Common use of Notice of Redemption; Selection of Securities Clause in Contracts

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, any part of a series of Securities pursuant to Section 3.01, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in part. Notice given in such manner shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which such Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption prices, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the notice, and that on and after the date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is to be redeemed, the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state that, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 8 contracts

Samples: Indenture (Origin Bancorp, Inc.), Indenture (NewAmsterdam Pharma Co N.V.), Indenture (TriState Capital Holdings, Inc.)

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Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a series of the Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the CUSIP number of the Securities to be redeemed, the date fixed for redemption, the redemption price at which such the Securities are to be redeemedredeemed (or the method by which such redemption price is to be calculated), the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such the Securities, that interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is the Securities are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before By 10:00 a.m. New York time on the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption priceRedemption Price, together with accrued interest, if any, interest to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the The Company will give the Trustee adequate written notice at least not less than 45 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) redemption date as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, redeemed and the Trustee shall select, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities or portions thereof (in integral multiples of $1,000, except as otherwise set forth in the applicable form of Security) to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 8 contracts

Samples: United National Bancorp (United National Bancorp), Indenture (Hubco Inc), Indenture (Puget Sound Energy Inc)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, any part of a series of Securities pursuant to Section 3.01, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company shall be given by the Company, or, at the Company’s written request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board ResolutionResolutions, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or Officer, the Chief Financial Officer Officer, the President, the Treasurer, any Executive Vice President, the Secretary and each officer of the Company designated by any of the foregoing officers (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a longer period of notice of such redemption, the Company or or, at the written request of the Company, the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 ten Business Days and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in part. Notice given in such manner shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request in writing in an Officer’s Certificate delivered to the Trustee at least 10 ten days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which such Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, Securities maturing after the date of redemption, are to be surrendered for payment of the redemption prices, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the notice, and that on and after the date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is to be redeemed, the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state that, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 7 contracts

Samples: Indenture (Trustmark Corp), Indenture (Amalgamated Financial Corp.), Indenture (Flushing Financial Corp)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, any part of a series of Securities pursuant to Section 3.01this Article Three or the terms and provisions otherwise applicable to such series, it shall fix a date for redemption. Notice , it shall prepare the notice of such redemption of Securities to be redeemed at the election of the Company and it shall be given by the Company, mail or, at the Company’s requestrequest and expense, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail such notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days thirty (30) and not more than 60 calendar ninety (90) days prior to the date fixed for a redemption to the holders Holders of the Securities and, in the case of Securities in global form, to the Depositary of such series which are Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such mailing shall be by prepaid first class mail. Any notice which is mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives Holder shall have received such notice. In any case, failure to give such notice by mail, or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which such the applicable Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricesPayment, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the notice, Securities and that on and after the said date interest interest, if any, thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is to be redeemed, the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state that, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issuedissued of the same series. On In the case of Securities of any series that are convertible or before exchangeable into Shares or other securities or property, the notice of redemption shall state the then current conversion or exchange price or rate, the date or dates on which the right to convert or exchange the principal of the Securities of such series to be redeemed shall commence or terminate, as applicable, and the place or places where and the Persons to whom such Securities may be surrendered for conversion or exchange, Prior to the redemption date specified in the notice of redemption given as provided in this Section, the Company or, if the provisions of Article Fifteen shall apply to the Securities to be redeemed, the Guarantor will deposit in trust with the Trustee or with one or more paying agents (or, if the Company is acting as its own paying agent, segregate and hold in trust as provided in Section 4.03) an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the The Company will give the Trustee adequate written notice of each redemption at least 45 forty-five (45) days in advance prior to the date fixed for redemption (unless a shorter notice shall be satisfactory is acceptable to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is as it shall deem appropriate and fairfair and, not more than 60 days prior to if applicable, in accordance with the date procedures of redemptionthe Depositary, the numbers Securities of such Securities Outstanding not previously called for redemption, series to be redeemed in whole or in part. The portion of principal of Securities so selected for redeemed; provided however, that no such partial redemption shall be equal reduce the portion of the principal amount of a Security of such series not redeemed to less than the minimum authorized denomination for Securities a Security of that such series established herein or any integral multiple thereofpursuant hereto. The Trustee shall promptly notify the Company in writing of the Securities of such series selected for redemption and, in the case of any Securities of such series selected for partial redemption, the principal amount thereof to be redeemed. IfFor all purposes of this Indenture, howeverunless the context otherwise requires, less than all provisions relating to the redemption of Securities shall relate, in the case of a series having differing issue datesany Securities redeemed or to be redeemed only in part, interest rates and stated maturities are to the portion of the principal of such Securities which has been or is to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 6 contracts

