are general senior secured unsecured obligations of the Issuer. [This Note is one Company and have the benefit of an irrevocable and unconditional guarantee of the Initial Notes referred Guarantor. Subject to the conditions set forth in the Indenture.] The Notes include Indenture and without the Initial Notes and any Additional consent of the Holders, the Company may issue Add On Notes. The Initial All Notes and any Additional Notes are of this series will be treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries toon, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on (i) the ability of the Issuer Company, the Guarantor and each Subsidiary its Principal Subsidiaries to create Liens to secure Relevant Indebtedness or (ii) the ability of the Company and the Guarantor to consolidate or merge with or into any other Person transfer, lease or convey, transfer or lease convey all or substantially all of its property. To guarantee the due and punctual payment of Company's or the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the IndentureGuarantor's respective assets unless certain conditions are satisfied.
Appears in 1 contract
Sources: Indenture (Pearson PLC)
Indenture. The Issuer issued the Notes under an Indenture dated as of February 7April 30, 2024 2020 (the “Indenture”), among the Issuer, the Guarantors party thereto from time to time and Wilmington Trust, National Association, as trustee and collateral agentthe Trustee. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The terms of the Notes include those stated in the Indenture. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of certain Capital Stock capital stock of the Issuer Company and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture Indenture, and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuer issued the Notes under an Indenture dated as of February 7June 22, 2024 2005 (the “Indenture”), among the Issuer, the Guarantors party thereto Guarantor and Wilmington Trust, National Association, the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as trustee and collateral agentin effect on the date of the Indenture (the “TIA”). Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms such terms, and provisions holders of the Indenture, and the holders (as defined in the Indenture) Notes are referred to the Indenture and the TIA for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall controlthose terms. The Notes are senior secured unsecured obligations of the Issuer, unconditionally and irrevocably guaranteed by the Guarantor. [This Note is one of the Initial Notes referred to in the Indenture.] The Notes include the Initial consist of US$250,000,000 aggregate principal amount of Original Notes and any Additional NotesNotes that may be issued under the Indenture. The Initial Original Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Parent and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtednesspay dividends and other distributions, incur Debt, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of the Issuer and capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and incur Liens, make Asset Sales, enter into or permit Sale and Leaseback Transactions and engage in business other than a Telecommunications Business. The Indenture also imposes certain obligations with respect to the payment of Additional Amounts. The Indenture further imposes limitations on the ability of the Issuer and each Subsidiary Guarantor Parent to consolidate or merge with or into any other Person or conveysell, transfer transfer, assign, lease, convey or lease otherwise dispose of all or substantially all of its property. To guarantee the due and punctual payment Property of the principal Parent. These covenants are subject to important exceptions and interest on qualifications and certain of them are subject to suspension during any period that the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms have an Investment Grade Rating from both of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the IndentureRating Agencies.
Appears in 1 contract
Sources: Indenture (PT Indosat TBK)
Indenture. The Issuer issued Any Net Proceeds from Asset Sales that are not applied or invested as provided in the first sentence of the immediately preceding paragraph will be deemed to constitute "Excess Proceeds." Within five days of each date on which the aggregate amount of Excess Proceeds exceeds $20.0 million, the Issuers will make an Asset Sale Offer to all Holders of Notes and all holders of other Indebtedness that is pari passu with the Notes, including, without limitation, the holders of the 9 3/4% Notes, containing provisions similar to those set forth in this Indenture relating to the Notes under with respect to offers to purchase or redeem with the proceeds of sales of assets to purchase the maximum principal amount of Notes and such other pari passu Indebtedness that may be purchased out of the Excess Proceeds. The offer price in any Asset Sale Offer will be equal to 100% of principal amount plus accrued and unpaid interest and Liquidated Damages, if any, to the date of purchase, and will be payable in cash. If any Excess Proceeds remain after consummation of an Indenture dated as of February 7, 2024 (the “Indenture”), among the IssuerAsset Sale Offer, the Guarantors party thereto Issuers may use such Excess Proceeds for any purpose not otherwise prohibited by this Indenture. If the aggregate principal amount of Notes and Wilmington Trustsuch other pari passu Indebtedness tendered into such Asset Sale Offer exceeds the amount of Excess Proceeds, National Associationthe Trustee will select the Notes and such other pari passu Indebtedness to be purchased on a pro rata basis based on the principal amount of notes and such other pari passu Indebtedness tendered. Upon completion of each Asset Sale Offer, as trustee and collateral agent. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicatedamount of Excess Proceeds will be reset at zero. The Issuers shall comply with the requirements of Rule 14e-1 under the Exchange Act and any other securities laws and regulations thereunder to the extent such laws and regulations are applicable in connection with each repurchase of Notes are subject pursuant to all terms and an Asset Sale Offer. To the extent that the provisions of any securities laws or regulations conflict with the Asset Sales provisions of the Indentureindenture, the Issuers shall comply with the applicable securities laws and regulations and shall not be deemed to have breached their obligations under the holders (as defined in the Indenture) are referred to the Asset Sale provisions of this Indenture for a statement by virtue of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indentureconflict.] The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuer issued the 2015 Notes under an Indenture dated as of February 7, 2024 June 27,2008 (the “Indenture”), among the Issuer, the Guarantors party thereto and Wilmington Trust, National Association, the Trustee. The terms of the 2015 Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as trustee and collateral agentin effect on the date of the Indenture (the “TIA”). Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The 2015 Notes are subject to all terms and provisions of the Indenture, and the holders Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of such terms and provisions. If ; in the event of any conflict between this Note and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision the terms of the Indenture shall controlgovern. The 2015 Notes are senior secured unsecured obligations of the Issuer. [This 2015 Note is one of the Initial 2015 Notes referred to in the Indenture.] . The 2015 Notes include the Initial 2015 Notes and any Additional NotesExchange 2015 Notes issued in exchange for Initial 2015 Notes pursuant to the Indenture. The Initial 2015 Notes and any Additional Exchange 2015 Notes, together with the Initial 2013 Notes and any Exchange 2013 Notes, are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of capital stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur incur Liens and make Asset Salesasset sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest interest, on the 2015 Notes and all other amounts payable by the Issuer under the Indenture and the 2015 Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the 2015 Notes and the Indenture, the Guarantors have have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured unsecured basis pursuant to on the terms of set forth in the Indenture.
Appears in 1 contract
Sources: Indenture (Intelsat LTD)
Indenture. The Issuer Company issued the Notes under an Indenture dated as of February 7April 24, 2024 2006 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the IssuerCompany, the Guarantors party thereto and Wilmington Trust, National Association, the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as trustee and collateral agentin effect on the Issue Date (the “Act”). Capitalized terms used herein are used as and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of in the Indenture, and the holders (as defined in the Indenture) Holders are referred to the Indenture and the Act for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall controlthose terms. The Notes are general unsecured senior secured obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenture.] The Notes include the Initial Notes and any Additional NotesCompany. The Initial aggregate principal amount of Notes that may be authenticated and any Additional Notes are treated as a single class of securities delivered under the IndentureIndenture is unlimited. The Indenture imposes certain limitations limitations, among other things, on the ability of the Issuer Company and its the Restricted Subsidiaries toto make Investments; incur additional Indebtedness or issue Preferred Stock, among other things, make create certain Investments and other Restricted Payments, Incur Indebtedness, Liens; sell assets; enter into consensual restrictions upon agreements that restrict dividends or other payments from the payment of certain dividends and distributions by such Restricted Subsidiaries; consolidate, issue merge or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of the assets of the Company and its propertyRestricted Subsidiaries; engage in transactions with Affiliates; pay dividends or make other distributions on Capital Stock or subordinated Indebtedness; and create Unrestricted Subsidiaries. To guarantee the due and punctual payment of the principal of, premium, if any, on, and interest on and Special Interest, if any, on, the Notes and all other amounts payable by the Issuer Company under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed (and future Guarantors, together with the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee Guarantors, will unconditionally guarantee the Guaranteed Obligations guarantee), jointly and severally, such obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuer issued the Notes under an Indenture Indenture, dated as of February 7[•], 2024 (the “Indenture”)20[•], among the Issuer, the Guarantors party thereto and thereto, Wilmington Trust, National Association, as trustee (the “Trustee”) and collateral Deutsche Bank Trust Company Americas, a New York banking corporation, as authenticating agent, registrar and paying agent. Capitalized The Issuer shall be entitled to issue additional Notes with respect to this series of Notes pursuant to the Indenture. The terms used herein are used as defined of the Notes of this series include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Officer’s Certificate or supplemental indenture setting forth the additional terms of this series of Notes pursuant to Section 2.03 of the Indenture and the provisions of the Trust Indenture Act of 1939, unless otherwise indicatedas amended (the “Trust Indenture Act”). The Notes of this series are subject to all terms and provisions of the Indenturesuch terms, and the holders (as defined in the Indenture) Holders are referred to the Indenture and the Trust Indenture Act for a statement of such terms and provisionsterms. If and to To the extent that any provision of the Notes limits, qualifies or this Note conflicts with a provision of the Indenture, such provision express provisions of the Indenture and those other provisions forming a part thereof with respect to this series of Notes, the provisions of the Indenture and such other provisions with respect to this series shall controlgovern and be controlling. [OTHER APPLICABLE PROVISIONS] [•]. DENOMINATIONS, TRANSFER, EXCHANGE. The Notes of this series are senior secured obligations in registered form without coupons in denominations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenture.] The Notes include the Initial Notes $2,000 and any Additional Notesintegral multiple of $1,000 in excess of $2,000. The Initial transfer of Notes of this series may be registered and any Additional Notes are treated of this series may be exchanged as a single class of securities under provided in the Indenture. The Indenture imposes certain limitations on Registrar and the ability of the Issuer and its Restricted Subsidiaries toTrustee may require a Holder, among other things, make certain Investments to furnish appropriate endorsements and transfer documents and the Issuer may require a Holder to pay any taxes and fees required by law or permitted by the Indenture. The Registrar shall not be required to register the transfer of or exchange of (a) any Note of this series selected for redemption in whole or in part pursuant to Article 3 of the Indenture, except the unredeemed portion of any such Note being redeemed in part, or (b) any such Note for a period beginning 15 days before the mailing of a notice of an offer to repurchase or redeem such Notes or 15 days before an Interest Payment Date (whether or not an Interest Payment Date or other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon date determined for the payment of certain dividends interest), and distributions by ending on such Restricted Subsidiariesmailing date or Interest Payment Date, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenturecase may be.