Samples: Indenture (Aon PLC), Indenture (Aon Corp), Indenture (Aon Corp)

Notice of Redemption; Selection of Securities. In case the Company Issuer shall desire to exercise the any right to redeem all or, as the case may be, or any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it the Issuer shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by notify the Trustee in writing, at least 45 days before such redemption date if all the name Outstanding Securities of a series are to be redeemed, and at least 60 days before such redemption date if less than all the Outstanding Securities of a series are to be redeemed. The Issuer, or at the request and at the expense of the Company. The Company or Issuer, the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 days and not more than 60 calendar days prior to the date fixed for a redemption redemption, to the holders Holders of Securities of such Securities series so to be redeemed as a in whole or in partpart at their last addresses as they shall appear in the Register. Notice given Any notice which is mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such the notice. In any case, failure Failure to give such notice by mail, or any defect in the notice notice, to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Securityseries. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such The notice of redemption to each such Holder shall specify the CUSIP number of the Securities of such series, if any, the date fixed for redemption, the redemption price at which such Securities are to be redeemedprice, the CUSIP numbers place or places of payment, if the Securities of such Securitiesseries are convertible at the option of the Holder into shares of Common Stock, the Place Conversion Price, the place or places of Payment where conversion, that Securities called for redemption may be converted at any time before the close of business on the third Business Day prior to the date fixed for redemption, or on such Securities, together, in the case of Bearer Securities, with all coupons appertaining theretoearlier date, if any, maturing after specified pursuant to Section 2.6 for Securities of such series, and if not converted prior to the date close of redemptionbusiness on such date, are the right of conversion will be lost and that Holders who want to be surrendered for payment of convert Securities must satisfy the redemption pricesrequirements set forth in the terms thereof, that payment will be made upon presentation and surrender of such Securities, that any interest accrued to the date fixed for redemption will be paid as specified in the notice, such notice and that on and after the said date any interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of the Outstanding Securities of a series is are to be redeemed, the notice of redemption shall specify the number or numbers or distinguishing symbol or symbols of the Securities to be redeemed. In case any Security of a series is to be redeemed in part only, only the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof will be issued. On or before Prior to the redemption date specified in the notice of redemption given as provided in this Section, the Company Issuer will deposit in trust with the Trustee or with one or more paying agents (or, if the Issuer is acting as its own paying agent, segregate and hold in trust as required by the Trust Indenture Act of 1939) an amount of money (in the currency or units of currencies or composite currency in which the Securities so called for redemption are denominated or an appropriate equivalent thereof) sufficient to redeem on the redemption date all the Securities of such series or portions of Securities thereof so called for redemption at the appropriate redemption price, together with accrued interest, if any, interest to the date fixed for redemption. If less than all the Outstanding Securities of a series are to be redeemed (or less than the full principal amount of Securities each Security in such series is to be redeemed), the Company Issuer will give deliver to the Trustee adequate written notice at least 45 60 days in advance prior to the date fixed for redemption (unless a or such shorter notice shall be satisfactory period if acceptable to the Trustee) as to an Officers' Certificate stating the aggregate principal amount of Securities to be redeemedredeemed and, if the Trustee is not acting as the repository of the Register for such series, a current list of all Outstanding Securities of such series. If less than all the Outstanding Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is as it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers Securities of such Securities Outstanding not previously called for redemption, series to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, ; however, if less than all the Securities of a any series having with differing issue dates, interest rates and stated maturities are to be redeemed, the Company Issuer in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing thereof at least 45 days prior to the relevant redemption date. Except as otherwise specified for Securities of a particular series pursuant to Section 2.6, Securities may be redeemed in part in amounts equal to the minimum authorized denomination for Securities of such series or any multiple thereof. The Trustee shall promptly notify the Issuer in writing of the Securities of such series selected for redemption and, in the case of any Securities of such series selected for partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities of any series shall relate, in the case of any Security redeemed or to be redeemed only in part, to the portion of the principal amount of such Security which has been or is to be redeemed.

Appears in 6 contracts

Samples: Newmont (Newmont Mining Corp /De/), Article Nine Satisfaction And (Newmont Mining Corp /De/), Newmont (Newmont Usa LTD)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities and shall mail or cause to be redeemed at the election of the Company shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mailed a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders Holders of Securities of such Securities series so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall include CUSIP numbers and specify the date fixed for redemption, the redemption price at which Securities of such Securities series are to be redeemed, the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such Securities, that any interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date any interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all the Securities of a series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of that series to be redeemed. In case any Security of a series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same that series in principal amount equal to the unredeemed portion thereof will be issued. On or before Prior to 10:00 am on the redemption date specified in the notice of redemption given as provided in this SectionSection 11.02, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption price, together with accrued interest, if any, interest to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If or less than all the Securities of a series are to be redeemed, the Company will give the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, notice not more less than 60 days prior to the redemption date as to the aggregate principal amount of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed and the Trustee shall select, in whole or such manner as in part. The portion of principal of Securities so selected for partial redemption its sole discretion it shall be equal to deem appropriate, the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify portions thereof (in multiples of $1,000, except as otherwise set forth in the Company applicable form of the Securities Security) to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 5 contracts

Samples: Indenture (Peabody Energy Corp), Indenture (Peabody Energy Corp), Cottonwood Land Co

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, any part of a series of Securities pursuant to Section 3.01this Article Three or the terms and provisions otherwise applicable to such series, it shall fix a date for redemption. Notice , it shall prepare the notice of such redemption of Securities to be redeemed at the election of the Company and it shall be given by the Company, mail or, at the Company’s requestrequest and expense, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail such notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days thirty (30) and not more than 60 calendar ninety (90) days prior to the date fixed for a redemption to the holders Holders of the Securities and, in the case of Securities in global form, to the Depositary of such series which are Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such mailing shall be by prepaid first class mail or in such the case of global securities, delivered electronically to the Depository. Any notice which is mailed in the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives Holder shall have received such notice. In any case, failure to give such notice by mail, or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which such the applicable Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricesPayment, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the notice, Securities and that on and after the said date interest interest, if any, thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is to be redeemed, the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state that, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issuedissued of the same series. On In the case of Securities of any series that are convertible or before exchangeable into Shares or other securities or property, the notice of redemption shall state the then current conversion or exchange price or rate, the date or dates on which the right to convert or exchange the principal of the Securities of such series to be redeemed shall commence or terminate, as applicable, and the place or places where and the Persons to whom such Securities may be surrendered for conversion or exchange, Prior to the redemption date specified in the notice of redemption given as provided in this Section, the Company or, if the provisions of Article Fifteen shall apply to the Securities to be redeemed, the Guarantor will deposit in trust with the Trustee or with one or more paying agents (or, if the Company is acting as its own paying agent, segregate and hold in trust as provided in Section 4.03) an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the The Company will give the Trustee adequate written notice of each redemption at least 45 forty-five (45) days in advance prior to the date fixed for redemption (unless a shorter notice shall be satisfactory is acceptable to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is as it shall deem appropriate and fairfair and, not more than 60 days prior to if applicable, in accordance with the date procedures of redemptionthe Depositary, the numbers Securities of such Securities Outstanding not previously called for redemption, series to be redeemed in whole or in part. The portion of principal of Securities so selected for redeemed; provided however, that no such partial redemption shall be equal reduce the portion of the principal amount of a Security of such series not redeemed to less than the minimum authorized denomination for Securities a Security of that such series established herein or any integral multiple thereofpursuant hereto. The In the case of certificated Securities, the Trustee shall promptly notify the Company in writing of the Securities of such series selected for redemption and, in the case of any Securities of such series selected for partial redemption, the principal amount thereof to be redeemed. IfFor all purposes of this Indenture, howeverunless the context otherwise requires, less than all provisions relating to the redemption of Securities shall relate, in the case of a series having differing issue datesany Securities redeemed or to be redeemed only in part, interest rates and stated maturities are to the portion of the principal of such Securities which has been or is to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 4 contracts

Samples: Indenture (Aon Corp), Indenture (Aon Corp), Indenture (Aon Corp)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a series of the Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the CUSIP number of the Securities to be redeemed, the date fixed for redemption, the redemption price at which such the Securities are to be redeemedredeemed (or the method by which such redemption price is to be calculated), the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption prices, that payment will be made upon presentation and surrender of such the Securities, that interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is the Securities are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before By 10:00 a.m. New York time on the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption priceRedemption Price, together with accrued interest, if any, interest to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the The Company will give the Trustee adequate written notice at least not less than 45 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) redemption date as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, redeemed and the Trustee shall select, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities or portions thereof (in integral multiples of $1,000, except as otherwise set forth in the applicable form of Security) to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 4 contracts