Appears in 1 contract
Indenture. The Issuer Company issued the Notes under an Indenture dated as of February 76, 2024 2023 (the “Indenture”), among the IssuerCompany, the Subsidiary Guarantors party thereto from time to time, the Trustee and Wilmington Trust, National Association, as trustee and collateral agentthe Collateral Agent. Capitalized The terms used herein are used as of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured obligations of the IssuerCompany. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are may, at the Company’s option, be treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of capital stock of the Issuer Company and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer Company and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer Company under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, any Subsidiary Guarantor that executes a Note Guarantee pursuant to Section 4.11 of the Guarantors have Indenture will unconditionally guaranteed guarantee the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuer Issuers issued the Notes under an the Indenture dated as of February 7March 12, 2024 2013 (the “Indenture”), among the IssuerIssuers, the Guarantors party thereto and Wilmington Trust, National AssociationDeutsche Bank Trust Company Americas, as trustee and collateral agentTrustee (the “Trustee”). Capitalized The terms used herein are used as of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders Holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to In the extent that any provision event of a conflict, the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision terms of the Indenture shall control. The Notes are senior secured obligations of the IssuerIssuers. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include and the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Issuers and its their Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness and layer Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of the Issuer and capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens incur Liens, make asset sales, impair certain security interests, issue certain guarantees and make Asset Salesdesignate Restricted and Unrestricted Subsidiaries. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor Issuers to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of February 7November 3, 2024 2010 (the “Indenture”), among the IssuerIssuers, the Guarantors party thereto and Wilmington Trust, National Association, the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa 77bbbb) as trustee and collateral agentin effect on the date of the Indenture (the “TIA”). Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are second-priority senior secured obligations of the IssuerIssuers. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes, any Additional Notes and any Exchange Notes issued in exchange for the Initial Notes or any Additional NotesNotes pursuant to the Indenture. The Initial Notes, any Additional Notes and any Additional Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Issuers and its the Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such the Restricted Subsidiaries, issue or sell certain Capital Stock shares of capital stock of the Issuer Issuers and such the Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the each Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer Issuers under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a second-priority senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (Quality Distribution Inc)
Indenture. The Issuer Company issued the Notes under an Indenture Indenture, dated as of February 7April 29, 2024 2010, (the “Indenture”), among the IssuerCompany, the Guarantors party thereto and Wilmington Trust, National Associationsubsidiaries of the Company, as trustee guarantors (the “Subsidiary Guarantors”), and collateral agentthe Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Capitalized terms used herein are used as and not defined herein have the meanings assigned thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) Holders are referred to the Indenture and the TIA for a statement of such terms and provisions. If and to To the extent that any provision of the Notes limits, qualifies or this Note conflicts with a provision the express provisions of the Indenture, such provision the provisions of the Indenture shall controlgovern and be controlling. The Notes are senior secured second lien obligations of the IssuerCompany. [This Note is one of the Initial Notes or Additional Notes referred to in the Indenture.] . The Notes include the Initial Notes, Additional Notes and any Exchange Notes issued in exchange for Initial Notes or Additional Notes. The Initial Notes and any Notes, Additional Notes, Exchange Notes are treated as a single class of securities notes under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens Affiliates and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor Company to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its propertythe property of the Company. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer Company under the Indenture and the Notes when and as the same shall be due and payable, whether at maturitywhether, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Subsidiary Guarantors have jointly and severally, unconditionally guaranteed guarantee the Guaranteed Obligations pursuant to of the terms of Company under the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations Notes on a senior secured second lien basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (Gray Television Inc)
Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of February 7January 21, 2024 1999 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the "Indenture"), between the Issuers and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. ------ (S)(S) 77aaa-77bbbb) as in effect on the date of the Indenture (the “Indenture”"Act"), among the Issuer, the Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agent. Capitalized terms used herein are used as and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all such terms, and Noteholders are referred to the Indenture and the Act for a statement of those terms. Each Noteholder by accepting a Note, agrees to be bound by all of the terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred amended from time to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall controltime. The Notes are general unsecured senior secured obligations of the IssuerIssuers unlimited in aggregate principal amount; $150,000,000 in aggregate principal amount will be initially issued on the Issue Date. [This Note is one of the Initial Notes referred to in the Indenture.] The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional the Exchange Notes are will be treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries toon, among other things: Additional Indebtedness, make certain Investments and other Restricted Payments, Incur IndebtednessAsset Sales, enter into consensual dividend and other payment restrictions upon the payment of certain dividends and distributions by such affecting Restricted Subsidiaries, issue the sale or sell certain issuance of Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain layered Indebtedness, Liens, transactions with Affiliates, create or Incur Liens Change of Control, conduct of business transactions with Affiliates and make Asset Salesthe activities of Capital and payments for consent. The Indenture also imposes limitations on Issuers may, from time to time, subject to compliance with any other applicable provisions of this Indenture, without the ability consent of the Issuer Holders, create and each Subsidiary Guarantor issue pursuant to consolidate this Indenture Add On Notes (or merge the same except for the payment of interest accruing prior to the issue date of such Add On Notes or except for the first payment of interest following the issue date of such Add On Notes), which Add On Notes will be treated, together with or into any other Person or conveyOutstanding Notes, transfer or lease all or substantially all as a single issue of its propertysecurities. To guarantee the due and punctual payment of the principal principal, premium, if any, and interest on the Notes and all other amounts payable by the Issuer Issuers under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee future Restricted Subsidiaries (except Foreign Subsidiaries) will unconditionally guarantee the Guaranteed Obligations guarantee, jointly and severally, such obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuer issued the 2021 Notes under an Indenture dated as of February 7April 5, 2024 2011 (the “Indenture”), among the Issuer, the Guarantors party thereto named therein and Wilmington Trust, National Association, the Trustee. The terms of the 2021 Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) (the “TIA”) as trustee and collateral agentin effect on the date on which the Indenture is qualified under the TIA. Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The 2021 Notes are subject to all terms and provisions of the Indenture, and the holders Holders (as defined in the Indenture) are referred to the Indenture and, from the date on which the Indenture is qualified under the TIA, the TIA for a statement of such terms and provisions. If ; in the event of any conflict between this Note and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision the terms of the Indenture shall controlgovern. The 2021 Notes are senior secured unsecured obligations of the Issuer. [This 2021 Note is one of the Initial 2021 Notes referred to in the Indenture.] . The 2021 Notes include the Initial 2021 Notes and any Additional NotesExchange 2021 Notes issued in exchange for Initial 2021 Notes pursuant to the Indenture. The Initial 2021 Notes and any Additional Exchange 2021 Notes, together with the Initial 2019 Notes and any Exchange 2019 Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of capital stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur incur Liens and make Asset Salesasset sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest interest, on the 2021 Notes and all other amounts payable by the Issuer under the Indenture and the 2021 Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the 2021 Notes and the Indenture, the Guarantors have have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured unsecured basis pursuant to on the terms of set forth in the Indenture.
Appears in 1 contract
Sources: Indenture (Intelsat S.A.)
Indenture. The Issuer Company issued the Notes under an Indenture Indenture, dated as of February 7May 13, 2024 2005 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among between the IssuerCompany, the Guarantors party thereto and Wilmington TrustNote Guarantors, National Associationthe Law Debenture Trust Company of New York, as trustee (the “Trustee”), and collateral agentDeutsche Bank Trust Company Americas, as Registrar and Paying Agent. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the TIA. Capitalized terms used herein are used as and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all such terms, and Holders are referred to the Indenture and the TIA for a statement of those terms. Each Holder by accepting a Note, agrees to be bound by all of the terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred amended from time to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall controltime. The Notes are senior secured general unsecured obligations of the IssuerCompany of which $100,000,000 in aggregate principal amount will be initially issued on the Issue Date. [This Note is one Subject to the conditions set forth in the Indenture and without the consent of the Initial Notes referred to in Holders, the Indenture.] The Notes include the Initial Notes and any Additional Company may issue an unlimited principal amount of Add On Notes. The Initial All Notes and any Additional Notes are will be treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries toon, among other things, the ability of the Company and its Subsidiaries to: incur Indebtedness, make certain Investments and other Restricted Payments, Incur Indebtednessincur Liens, make Asset Sales, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease convey all or substantially all of the Company’s and its propertySubsidiaries’ assets. To guarantee the due and punctual payment of the principal of and interest on the Notes and all other amounts payable by the Issuer Company under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any each Material Domestic Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis guarantee, jointly and severally, such obligations pursuant to the terms of the Indenture. Each Note Guarantee will be subject to release as provided in the Indenture.