Samples: Indenture (Progress Capital Trust I), Indenture (Ucbh Trust Co), Indenture (Ucbh Holdings Inc)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a series of the Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the CUSIP number of the Securities to be redeemed, the date fixed for redemption, the redemption price at which such the Securities are to be redeemedredeemed (or the method by which such redemption price is to be calculated), the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption prices, that payment will be made upon presentation and surrender of such the Securities, that interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is the Securities are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before By 10:00 a.m. New York City time on the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption priceRedemption Price, together with accrued interest, if any, interest to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the The Company will give the Trustee adequate written notice at least not less than 45 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) redemption date as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, redeemed and the Trustee shall select, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities or portions thereof (in integral multiples of $1,000, except as otherwise set forth in the applicable form of Security) to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 4 contracts

Samples: Illinois Power Co, Dynegy Capital Trust Iii, NGC Corp

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, any part of a series of Securities pursuant to Section 3.01, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company shall be given by the Company, or, at the Company’s 's request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board ResolutionResolutions, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or Officer, the Chief Financial Officer Officer, the Treasurer or the Controller of the Company (each, an "Authorized Officer") and evidenced by the preparation of an offering document or an Officer’s 's Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in part. Notice given in such manner shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 ten days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which such Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption prices, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the notice, and that on and after the date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is to be redeemed, the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state that, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, rata or by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 3 contracts

Samples: Indenture (Howard Bancorp Inc), Indenture (Howard Bancorp Inc), Howard Bancorp Inc

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, any part of a series of Securities pursuant to Section 3.01, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or Officer, the Chief Financial Officer Officer, the Treasurer or the Controller of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in part. Notice given in such manner shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 ten days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which such Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption prices, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the notice, and that on and after the date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is to be redeemed, the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state that, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 3 contracts

Samples: Indenture (Simmons First National Corp), Indenture (Simmons First National Corp), Indenture (Simmons First National Corp)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a the Securities of any series (or all or part of the Unregistered Securities of such series or all or any part of the Registered Securities of each series, if the terms and traditions of redemption shall differ with respect to Unregistered Securities and Registered Securities of such series as specified in the terms of such Securities established pursuant to Section 3.01) in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company shall be given by the CompanyRedemption Date and, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, except as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as otherwise set forth in a Board Resolutionform of Security, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of shall provide notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, redemption at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption such Redemption Date to the holders Holders of Securities of such Securities series so to be redeemed as a whole or in part. Notice given in such manner shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice or any defect part in the manner provided in Section 1.06, provided that the Company shall provide notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity Trustee of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days two Business Days prior to the designated date for delivering such notice, unless a shorter period notice is satisfactory delivered to the TrusteeHolders. Each such notice of redemption shall specify the date fixed for redemptionRedemption Date, the redemption price at which such Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining theretoRedemption Price and accrued interest, if any, maturing after the date Place or Places of redemptionPayment, that the Securities of such series are to be surrendered for payment being redeemed at the option of the redemption pricesCompany pursuant to provisions contained in the terms of the Securities of such series or in a supplemental indenture establishing such series, if such be the case, together with a brief statement of the facts permitting such redemption, that payment will be made upon presentation and surrender of such the applicable Securities, that any interest accrued to the date fixed for redemption Redemption Date will be paid as specified in the said notice, and that on and after the date said Redemption Date any interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all the Securities of a any series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of such series to be redeemed, and, if only Unregistered Securities of any series are to be redeemed, and if such Unregistered Securities may be exchanged for Registered Securities, the last date on which exchanges of Unregistered Securities for Registered Securities not subject to redemption may be made. In case any Security of any series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the Redemption Date, upon surrender of such Security, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof will be issued, or, in the case of Securities providing appropriate space for such notation, at the option of the Holders, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof. On or before the redemption date specified Redemption Date with respect to the Securities of any series stated in the notice of redemption given as provided in this SectionSection 4.02, the Company will deposit in trust with the Trustee or with one or more paying agents Paying Agents an amount of money in the currency or currency units in which the Securities of such series are payable (except as otherwise specified as contemplated by Section 3.01 for the Securities of such series) sufficient to redeem on the redemption date such Redemption Date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption priceapplicable Redemption Price, together with accrued interestinterest to such Redemption Date. Except as set forth in a form of Security, if any, to the date fixed for redemption. If less fewer than all the Securities of a series of Securities is are to be redeemedredeemed (except in the case of a redemption in whole of the Unregistered Securities, the Registered Securities or the Fully Registered Securities of such series), the Company will give the Trustee adequate written notice at least 45 not less than 60 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) Redemption Date as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, redeemed and the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemptionRedemption Date and in such manner as in its sole discretion it shall deem appropriate and fair, the numbers Securities of such Securities Outstanding not previously called for redemption, to be redeemed in whole series or in part. The portion of principal of Securities so selected for partial redemption shall be portions hereof (equal to the minimum authorized denomination for Securities of that series or any an integral multiple thereof. The Trustee shall promptly notify , except as otherwise set forth in the Company applicable form of the Securities Security) to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are Any such notice may be canceled at any time prior to be redeemed, the Company in its sole discretion shall select the particular Securities notice of such series redemption being mailed to be redeemed any Holder and shall notify the Trustee in writing at least 45 days prior to the relevant redemption datethereby be void and of no effect.