Appears in 1 contract
Indenture. The Issuer Company issued the Notes under an Indenture dated as of February 7July 2, 2024 2020 (the “Indenture”), among the IssuerCompany, the Guarantors party thereto Guarantors, the Trustee and Wilmington Trust, U.S. Bank National Association, as trustee and notes collateral agentagent (the “Notes Collateral Agent”). Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured obligations Obligations of the IssuerCompany. [This Note is one of the Initial Notes referred to in the IndentureIndenture and is referred to herein as the “Initial Notes.] ”]3 The Notes comprise a series of Notes issued under the Indenture and include the Initial Notes [(the “Initial Notes”)] and any Additional Notes. The Initial Notes and any Additional Notes are may, at the Company’s option, be treated as a single class of securities for all purposes under the Indenture, including, without limitation, waivers, amendments, redemptions and offers to purchase; 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 and/or ISIN, if applicable. The Indenture imposes certain limitations on the ability of the Issuer Company and its the Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer Company and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To The Guarantors (including each Wholly Owned Restricted Subsidiary of the Company that is not an Excluded Subsidiary and that is required to guarantee the due and punctual payment Guaranteed Obligations pursuant to Section 4.11 of the principal Indenture) shall jointly and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed severally guarantee the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuer issued the 2015 Notes under an Indenture dated as of February 7June 27, 2024 2008 (the “Indenture”), among the Issuer, the Guarantors party thereto named therein and Wilmington Trust, National Association, the Trustee. The terms of the 2013 Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as trustee and collateral agentin effect on the date of the Indenture (the “TIA”). Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The 2013 Notes are subject to all terms and provisions of the Indenture, and the holders Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of such terms and provisions. If ; in the event of any conflict between this Note and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision the terms of the Indenture shall controlgovern. The 2013 Notes are senior secured unsecured obligations of the Issuer. [This 2013 Note is one of the Initial Exchange 2013 Notes referred to in the Indenture.] . The 2013 Notes include the Initial 2013 Notes and any Additional NotesExchange 2013 Notes issued in exchange for Initial 2013 Notes pursuant to the Indenture. The Initial 2013 Notes and any Additional Exchange 2013 Notes, together with the Initial 2015 Notes and any Exchange 2015 Notes, are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of capital stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur incur Liens and make Asset Salesasset sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest interest, on the 2013 Notes and all other amounts payable by the Issuer under the Indenture and the 2013 Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the 2013 Notes and the Indenture, the Guarantors have have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured unsecured basis pursuant to on the terms of set forth in the Indenture.
Appears in 1 contract
Sources: Indenture (Intelsat LTD)
Indenture. (a) The Issuer Issuers issued the Dollar Notes under an Indenture Indenture, dated as of February 7June 28, 2024 2021 (as amended, supplemented or otherwise modified from time to time, the “Indenture”), among among, inter alios, the IssuerIssuers, the Guarantors party thereto from time to time and Wilmington Trust, National Association, the Trustee. This Dollar Note is one of a duly authorized issue of notes of the Issuers designated as trustee its 4.00% Senior Secured Notes due 2029. The Issuers shall be entitled to issue Additional Dollar Notes pursuant to Sections 2.01 and collateral agent4.06 of the Indenture. Capitalized The terms used herein are used as defined of the Dollar Notes include those stated in the Indenture, unless otherwise indicated. The Dollar Notes are subject to all terms and provisions of the Indenturesuch terms, and the holders (as defined in the Indenture) Holders are referred to the Indenture for a statement of such terms and provisionsterms. If and to To the extent that any provision of the Notes limits, qualifies or this Dollar Note conflicts with a provision the express provisions of the Indenture, such provision the provisions of the Indenture shall control. The Notes are senior secured obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenturegovern and be controlling.] The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property.
(b) To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer Issuers under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have each Guarantor has jointly and severally unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture. The Guarantee of each Guarantor is subject to the provisions of the Intercreditor Agreement. Reference is made to the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to Intercreditor Agreement for the terms of any such Guarantees, including the Indenturerelease, termination and discharge thereof. Neither the Issuers nor any Guarantor shall be required to make any notation on this Note to reflect any Guarantee or any such release, termination or discharge.
Appears in 1 contract
Sources: Indenture (Paysafe LTD)
Indenture. The Issuer issued the Notes under an Indenture dated as of February 7September 26, 2024 2019 (the “Indenture”), among the Issuer, the Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agentthe Trustee. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured unsecured, unsubordinated obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are may, at the Issuer’s option, be treated as a single class of securities for all purposes under the Indenture, including, without limitation, waivers, amendments, redemptions and offers to purchase; 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, if applicable. The Indenture imposes certain limitations on the ability of the Issuer and its the Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To The Guarantors (including each direct and indirect Subsidiary of the Issuer that is required to guarantee the due and punctual payment Guaranteed Obligations pursuant to Section 4.11 of the principal Indenture) shall jointly and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed severally guarantee the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuer Issuers issued the Notes under an Indenture indenture dated as of February 7[issue date], 2024 2023 (the “Indenture”), among the IssuerIssuers, the Guarantors party thereto Guarantors, and Wilmington TrustSavings Fund Society, National AssociationFSB, as trustee and collateral agent(the “Trustee”). Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act. Terms defined in the Trust Indenture Act, unless otherwise indicatedeither directly or by reference therein, or which are by reference therein defined in the U.S. Securities Act and not defined herein have the meanings ascribed thereto in the Trust Indenture Act and in the U.S. Securities Act, as applicable. The Notes are subject to all terms such terms, and Holders are referred to the Indenture and the Trust Indenture Act for a statement of those terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and the holders (as defined in the Indenture) are referred be controlling. Additionally, this Note is subject to the provisions of the Trust Indenture for a statement Act that are required to be part of this Note and is, to the extent applicable, governed by such terms and provisions. If provisions and, if and to the extent that any provision of the Notes hereof or thereof limits, qualifies or conflicts with any mandatory provision of the Trust Indenture Act that is required under the Trust Indenture Act to be a part of and govern this Note, the Trust Indenture Act provision shall control (and notwithstanding any provisions of the Indenture, such provision of any supplemental indenture or this Note to the Indenture shall controlcontrary). The Notes are senior secured obligations of the Issuer. Issuers and are issued in an initial aggregate principal amount at Maturity of $[This Note is one of the Initial Notes referred to in the Indenture.] The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indentureprincipal amount]. The Indenture imposes certain limitations on the ability Issuers, the Guarantors and their Affiliates, including, without limitation, limitations on the incurrence of the Issuer indebtedness and its Restricted Subsidiaries toissuance of stock, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted other payment restrictions affecting Holdings and its Subsidiaries, issue or sell certain Capital Stock the sale of assets, transactions with and among Affiliates of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens change of control and make Asset SalesLiens. This Note is one of a duly authorized issue of notes of the Issuers designated as its 9.00% Senior Secured First Lien Notes due 2027. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same Issuers shall be due and payable, whether at maturity, by acceleration or otherwise, according entitled to the terms of the issue Additional Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms Section 2.15 of the Indenture.
Appears in 1 contract
Sources: Indenture (Transact LTD)
Indenture. The Issuer Company issued the Notes under an Indenture dated as of February 7April 16, 2024 2013 (the “Indenture”), among the IssuerCompany, the Subsidiary Guarantors party thereto and Wilmington Trust, National Association, the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as trustee and collateral agentin effect on the date of the Indenture (the “Trust Indenture Act”). Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders Holders (as defined in the Indenture) are referred to the Indenture and the Trust Indenture Act for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured unsecured obligations of the IssuerCompany. [This Note is one The Company shall be entitled to issue Additional Notes pursuant to Section 2.14 of the Initial Indenture. The Original Notes referred to (as defined in the Indenture.] The Notes include the Initial Notes and any Additional Notes. The Initial Notes ) and any Additional Notes are shall be treated as a single class for all purposes of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtednesscreate or incur Liens, enter into consensual restrictions upon the payment of certain dividends and distributions by such Sale/Leaseback Transactions and, under certain circumstances, make certain Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset SalesPayments. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor Company to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal of, and interest and Additional Interest, if any, on the Notes and all other amounts payable by the Issuer Company under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Subsidiary Guarantors have jointly and severally unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (Verisign Inc/Ca)
Indenture. The Issuer issued the 2019 Notes under an Indenture dated as of February 7April 5, 2024 2011 (the “Indenture”), among the Issuer, the Guarantors party thereto named therein and Wilmington Trust, National Association, the Trustee. The terms of the 2019 Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) (the “TIA”) as trustee and collateral agentin effect on the date on which the Indenture is qualified under the TIA. Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The 2019 Notes are subject to all terms and provisions of the Indenture, and the holders Holders (as defined in the Indenture) are referred to the Indenture and, from the date on which the Indenture is qualified under the TIA, the TIA for a statement of such terms and provisions. If ; in the event of any conflict between this Note and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision the terms of the Indenture shall controlgovern. The 2019 Notes are senior secured unsecured obligations of the Issuer. [This 2019 Note is one of the Initial Exchange 2019 Notes referred to in the Indenture.] . The 2019 Notes include the Initial 2019 Notes and any Additional NotesExchange 2019 Notes issued in exchange for Initial 2019 Notes pursuant to the Indenture. The Initial 2019 Notes and any Additional Exchange 2019 Notes, together with the Initial 2021 Notes and any Exchange 2021 Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of capital stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur incur Liens and make Asset Salesasset sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest interest, on the 2019 Notes and all other amounts payable by the Issuer under the Indenture and the 2019 Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the 2019 Notes and the Indenture, the Guarantors have have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured unsecured basis pursuant to on the terms of set forth in the Indenture.
Appears in 1 contract
Sources: Indenture (Intelsat S.A.)
Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of February 7September 25, 2024 2002 (the “Original Indenture”), as supplemented by the Fifteenth Supplemental Indenture dated as of April 20, 2009 (the “Supplemental Indenture” and, together with the Original Indenture, the “Indenture”), ) among the IssuerIssuers and the Trustee and, with respect to the Supplemental Indenture, the Guarantors party subsidiary guarantors signatory thereto (the “Subsidiary Guarantors”). The terms of the Notes include those stated in the Indenture and Wilmington Trust, National Associationthose made part of the Indenture by reference to the Trust Indenture Act of 1939, as trustee and collateral agent. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicatedamended (15 U.S. Code §§ 77aaa-77bbbb). The Notes are subject to all terms such terms, and Holders are referred to the Indenture and such Act for a statement of such terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Notes are joint and several obligations of the Issuers initially in aggregate principal amount of $350 million. The Issuers may issue an unlimited aggregate principal amount of Additional Notes under the Indenture. Any such Additional Notes that are actually issued shall be treated as issued and outstanding Notes (and as the same series (with identical terms other than with respect to the issue date, the date of first payment of interest, if applicable, and the holders (as defined in the Indenture) are referred payment of interest accruing prior to the Indenture issue date) as the initial Notes) for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision all purposes of the Indenture, such provision of the Indenture shall control. The Notes are senior secured obligations of the Issuer. [This Note is one of the Initial Notes referred including waivers, amendments, redemptions and offers to in the Indenture.] The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its propertypurchase. To guarantee secure the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer Issuers under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Subsidiary Guarantors have unconditionally guaranteed the Guaranteed Note Obligations pursuant to the terms of under the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations Notes on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Fifteenth Supplemental Indenture (Plains All American Pipeline Lp)
Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of February October 7, 2024 2004 (the “"Indenture”"), among the IssuerIssuers, the Guarantors party thereto and Wilmington Trust, National Association, the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 as trustee and collateral agentin effect on the date of the Indenture (the "TIA"). Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured subordinated unsecured obligations of the IssuerIssuers. [This Note is one of the Initial Exchange Notes referred to in the Indenture.] . The Notes include the Initial Notes, the Additional Notes and any Additional NotesExchange Notes issued in exchange for the Initial Notes pursuant to the Indenture. The Initial Notes and any Additional Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Company's Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of the Issuer and capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer Issuers and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest interest, if any, on the Notes and all other amounts payable by the Issuer Issuers under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured subordinated basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuer Company issued the Notes under an Indenture dated as of February 7August 27, 2024 2021 (the “Indenture”), ) among the IssuerCompany, the Guarantors Altera Infrastructure L.P., as Parent Guarantor, any other Guarantor from time to time party thereto and Wilmington Trust, National Association, as trustee and collateral agentthe Trustee. Capitalized The terms used herein are used as of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all the terms and provisions of the Indenture, and the holders (as defined in the Indenture) Holders are referred to the Indenture for a statement of such terms and provisionsterms. If and to To the extent that any provision of the Notes limits, qualifies or this Note conflicts with a provision the express provisions of the Indenture, such provision the provisions of the Indenture shall controlgovern and be controlling. The Notes are senior secured obligations of the IssuerCompany. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such non-Guarantor Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Company’s Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer Company and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer sell or lease otherwise dispose of all or substantially all of its propertyproperties or assets. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer Company under the Indenture and the Notes when and as the same shall be due and payable, whether at stated maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed Parent Guarantor and the Guaranteed Obligations pursuant to the terms of the Indenture Subsidiary Guarantors, if any, shall, jointly and any Subsidiary Guarantor that executes a Subsidiary Guarantee will severally, unconditionally guarantee the Guaranteed Obligations of the Company under the Notes on a senior secured (or, in the case of the Parent Guarantor, unsecured) basis pursuant to the terms of the Indenture.. A - 2 KE 79433857.6
Appears in 1 contract
Sources: Supplemental Indenture (Altera Infrastructure L.P.)
Indenture. The Issuer Company issued the Notes under an Indenture dated as of February 7October 6, 2024 2021 (the “Indenture”), among the IssuerCompany, the Trustee and the Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agentthereto. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured unsecured, unsubordinated obligations of the IssuerCompany. [This Note is one of the Initial Notes referred to in the Indenture.] Indenture.]3 The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are may, at the Company’s option, be treated as a single class of securities for all purposes under the Indenture, including, without limitation, waivers, amendments, redemptions and offers to purchase; 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 and/or ISIN, if applicable. The Indenture imposes certain limitations on the ability of the Issuer Company and its the Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer Company and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee From and after the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the IndentureIssue Date, the Guarantors have unconditionally guaranteed (including each Restricted Subsidiary of the Company that is not a Foreign Subsidiary and that is required to guarantee the Guaranteed Obligations pursuant to Section 4.11 of the Indenture) shall jointly and severally guarantee the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (WABASH NATIONAL Corp)
Indenture. The Issuer Issuers issued the Notes under an the Indenture dated as of February 7October 12, 2024 2006 (the “Indenture”), among the IssuerIssuers, the Guarantors party thereto and Wilmington Trust, National AssociationDeutsche Bank Trust Company Americas, as trustee and collateral agentTrustee (the “Trustee “). Capitalized The terms used herein are used as of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders Holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to In the extent that any provision event of a conflict, the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision terms of the Indenture shall control. The Notes are senior secured obligations of the IssuerIssuers. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include and the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Issuers and its their Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness and layer Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of the Issuer and capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens incur Liens, make asset sales, impair certain security interests, issue certain guarantees and make Asset Salesdesignate Restricted and Unrestricted Subsidiaries. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor Issuers to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Senior Unsecured Indenture (NXP Manufacturing (Thailand) Co., Ltd.)
Indenture. The Issuer Issuers issued the Notes under an the Indenture dated as of February 7August 11, 2024 2016 (the “Indenture”), among the IssuerIssuers, the Guarantors party thereto and Wilmington Trust, National AssociationDeutsche Bank Trust Company Americas, as trustee and collateral agentTrustee (the “Trustee”). Capitalized The terms used herein are used as of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders Holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to In the extent that any provision event of a conflict, the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision terms of the Indenture shall control. The Notes are senior secured obligations of the IssuerIssuers. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include and the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Issuers and its their Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness and layer Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of the Issuer and capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens incur Liens, make asset sales, impair certain security interests, issue certain guarantees and make Asset Salesdesignate Restricted and Unrestricted Subsidiaries. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor Issuers to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuer issued the Notes under an Indenture dated as of February 723, 2024 2015 (the “Indenture”), among between the Issuer, Issuer and the Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agentTrustee. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured unsecured, unsubordinated obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes, any Additional Notes and any Additional Exchange Notes. The Initial Notes, any Additional Notes and any Additional Exchange Notes are shall be treated as a single class of securities for all purposes under the Indenture, including, without limitation, waivers, amendments, redemptions and offers to purchase; 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, if applicable. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiariesdistributions, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To The Guarantors (including each Wholly Owned Restricted Subsidiary of the Issuer that is required to guarantee the due and punctual payment Guaranteed Obligations pursuant to Section 4.11 of the principal Indenture) shall jointly and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed severally guarantee the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (Dollar Tree Inc)
Indenture. The Issuer Company issued the Notes Securities under an Indenture dated as of February 7June 25, 2024 2018 (the “Indenture”), among the IssuerCompany, the Guarantors party thereto Trustee and Wilmington Trust, National Association, as trustee and collateral agentthe Notes Collateral Agent. Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes Securities are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) Holders are referred to the Indenture for a statement of such terms and provisions. If and to To the extent that any provision of the Notes limits, qualifies or this Security conflicts with a provision the express provisions of the Indenture, such provision the provisions of the Indenture shall controlgovern and be controlling. The Notes are senior secured obligations of the Issuer. [This Note Security is one of the Initial Notes Securities referred to in the Indenture.] The Notes include . On and after the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under Issue Date, the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain pay dividends and distributions by such Restricted Subsidiariesother distributions, incur Indebtedness, issue or sell certain Capital Stock shares of capital stock of the Issuer Company and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur incur Liens and make Asset Salesasset sales. The Indenture also imposes limitations on the ability of the Issuer Company and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes Securities and all other amounts payable by the Issuer Company under the Indenture and the Notes Securities when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes Securities and the Indenture, the Guarantors have will, jointly and severally, unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuer issued the Notes under an Indenture dated as of February 7March 15, 2024 2021 (the “Indenture”), among between the Issuer, Issuer and the Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agentTrustee. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939, as amended and as in effect on the date of the Indenture (the “TIA”). The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured unsecured, unsubordinated obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are may, at the Issuer’s option, be treated as a single class of securities for all purposes under the Indenture, including, without limitation, waivers, amendments, redemptions and offers to purchase. 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, which will not affect the Issuer’s right to elect to treat such Additional Notes as a single class together with the Notes. The Indenture imposes certain limitations on the ability of the Issuer and its the Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To The Guarantors (including each direct and indirect Domestic Subsidiary of the Issuer that is required to guarantee the due and punctual payment Guaranteed Obligations pursuant to Section 4.11 of the principal Indenture) shall jointly and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed severally guarantee the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (TopBuild Corp)
Indenture. The Issuer issued the Notes under an Indenture dated as of February 7, 2024 [ ] 2009 (the “Indenture”), among the Issuer, the Guarantors party thereto Parent Guarantor and Wilmington Trust, National Association, the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa 77bbbb) as trustee and collateral agentin effect on the date of the Indenture (the “TIA”). Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. provisions The Notes are second-priority senior secured obligations of the Issuer. [This Note is one of the Initial Exchange Notes referred to in the Indenture.] . The Notes include the Initial Notes, any Additional Notes and any Exchange Notes issued in exchange for the Initial Notes or any Additional NotesNotes pursuant to the Indenture. The Initial Notes, any Additional Notes and any Additional Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of capital stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and Issuer, each Subsidiary Pledgor and the Parent Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have each Parent Guarantor has unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor Pledgor that executes a Subsidiary Note Guarantee will unconditionally guarantee the Guaranteed Obligations on a second-priority senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuer issued Indenture has been duly authorized by the Notes under an Indenture dated as of February 7Company and each Guarantor, 2024 (and, when duly executed and delivered by the “Indenture”)Company and each Guarantor, among assuming due authorization, execution and delivery thereof by the IssuerTrustee, the Guarantors party thereto Indenture will constitute a valid and Wilmington Trustbinding agreement of the Company and each Guarantor, National Associationenforceable against the Company and each Guarantor in accordance with its terms, except as trustee the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and collateral agent. Capitalized terms used herein are used as defined in other similar laws relating to or affecting the Indenture, unless otherwise indicatedrights and remedies of creditors or by general equitable principles. The Notes are subject to all terms and provisions of be purchased by the Purchasers from the Company will be in the form contemplated by the Indenture, and the holders (as defined in the Indenture) are referred have been duly authorized for issuance and sale pursuant to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenture.] The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes this Agreement and the Indenture, and, when executed by the Guarantors have unconditionally guaranteed Company and authenticated by the Guaranteed Obligations pursuant to Trustee in accordance with the terms of the Indenture and any Subsidiary delivered against payment of the purchase price therefor, the Notes will constitute valid and binding obligations of the Company, enforceable against the Company in accordance with their terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other similar laws relating to or affecting the rights and remedies of creditors or by general equitable principles and will be entitled to the benefits of the Indenture. The Guarantees have been duly authorized by such Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to this Agreement and the Indenture, and, when the Indenture has been duly executed and delivered and the Notes have been executed by the Company and authenticated by the Trustee in accordance with the terms of the IndentureIndenture and delivered against payment of the purchase price therefor, the Guarantees will constitute valid and binding obligations of the Guarantors, enforceable against the Guarantors in accordance with their terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other similar laws relating to or affecting the rights and remedies of creditors or by general equitable principles.
Appears in 1 contract
Sources: Purchase Agreement (Wca Waste Corp)
Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of February 7, 2024 [•] (the “Indenture”), among the IssuerIssuers, the Subsidiary Guarantors party thereto and Wilmington Trust, National Association[•], as trustee and collateral agent. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured obligations of the IssuerIssuers. [This Note is one of the Initial Notes referred to in the Indenture.] The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Holdings and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer Holdings and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the each Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer Issuers under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Subsidiary Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuer Company issued the Notes under an Indenture dated as of February 7July 5, 2024 2017 (the “Indenture”), among between the Issuer, Company and the Guarantors party thereto Trustee. The terms of the Notes include those stated in the Indenture and Wilmington Trust, National Associationthose made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb), as trustee and collateral agentamended (the “Trust Indenture Act”). Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders Holders (as defined in the Indenture) are referred to the Indenture and the Trust Indenture Act for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured unsecured obligations of the IssuerCompany. [This Note is one The Company shall be entitled to issue Additional Notes pursuant to Section 2.14 of the Initial Indenture. The Original Notes referred to (as defined in the Indenture.] The Notes include the Initial Notes and any Additional Notes. The Initial Notes ) and any Additional Notes are shall be treated as a single class for all purposes of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Salesenter into certain Sale/Leaseback Transactions. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor Company to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal of, and interest and Additional Interest, if any, on the Notes and all other amounts payable by the Issuer Company under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Subsidiary Guarantors have jointly and severally unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture. To the extent any provision of this Note conflicts with the express provision of the Indenture, the provisions of the Indenture shall govern and be controlling.
Appears in 1 contract
Sources: Indenture (Verisign Inc/Ca)
Indenture. Note Guarantee The Issuer Issuers issued the Notes under an Indenture Indenture, dated as of February November 7, 2024 2023 (as amended and supplemented from time to time, the “Indenture”), among the IssuerIssuers, the Guarantors party thereto from time to time, the Trustee, the Paying Agent, the Transfer Agent, the Registrar and Wilmington Trust, National AssociationTrust (London) Limited, as trustee and collateral security agent. Capitalized The terms used herein are used as of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenturesuch terms, and the holders (as defined in the Indenture) Noteholders are referred to the Indenture for a statement of such terms and provisionsthose terms. If This Note is guaranteed by the Guarantors, as and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured obligations of the Issuer. [This Note is one of the Initial Notes referred to set forth in the Indenture.] The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtednesspay dividends and other distributions, incur Debt, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of the Issuer and capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer Issuers and each Subsidiary Guarantor the Guarantors to consolidate consolidate, amalgamate or merge with or into any other Person or conveysell, transfer transfer, assign, lease, convey or lease otherwise Dispose of all or substantially all of its propertythe Property of the Issuers or the Guarantors. To guarantee the due and punctual payment extent permitted by applicable law, in the event of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to any inconsistency between the terms of the Notes Note and the terms of the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indentureshall control.
Appears in 1 contract
Sources: Indenture (Borr Drilling LTD)
Indenture. The Issuer issued the Notes under an Indenture Indenture, dated as of February 7August 12, 2024 2013 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer, the Note Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agentthe Trustee. Capitalized The terms used herein are used as defined of the Notes include those stated in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenturesuch terms, and the holders (as defined in the Indenture) Holders are referred to the Indenture for a statement of such those terms. Each Holder, by accepting a Note, agrees to be bound by all of the terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision provisions of the Indenture, such provision of the Indenture shall controlas amended or supplemented from time to time. The Notes are general senior obligations, which are secured obligations by a first priority security interest in the Collateral on an equal and ratable basis with the other Permitted Secured Obligations, subject to the Collateral release provisions set forth in the Intercreditor Agreement. U.S.$1,000,000,000 in aggregate principal amount of Notes will be initially issued on the Issue Date. Subject to the conditions set forth in the Indenture and without the consent of the Issuer. [This Note is one of Holders, the Initial Notes referred to in the Indenture.] The Notes include the Initial Notes and any Issuer may issue Additional Notes. The Initial All Notes and any Additional Notes are will be treated as a single class series of securities under the Indenture. The Indenture imposes certain limitations on on, among other things, the ability of the Issuer and its Restricted Subsidiaries to, among other things: Incur Indebtedness, make certain Investments and other Restricted Payments, Incur Indebtednessincur Liens, designate Unrestricted Subsidiaries, make Asset Sales, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease convey all or substantially all of its propertythe Issuer’s assets. To guarantee the due and punctual payment of the principal of (and premium, if any) and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Note Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture guaranteed, jointly and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis severally, such obligations pursuant to the terms of the Indenture. Each Note Guarantee will be subject to release as provided in the Indenture. The obligations of each Note Guarantor in respect of its Note Guarantee will be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Note Guarantor and after giving effect to any collections from or payments made by or on behalf of any other Note Guarantor in respect of the obligations of such other Note Guarantor under its Note Guarantee or pursuant to its contribution obligations under the Indenture, result in the obligations of such Note Guarantor under its Note Guarantee not constituting a fraudulent conveyance, fraudulent transfer, or similar illegal transfer under federal or state law or the law of the jurisdiction or formation and incorporation of such Note Guarantors.
Appears in 1 contract
Sources: Indenture (Cemex Sab De Cv)
Indenture. The Issuer issued the Notes under an Indenture dated as of February 719, 2024 2014 (the “Indenture”), among the Issuer, the Subsidiary Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agentthe Trustee. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured unsecured obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of capital stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Subsidiary Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured unsecured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuer issued the Notes under an Indenture dated as of February 7July 1, 2024 2008 (the “Indenture”), among the Issuer, the Guarantors party thereto named therein and Wilmington Trust, National Association, the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as trustee and collateral agentin effect on the date of the Indenture (the “TIA”). Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of such terms and provisions. If ; in the event of any conflict between this Note and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision the terms of the Indenture shall controlgovern. The Notes are senior secured unsecured obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional NotesExchange Notes issued in exchange for Initial Notes pursuant to the Indenture. The Initial Notes and any Additional Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of capital stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur incur Liens and make Asset Salesasset sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest interest, on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured unsecured basis pursuant to on the terms of set forth in the Indenture.
Appears in 1 contract
Sources: Indenture (Intelsat LTD)
Indenture. (a) The Issuer issued the Notes under an Indenture indenture dated as of February 7May 20, 2024 2021 (the “Indenture”), among among, inter alios, the Issuer, GLAS Trustees Limited as the Guarantors party thereto Trustee and Wilmington Trust, National Association, GLAS Trust Corporation Limited as trustee and collateral agent. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicatedSecurity Agent. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) Holders are referred to the Indenture for a statement of such terms terms. Terms defined in the Indenture and provisionsnot defined herein shall have the meanings ascribed to thereto in the Indenture. If and to To the extent that any provision of the Notes limits, qualifies or this Note conflicts with a provision the express provisions of the Indenture, such provision the provisions of the Indenture shall control. The Notes are senior secured obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenturegovern and be controlling.] The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property.
(b) To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the any future Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture will jointly and any Subsidiary Guarantor that executes a Subsidiary Guarantee will severally unconditionally guarantee the Guaranteed Obligations on a senior secured basis obligations of the Issuer under the Notes and the Indenture pursuant to the terms of the Indenture. Any future Note Guarantees will be subject to the provisions of the Intercreditor Agreement and any Additional Intercreditor Agreement. Reference is made to the Indenture for the terms of any such future Note Guarantees, including the release, termination and discharge thereof. Neither the Issuer nor any future Guarantor shall be required to make any notation on this Note to reflect any future Note Guarantee or any such release, termination or discharge.