Appears in 3 contracts

Samples: Indenture (Bok Financial Corp Et Al), Indenture (Bok Financial Corp Et Al), First Niagara Financial Group Inc

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a series of the Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the CUSIP number of the Securities to be redeemed, the date fixed for redemption, the redemption price at which such the Securities are to be redeemedredeemed (or the method by which such redemption price is to be calculated), the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption prices, that payment will be made upon presentation and surrender of such the Securities, that interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is the Securities are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before By 10:00 a.m. New York time on the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption priceRedemption Price, together with accrued interest, if any, interest to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the The Company will give the Trustee adequate written notice at least not less than 45 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) redemption date as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, redeemed and the Trustee shall select, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities or portions thereof (in integral multiples of $25, except as otherwise set forth in the applicable form of Security) to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 3 contracts

Samples: Indenture (Independent Capital Trust I), Coastal Capital Trust I, Sandy Spring Capital Trust I

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a series of the Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the CUSIP number of the Securities to be redeemed, the date fixed for redemption, the redemption price at which such the Securities are to be redeemedredeemed (or the method by which such redemption price is to be calculated), the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption prices, that payment will be made upon presentation and surrender of such the Securities, that interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is the Securities are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before prior to the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption priceRedemption Price, together with accrued interest, if any, interest to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the The Company will give the Trustee adequate written notice at least not less than 45 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) redemption date as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, redeemed and the Trustee shall select, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities or portions thereof (in integral multiples of $1,000, except as otherwise set forth in the applicable form of Security) to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 3 contracts

Samples: Indenture (Bank of Boston Corp), Bankboston Capital Trust V, Bankboston Capital Trust Iii