Appears in 1 contract
Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of February 7July 10, 2024 2018 (the “Indenture”), among the IssuerParent, Issuers, the Subsidiary Guarantors party thereto from time to time and Wilmington Trust, National Association, as trustee and collateral agentthe Trustee. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The terms of the Notes include those stated in the Indenture. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured unsecured obligations of the IssuerIssuers. [This Note is one of the [Initial Notes Notes] [Additional Notes] referred to in the Indenture.] . The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer IssuersParent and its the Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of certain Capital Stock capital stock of the Issuer IssuersParent and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of any of the Issuer Parent, the Issuers and each any Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer Issuers under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Subsidiary Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis unsecured basis, pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuer Issuers issued the Notes Securities under an Indenture dated as of February 713, 2024 2023 (the “Indenture”), among the IssuerIssuers, the Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agentthe Trustee. Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes Securities are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) Holders are referred to the Indenture for a statement of such terms and provisions. If and to To the extent that any provision of the Notes limits, qualifies or this Security conflicts with a provision the express provisions of the Indenture, such provision the provisions of the Indenture shall controlgovern and be controlling. The Notes Securities are senior secured unsecured obligations of the IssuerIssuers. [This Note Security is one of the Initial Notes Securities referred to in the Indenture.] The Notes include . On and after the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under Issue Date, the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain pay dividends and distributions by such Restricted Subsidiariesother distributions, incur Indebtedness, issue or sell certain Capital Stock shares of capital stock of the Issuer Company and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur incur Liens and make Asset Salesasset sales. The Indenture also imposes limitations on the ability of the Issuer Company and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes Securities and all other amounts payable by the Issuer Issuers under the Indenture and the Notes Securities when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes Securities and the Indenture, the Guarantors have have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of February 7March 4, 2024 2005 (the “Indenture”), among the IssuerIssuers, the Guarantors party thereto and Wilmington Trust, National Association, the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 as trustee and collateral agentin effect on the date of the Indenture (the “TIA”). Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured subordinated unsecured obligations of the IssuerIssuers. [This Note is one of the Initial Exchange Notes referred to in the Indenture.] . The Notes include the Initial Notes, the Additional Notes and any Additional NotesExchange Notes issued in exchange for the Initial Notes pursuant to the Indenture. The Initial Notes and any Additional Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Issuers and its the Company’s Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of the Issuer and such capital stock of Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer Issuers and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest interest, if any, on the Notes and all other amounts payable by the Issuer Issuers under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured subordinated basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (Rural Metro Corp /De/)
Indenture. The Issuer Issuers issued the Notes under an the Indenture dated as of February 7July 20, 2024 2010 (the “Indenture”), among the IssuerIssuers, the Guarantors party thereto and Wilmington Trustthereto, National AssociationDeutsche Bank Trust Company Americas, as trustee Trustee (the “Trustee”), ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Senior Funding, Inc., as Global Collateral Agent, and collateral agentMizuho Corporate Bank, Ltd., as Taiwan Collateral Agent. Capitalized The terms used herein are used as of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders Holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to In the extent that any provision event of a conflict, the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision terms of the Indenture shall control. The Notes are senior secured obligations of the IssuerIssuers. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include and the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Issuers and its their Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness and layer Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of the Issuer and capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens incur Liens, make asset sales, impair certain security interests, issue certain guarantees and make Asset Salesdesignate Restricted and Unrestricted Subsidiaries. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor Issuers to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuer issued the Notes under an Indenture Indenture, dated as of February 7March 25, 2024 2013 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer, the Note Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agentthe Trustee. Capitalized The terms used herein are used as defined of the Notes include those stated in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenturesuch terms, and the holders (as defined in the Indenture) Holders are referred to the Indenture for a statement of such those terms. Each Holder, by accepting a Note, agrees to be bound by all of the terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision provisions of the Indenture, such provision of the Indenture shall controlas amended or supplemented from time to time. The Notes are general senior obligations, which are secured obligations by a first priority security interest in the Collateral on an equal and ratable basis with the other Permitted Secured Obligations, subject to the Collateral release provisions set forth in the Intercreditor Agreement. U.S.$600,000,000 in aggregate principal amount of Notes will be initially issued on the Issue Date. Subject to the conditions set forth in the Indenture and without the consent of the Issuer. [This Note is one of Holders, the Initial Notes referred to in the Indenture.] The Notes include the Initial Notes and any Issuer may issue Additional Notes. The Initial All Notes and any Additional Notes are will be treated as a single class series of securities under the Indenture. The Indenture imposes certain limitations on on, among other things, the ability of the Issuer and its Restricted Subsidiaries to, among other things: Incur Indebtedness, make certain Investments and other Restricted Payments, Incur Indebtednessincur Liens, designate Unrestricted Subsidiaries, make Asset Sales, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease convey all or substantially all of its propertythe Issuer’s assets. To guarantee the due and punctual payment of the principal of (and premium, if any) and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Note Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture guaranteed, jointly and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis severally, such obligations pursuant to the terms of the Indenture. Each Note Guarantee will be subject to release as provided in the Indenture. The obligations of each Note Guarantor in respect of its Note Guarantee will be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Note Guarantor and after giving effect to any collections from or payments made by or on behalf of any other Note Guarantor in respect of the obligations of such other Note Guarantor under its Note Guarantee or pursuant to its contribution obligations under the Indenture, result in the obligations of such Note Guarantor under its Note Guarantee not constituting a fraudulent conveyance, fraudulent transfer, or similar illegal transfer under federal or state law or the law of the jurisdiction or formation and incorporation of such Note Guarantors.
Appears in 1 contract
Sources: Indenture (Cemex Sab De Cv)
Indenture. The Issuer issued the Notes under an Indenture Indenture, dated as of February 7June 5, 2024 2020 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer, the Note Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agentthe Trustee. Capitalized The terms used herein are used as defined of the Notes include those stated in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenturesuch terms, and the holders (as defined in the Indenture) Holders are referred to the Indenture for a statement of such those terms. Each Holder, by accepting a Note, agrees to be bound by all of the terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision provisions of the Indenture, such provision of the Indenture shall controlas amended or supplemented from time to time. The Notes are general senior obligations, which are secured obligations by a first priority security interest in the Collateral on an equal and ratable basis with the other Permitted Secured Obligations, subject to the Collateral release provisions set forth in the Intercreditor Agreement. U.S.$1,000,000,000 in aggregate principal amount of Notes will be issued on the Issue Date. Subject to the conditions set forth in the Indenture and without the consent of the Issuer. [This Note is one of Holders, the Initial Notes referred to in the Indenture.] The Notes include the Initial Notes and any Issuer may issue Additional Notes. The Initial All Notes and any Additional Notes are will be treated as a single class series of securities under the Indenture. The Indenture imposes certain limitations on on, among other things, the ability of the Issuer and its Restricted Subsidiaries to, among other things: Incur Indebtedness, make certain Investments and other Restricted Payments, Incur Indebtednessincur Liens, designate Unrestricted Subsidiaries, make Asset Sales, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease convey all or substantially all of its propertythe Issuer’s assets. To guarantee the due and punctual payment of the principal of (and premium, if any) and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Note Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture guaranteed, jointly and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis severally, such obligations pursuant to the terms of the Indenture. Each Note Guarantee will be subject to release as provided in the Indenture. The obligations of each Note Guarantor in respect of its Note Guarantee will be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Note Guarantor and after giving effect to any collections from or payments made by or on behalf of any other Note Guarantor in respect of the obligations of such other Note Guarantor under its Note Guarantee or pursuant to its contribution obligations under the Indenture, result in the obligations of such Note Guarantor under its Note Guarantee not constituting a fraudulent conveyance, fraudulent transfer, or similar illegal transfer under federal or state law or the law of the jurisdiction or formation and incorporation of such Note Guarantors.
Appears in 1 contract
Sources: Indenture (Cemex Sab De Cv)
Indenture. The Issuer issued the Notes under an Indenture dated as of February 7April 29, 2024 2025 (the “Indenture”), among the Issuer, the Subsidiary Guarantors party thereto from time to time and Wilmington Trust, National Association, as trustee and collateral agentthe Trustee. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The terms of the Notes include those stated in the Indenture. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of certain Capital Stock capital stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Subsidiary Guarantors have unconditionally guaranteed the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture Indenture, and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (QXO, Inc.)
Indenture. The Issuer Issuers issued the Notes under an the Indenture dated as of February 7May 23, 2024 2016 (the “Indenture”), among the IssuerIssuers, the Guarantors party thereto and Wilmington Trust, National AssociationDeutsche Bank Trust Company Americas, as trustee and collateral agentTrustee (the “Trustee”). Capitalized The terms used herein are used as of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders Holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to In the extent that any provision event of a conflict, the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision terms of the Indenture shall control. The Notes are senior secured obligations of the IssuerIssuers. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include and the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Issuers and its their Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness and layer Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of the Issuer and capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens incur Liens, make asset sales, impair certain security interests, issue certain guarantees and make Asset Salesdesignate Restricted and Unrestricted Subsidiaries. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor Issuers to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuer Company issued the Notes under an Indenture dated as of February 7October 9, 2024 2012 (the “Indenture”), among the IssuerCompany, the Guarantors party thereto and Wilmington Trust, National Associationsubsidiaries of the Company, as trustee guarantors (the “Subsidiary Guarantors”), and collateral agentthe Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Capitalized terms used herein are used as and not defined herein have the meanings assigned thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) Holders are referred to the Indenture and the TIA for a statement of such terms and provisions. If and to To the extent that any provision of the Notes limits, qualifies or this Note conflicts with a provision the express provisions of the Indenture, such provision the provisions of the Indenture shall controlgovern and be controlling. The Notes are senior secured obligations of the IssuerCompany. [This Note is one of the Initial Notes or Additional Notes referred to in the Indenture.] . The Notes include the Initial Notes, Additional Notes and any Exchange Notes issued in exchange for Initial Notes or Additional Notes. The Initial Notes and any Notes, Additional Notes, Exchange Notes are treated as a single class of securities notes under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens Affiliates and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor Company to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its propertythe property of the Company. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer Company under the Indenture and the Notes when and as the same shall be due and payable, whether at maturitywhether, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Subsidiary Guarantors have jointly and severally, unconditionally guaranteed guarantee the Guaranteed Obligations pursuant to of the terms of Company under the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations Notes on a senior secured second lien basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (Gray Television Inc)
Indenture. The Issuer issued the Notes under an Indenture dated as of February 7October 20, 2024 2009 (the “Indenture”), among the Issuer, the Guarantors party thereto Guarantor named therein and Wilmington Trust, National Association, the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as trustee and collateral agentin effect on the date of the Indenture (the “TIA”). Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of such terms and provisions. If ; in the event of any conflict between this Note and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision the terms of the Indenture shall controlgovern. The Notes are senior secured unsecured obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional NotesExchange Notes issued in exchange for Initial Notes pursuant to the Indenture. The Initial Notes and any Additional Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of capital stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur incur Liens and make Asset Salesasset sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest interest, on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured unsecured basis pursuant to on the terms of set forth in the Indenture.
Appears in 1 contract
Sources: Indenture (Intelsat LTD)
Indenture. The Issuer issued the Notes under an Indenture Indenture, dated as of February 72, 2024 2026 (as amended and/or supplemented from time to time, the “Indenture”), among the Issuer, the Guarantors party thereto from time to time, the Trustee and Wilmington TrustU.S. Bank Trust Company, National Association, as trustee and collateral agentCollateral Agent. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The terms of the Notes include those stated in the Indenture. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured obligations of the Issuer. [This Note is one of the Initial [Initial][Additional] Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of certain Capital Stock capital stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis basis, pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuer Issuers issued the Notes under an the Indenture dated as of February 7October 12, 2024 2006 (the “Indenture”), among the IssuerIssuers, the Guarantors party thereto and Wilmington Trust, National AssociationDeutsche Bank Trust Company Americas, as trustee and collateral agentTrustee (the “Trustee”). Capitalized The terms used herein are used as of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders Holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to In the extent that any provision event of a conflict, the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision terms of the Indenture shall control. The Notes are senior secured obligations of the IssuerIssuers. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include and the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Issuers and its their Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness and layer Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of the Issuer and capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens incur Liens, make asset sales, impair certain security interests, issue certain guarantees and make Asset Salesdesignate Restricted and Unrestricted Subsidiaries. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor Issuers to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Senior Unsecured Indenture (NXP Manufacturing (Thailand) Co., Ltd.)
Indenture. The Issuer Company issued the Notes under an Indenture Indenture, dated as of February 7October 19, 2024 2020, (the “Indenture”), among the IssuerCompany, certain subsidiaries of the Guarantors party thereto and Wilmington Trust, National AssociationCompany, as trustee guarantors (the “Subsidiary Guarantors”) and collateral agentthe Trustee. The terms of the Notes include those stated in the Indenture. Capitalized terms used herein are used as and not defined herein have the meanings assigned thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) Holders are referred to the Indenture for a statement of such terms and provisions. If and to To the extent that any provision of the Notes limits, qualifies or this Note conflicts with a provision the express provisions of the Indenture, such provision the provisions of the Indenture shall controlgovern and be controlling. The Notes are senior secured obligations of the IssuerCompany. [This Note is one of the Initial Notes or Additional Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities notes under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens Affiliates and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor Company to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its propertythe property of the Company. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer Company under the Indenture and the Notes when and as the same shall be due and payable, whether at maturitywhether, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Subsidiary Guarantors have jointly and severally, unconditionally guaranteed guarantee the Guaranteed Obligations pursuant to of the terms of Company under the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations Notes on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (Gray Television Inc)
Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of February 7November 24, 2024 2009 (the “Indenture”), among the IssuerIssuers, the Guarantors party thereto and Wilmington Trust, National Association, the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 as trustee and collateral agentin effect on the date of the Indenture (the “TIA”). Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured unsecured obligations of the IssuerIssuers. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional Notes. The Exchange Notes issued in exchange for Initial Notes and any Additional Notes are treated as a single class of securities under pursuant to the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Company’s Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of the Issuer and capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur incur Liens and make Asset Salesasset sales. The Indenture also imposes limitations on the ability of the Issuer Issuers and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer Issuers under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have (as described in the Indenture) have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of February 7July 12, 2024 2017 (the “Indenture”), among the Issuer, Issuers and the Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agentTrustee. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The terms of the Notes include those stated in the Indenture. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured obligations of the IssuerIssuers. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of the Issuer and capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the each Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer Issuers under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (Exela Technologies, Inc.)
Indenture. Note Guarantee The Issuer Issuers issued the Notes under an Indenture Indenture, dated as of February November 7, 2024 2030 (as amended and supplemented from time to time, the “Indenture”), among the IssuerIssuers, the Guarantors party thereto from time to time, the Trustee, the Paying Agent, the Transfer Agent, the Registrar and Wilmington Trust, National AssociationTrust (London) Limited, as trustee and collateral security agent. Capitalized The terms used herein are used as of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenturesuch terms, and the holders (as defined in the Indenture) Noteholders are referred to the Indenture for a statement of such terms and provisionsthose terms. If This Note is guaranteed by the Guarantors, as and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured obligations of the Issuer. [This Note is one of the Initial Notes referred to set forth in the Indenture.] The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtednesspay dividends and other distributions, incur Debt, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of the Issuer and capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer Issuers and each Subsidiary Guarantor the Guarantors to consolidate consolidate, amalgamate or merge with or into any other Person or conveysell, transfer transfer, assign, lease, convey or lease otherwise Dispose of all or substantially all of its propertythe Property of the Issuers or the Guarantors. To guarantee the due and punctual payment extent permitted by applicable law, in the event of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to any inconsistency between the terms of the Notes Note and the terms of the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indentureshall control.
Appears in 1 contract
Sources: Indenture (Borr Drilling LTD)
Indenture. The Issuer Company issued the Notes under an Indenture dated as of February 7May 29, 2024 2025 (the “Indenture”), among the IssuerCompany, the Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agentthe Trustee. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The terms of the Notes include those stated in the Indenture. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured unsecured, unsubordinated obligations of the IssuerCompany. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are may, at the Company’s option, be treated as a single class of securities for all purposes under the Indenture, including, without limitation, waivers, amendments, redemptions and offers to purchase; 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, if applicable. The Indenture imposes certain limitations on the ability of the Issuer Company and its the Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer Company and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To The Guarantors (including each Restricted Subsidiary of the Company that is required to guarantee the due and punctual payment Guaranteed Obligations pursuant to Section 4.11 of the principal Indenture) shall jointly and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed severally guarantee the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (Enpro Inc.)
Indenture. The Issuer issued the Notes under an Indenture dated as of February 7September 30, 2024 2010 (the “Indenture”), among the Issuer, the Note Guarantors party thereto and Wilmington Trust, National Association, the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa 77bbbb) as trustee and collateral agentin effect on the date of the Indenture (the “TIA”). Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of such terms and provisions. If and to To the extent that any provision of the Notes limits, qualifies or this Note conflicts with a provision the express provisions of the Indenture, such provision the provisions of the Indenture shall controlgovern and be controlling. The Notes are senior secured obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes, any Additional Notes and any Exchange Notes issued in exchange for the Initial Notes or any Additional NotesNotes pursuant to the Indenture. The Initial Notes, any Additional Notes and any Additional Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of capital stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Note Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Note Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor of the Issuer that executes a Subsidiary Note Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuer issued the Notes under an Indenture dated as of February 712, 2024 2009 (the “Indenture”), among the Issuer, the Guarantors party thereto named therein and Wilmington Trust, National Association, the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as trustee and collateral agentin effect on the date of the Indenture (the “TIA”). Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of such terms and provisions. If ; in the event of any conflict between this Note and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision the terms of the Indenture shall controlgovern. The Notes are senior secured unsecured obligations of the Issuer. [This Note is one of the Initial Exchange Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional NotesExchange Notes issued in exchange for Initial Notes pursuant to the Indenture. The Initial Notes and any Additional Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of capital stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur incur Liens and make Asset Salesasset sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest interest, on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured unsecured basis pursuant to on the terms of set forth in the Indenture.
Appears in 1 contract
Sources: Indenture (Intelsat LTD)
Indenture. The Issuer Company issued the Notes under an Indenture dated as of February 7September 16, 2024 2014 (the “Indenture”), among the IssuerCompany, the Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agentthe Trustee. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured unsecured, unsubordinated obligations of the IssuerCompany. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are may, at the Company’s option, be treated as a single class of securities for all purposes under the Indenture, including, without limitation, waivers, amendments, redemptions and offers to purchase; 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, if applicable. The Indenture imposes certain limitations on the ability of the Issuer Company and its the Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer Company and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To The Guarantors (including each Wholly Owned Restricted Subsidiary of the Company that is required to guarantee the due and punctual payment Guaranteed Obligations pursuant to Section 4.11 of the principal Indenture) shall jointly and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed severally guarantee the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (Enpro Industries, Inc)
Indenture. The Issuer Company issued the Notes under an Indenture Indenture, dated as of February 7June 3, 2024 2024, (the “Indenture”), among the IssuerCompany, certain subsidiaries of the Company, as guarantors (the “Subsidiary Guarantors”), the Guarantors party thereto Trustee and Wilmington Trust, National Association, as trustee and collateral agentthe Notes Collateral Agent. The terms of the Notes include those stated in the Indenture. Capitalized terms used herein are used as and not defined herein have the meanings assigned thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) Holders are referred to the Indenture for a statement of such terms and provisions. If and to To the extent that any provision of the Notes limits, qualifies or this Note conflicts with a provision the provisions of the Indenture, such provision the provisions of the Indenture shall controlgovern and be controlling. The Notes are senior secured obligations of the IssuerCompany. [This Note is one of the Initial Notes or Additional Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities notes under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens Affiliates and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor Company to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its propertythe property of the Company. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer Company under the Indenture and the Notes when and as the same shall be due and payable, whether at maturitywhether, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Subsidiary Guarantors have jointly and severally, unconditionally guaranteed guarantee the Guaranteed Obligations pursuant to of the terms of Company under the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations Notes on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (Gray Television Inc)
Indenture. The Issuer issued the Notes Securities under an Indenture dated as of February 7August [__], 2024 2014 (the “Indenture”), ) among the Issuer, the Guarantors party thereto Guarantors, the Trustee and Wilmington Trust, National Association, the Collateral Agent. The terms of the Securities include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as trustee and collateral agentin effect on the date of the Indenture (the “TIA”). Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes Securities are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) Holders are referred to the Indenture and the TIA for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes Securities are senior secured obligations of the Issuer. [This Note Security is one of the Initial Notes Securities referred to in the Indenture.] The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries the Guarantors to, among other things, make certain Investments and other Investments, make Restricted PaymentsDistributions, Incur Indebtednessincur Debt, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted SubsidiariesDistributions, enter into or permit certain transactions with Affiliates, Affiliates and create or Incur incur Liens and make Asset SalesDispositions. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or conveysell, transfer or lease all or substantially all of its their property. To guarantee the due and punctual payment of the principal of and interest on the Notes Securities and all other amounts payable by the Issuer under the Indenture and the Notes Securities when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes Securities and the Indenture, the Guarantors have have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis Securities pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Note Purchase Agreement (Pernix Therapeutics Holdings, Inc.)
Indenture. The Issuer issued the Notes under an Indenture dated as of February 7March 11, 2024 2026 (as amended and/or supplemented from time to time, the “Indenture”), among the Issuer, the Guarantors party thereto from time to time, the Trustee and Wilmington Trust, National Association, as trustee and collateral agentCollateral Agent. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The terms of the Notes include those stated in the Indenture. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured obligations of the Issuer. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of certain Capital Stock capital stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis basis, pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (Advantage Solutions Inc.)
Indenture. The Issuer Issuers issued the Notes under an Indenture Indenture, dated as of February 7December 3, 2024 2025 (the “Indenture”), by and among the IssuerIssuers, the Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agentthe Trustee. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The terms of the Notes include those stated in the Indenture. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured the unsubordinated obligations of the IssuerIssuers and Guarantors to the extent set forth in the Indenture. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are shall be treated as a single class of securities for all purposes under the Indenture, including, without limitation, waivers, amendments, redemptions and offers to purchase; 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, if applicable. The Indenture imposes certain limitations on the ability of the Issuer Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiariesdistributions, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer Issuers and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To The Guarantors (including each Restricted Subsidiary of the Company that is required to guarantee the due and punctual payment Guaranteed Obligations pursuant to Section 4.11 of the principal Indenture) shall jointly and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed severally guarantee the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (Genmab a/S)
Indenture. The Issuer Company issued the Notes under an Indenture dated as of February August 7, 2024 2020 (the “Indenture”), among the IssuerCompany, the Guarantors party thereto Guarantors, the Trustee and Wilmington Trust, U.S. Bank National Association, as trustee and notes collateral agentagent (the “Notes Collateral Agent”). Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured obligations Obligations of the IssuerCompany. [This Note is one of the Initial Notes referred to in the IndentureIndenture and is referred to herein as the “Initial Notes.] ”]3 The Notes comprise a series of Notes issued under the Indenture and include the Initial Notes [(the “Initial Notes”)] and any Additional Notes. The Initial Notes and any Additional Notes are may, at the Company’s option, be treated as a single class of securities for all purposes under the Indenture, including, without limitation, waivers, amendments, redemptions and offers to purchase; 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 and/or ISIN, if applicable. Holders of the Initial Notes and the Additional Notes shall vote and consent together as one class on all matters to which such holders are entitled to vote or consent, and none of the holders of the Initial Notes or the Additional Notes shall have the right to vote or consent as a separate class on any matter to which such holders are entitled to vote or consent. The Indenture imposes certain limitations on the ability of the Issuer Company and its the Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer Company and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To The Guarantors (including each Wholly Owned Restricted Subsidiary of the Company that is not an Excluded Subsidiary and that is required to guarantee the due and punctual payment Guaranteed Obligations 3 For Initial Notes. pursuant to Section 4.11 of the principal Indenture) shall jointly and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed severally guarantee the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of February 7September 24, 2024 2015 (the “Indenture”), among the IssuerIssuers, the Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agentthe Trustee. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured unsecured, unsubordinated obligations of the IssuerIssuers. [This Note is one of the Initial Notes referred to in the Indenture.] . The Notes include the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are may, at the Issuers’ option, be treated as a single class of securities for all purposes under the Indenture, including, without limitation, waivers, amendments, redemptions and offers to purchase; 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, if applicable. The Indenture imposes certain limitations on the ability of the Issuer Parent and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiariesdistributions, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer Issuers and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To The Guarantors (including each Wholly Owned Restricted Subsidiary of the Parent that is required to guarantee the due and punctual payment Guaranteed Obligations pursuant to Section 4.11 of the principal Indenture) shall jointly and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed severally guarantee the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (Mallinckrodt PLC)
Indenture. The Issuer issued the Notes under an Indenture Indenture, dated as of February 7November 19, 2024 2019 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer, the Note Guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agentthe Trustee. Capitalized The terms used herein are used as defined of the Notes include those stated in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenturesuch terms, and the holders (as defined in the Indenture) Holders are referred to the Indenture for a statement of such those terms. Each Holder, by accepting a Note, agrees to be bound by all of the terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision provisions of the Indenture, such provision of the Indenture shall controlas amended or supplemented from time to time. The Notes are general senior obligations, which are secured obligations by a first priority security interest in the Collateral on an equal and ratable basis with the other Permitted Secured Obligations, subject to the Collateral release provisions set forth in the Intercreditor Agreement. U.S.$1,000,000,000 in aggregate principal amount of Notes will be issued on the Issue Date. Subject to the conditions set forth in the Indenture and without the consent of the Issuer. [This Note is one of Holders, the Initial Notes referred to in the Indenture.] The Notes include the Initial Notes and any Issuer may issue Additional Notes. The Initial All Notes and any Additional Notes are will be treated as a single class series of securities under the Indenture. The Indenture imposes certain limitations on on, among other things, the ability of the Issuer and its Restricted Subsidiaries to, among other things: Incur Indebtedness, make certain Investments and other Restricted Payments, Incur Indebtednessincur Liens, designate Unrestricted Subsidiaries, make Asset Sales, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease convey all or substantially all of its propertythe Issuer’s assets. To guarantee the due and punctual payment of the principal of (and premium, if any) and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Note Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture guaranteed, jointly and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis severally, such obligations pursuant to the terms of the Indenture. Each Note Guarantee will be subject to release as provided in the Indenture. The obligations of each Note Guarantor in respect of its Note Guarantee will be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Note Guarantor and after giving effect to any collections from or payments made by or on behalf of any other Note Guarantor in respect of the obligations of such other Note Guarantor under its Note Guarantee or pursuant to its contribution obligations under the Indenture, result in the obligations of such Note Guarantor under its Note Guarantee not constituting a fraudulent conveyance, fraudulent transfer, or similar illegal transfer under federal or state law or the law of the jurisdiction or formation and incorporation of such Note Guarantors.
Appears in 1 contract
Sources: Indenture (Cemex Sab De Cv)
Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of February 7November 24, 2024 2009 (the “Indenture”), among the IssuerIssuers, the Guarantors party thereto and Wilmington Trust, National Association, the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 as trustee and collateral agentin effect on the date of the Indenture (the “TIA”). Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and the holders Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of such terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured unsecured obligations of the IssuerIssuers. [This Note is one of the Initial Exchange Notes referred to in the Indenture.] . The Notes include the Initial Notes, the Additional Notes and any Additional NotesExchange Notes issued in exchange for the Initial Notes pursuant to the Indenture. The Initial Notes and any Additional Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Company’s Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of the Issuer and capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Issuer Issuers and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest interest, if any, on the Notes and all other amounts payable by the Issuer Issuers under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuer Issuers issued the Notes Securities under an Indenture dated as of February 7October 23, 2024 2014 (the “Indenture”), among the IssuerIssuers, the Guarantors party thereto Guarantors, the Trustee and Wilmington Trust, National Association, as trustee and collateral agentthe Notes Collateral Agent. Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The Notes Securities are subject to all terms and provisions of the Indenture, and the holders (as defined in the Indenture) Holders are referred to the Indenture for a statement of such terms and provisions. If and to To the extent that any provision of the Notes limits, qualifies or this Security conflicts with a provision the express provisions of the Indenture, such provision the provisions of the Indenture shall controlgovern and be controlling. The Notes Securities are senior secured obligations of the IssuerIssuers. [This Note Security is one of the Initial Notes Securities referred to in the Indenture.] The Notes include . On and after the Initial Notes and any Additional Notes. The Initial Notes and any Additional Notes are treated as a single class of securities under Escrow Release Date, the Indenture. The Indenture imposes certain limitations on the ability of the Issuer Company and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of capital stock of the Issuer Company and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur incur Liens and make Asset Salesasset sales. The Indenture also imposes limitations on the ability of the Issuer Company and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes Securities and all other amounts payable by the Issuer Issuers under the Indenture and the Notes Securities when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes Securities and the Indenture, the Guarantors have have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuer issued the 2016 Notes under an Indenture dated as of February 7July 3, 2024 2006 (the “Indenture”"INDENTURE"), among the Issuer, Holdings and the Guarantors party thereto Trustee. The terms of the 2016 Notes include those stated in the Indenture and Wilmington Trust, National Association, those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. ss.ss. 77aaa-77bbbb) as trustee and collateral agentin effect on the date of the Indenture (th▇ "▇▇A"). Capitalized terms used herein are used as Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture, unless otherwise indicated. The 2016 Notes are subject to all terms and provisions of the Indenture, and the holders Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of such terms and provisions. If ; in the event of any conflict between this 2016 Note and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision the terms of the Indenture shall controlgovern. The 2016 Notes are senior secured unsecured obligations of the Issuer. [This 2016 Note is one of the Initial 2016 Notes referred to in the Indenture.] . The 2016 Notes include the Initial 2016 Notes and any Additional NotesExchange 2016 Notes issued in exchange for Initial 2016 Notes pursuant to the Indenture. The Except as otherwise provided in the Indenture, the Initial 2016 Notes and any Additional Exchange 2016 Notes, together with the Initial Floating Rate Notes and any Exchange Floating Rate Notes, are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell certain Capital Stock shares of capital stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or Incur incur Liens and make Asset Salesasset sales. The Indenture also imposes limitations on the ability of the Issuer and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Guaranteed Obligations pursuant to the terms of the Indenture and any Subsidiary Guarantor that executes a Subsidiary Guarantee will unconditionally guarantee the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Sources: Indenture (Intelsat LTD)