Notice of Redemption; Selection of Securities. In case the Company Issuer shall desire to exercise the right to redeem all or, as the case may be, any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company Redemption Date and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give provide notice of such redemption, in redemption at least 30 days prior to such Redemption Date to the manner Trustee and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders Holders of Securities of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities series so to be redeemed as a whole or in partpart in the manner provided in Section 13.4. Notice given The notice provided in such the manner herein specified shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemptionRedemption Date, the redemption price at which such Securities are to be redeemedRedemption Price, the CUSIP numbers of such Securitiesor other comparable number, the Place or Places of Payment where Payment, that the Securities of such Securities, together, series are being redeemed at the option of the Issuer pursuant to provisions contained in the case terms of Bearer Securities, with all coupons appertaining theretothe Securities of such series or in a supplemental indenture establishing such series, if anysuch be the case, maturing after the date of redemption, are to be surrendered for payment together with a brief statement of the redemption pricesfacts permitting such redemption, that payment will be made upon presentation and surrender of such Securitiesthe applicable Securities at the Place or Places of Payment, that the Redemption Price and any interest accrued to the date fixed for redemption Redemption Date will be paid as specified in the said notice, and that on and after the date said Redemption Date any interest thereon or on the portions thereof to be redeemed will cease to accrue, and any information that is required to be included therein by the Depository. If less fewer than all the Securities of a any series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of such series to be redeemed. In case any Security of any series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the Redemption Date, upon surrender of such Security, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof will be issued, or, in the case of Securities providing appropriate space for such notation, at the option of the Holders the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof. On or before the redemption date specified Redemption Date with respect to the Securities of any series stated in the notice of redemption given as provided in this SectionSection 14.2, the Company Issuer will deposit in trust with the Trustee or with one or more paying agents Paying Agents an amount of money (except as otherwise specified as contemplated by Section 3.1 for the Securities of such series) sufficient to redeem on the redemption date such Redemption Date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption priceapplicable Redemption Price, together with accrued interest, if any, interest to the date fixed for redemptionsuch Redemption Date. If less the Issuer is acting as its own Paying Agent, it will segregate such amount and hold it in trust as provided in Section 4.4. If fewer than all the Securities of a series of Securities is are to be redeemedredeemed (including the redemption of fewer than all Securities having the same terms within a series), the Company Issuer will give the Trustee adequate written notice at least 45 not less than 60 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) Redemption Date as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, redeemed and the Trustee shall select, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate fair and fair, not more than 60 days prior to the date of redemptionappropriate, the numbers Securities of such Securities Outstanding not previously called for redemption, series or portions thereof (in multiples of $1,000) to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereofredeemed. The Trustee shall promptly notify the Company in writing of the Securities selected for redemption and, in the case of any Securities selected for partial redemption, the principal amount thereof to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 3 contracts

Samples: Indenture (Idacorp Trust Iii), Indenture (Idacorp Trust Iii), Indenture (Idacorp Trust Iii)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of Securities of such Securities series so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Securities register. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which Securities of such Securities series are to be redeemed, the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all the Securities of a such series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of that series to be redeemed. In case any Security of a series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same that series in principal amount equal to the unredeemed portion thereof will be issued. On or before Prior to the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, interest to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, redeemed the Company will give the Trustee notice not less than 60 days prior to the redemption date as to the aggregate principal amount of Securities of that series to be redeemed and the Trustee shall select, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any portions thereof (in integral multiple thereof. The Trustee shall promptly notify multiples of $1,000, except as otherwise set forth in the Company applicable form of the Securities Security) to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 3 contracts

Samples: Masco Corp /De/, Masco Corp /De/, Masco Corp /De/

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all oror , as the case may be, any part of a series of the Securities pursuant to Section 3.013.1, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company shall be given by the Company, and it or, at the Company’s its request, by the Trustee in the name of and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail or cause to be mailed a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days fifteen (15) and not more than 60 calendar sixty (60) days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security register (provided that if the Company shall give such notice, it shall also give written notice, and written notice of the Securities to be redeemed, to the Trustee). Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the aggregate principal amount of Securities to be redeemed, the date fixed for redemption, the redemption price at which such Securities are to be redeemed, the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such Securities, that interest accrued to to, but excluding, the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest thereon or on the portions portion thereof to be redeemed will cease to accrue. Such notice shall also state the current Conversion Price and the date on which the right to convert such Securities or portions thereof into Common Stock will expire. If less fewer than all of a series is the Securities are to be redeemed, the notice of redemption shall specify the numbers of identify the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before prior to the redemption date specified in the notice of redemption given as provided in this SectionSection 3.2, the Company will deposit in trust with the Trustee or with one or more paying agents (or, if the Company is acting as its own paying agent, set aside, segregate and hold in trust as provided in Section 5.4) an amount of money sufficient to redeem on the redemption date all the Securities (or portions of Securities thereof) so called for redemption (other than those theretofore surrendered for conversion into Common Stock) at the appropriate redemption price, together with accrued interestinterest to, if anybut excluding, to the date fixed for redemption; provided that, if such payment is made on the redemption date it must be received by the Trustee or paying agent, as the case may be, by ________ [a.m./p.m.] ___________ time, on such date. If less any Security called for redemption is converted pursuant hereto, any money deposited with the Trustee or any paying agent or so segregated and held in trust for the redemption of such Security shall be paid to the Company upon its written request, or, if then held by the Company, shall be discharged from such trust. If fewer than all of a series of the Securities is are to be redeemed, the Company will give the Trustee adequate written notice at least 45 in the form of an Officers' Certificate not fewer than forty-five (45) days in advance (unless a or such shorter notice shall period of time as may be satisfactory acceptable to the Trustee) prior to the redemption date as to the aggregate principal amount of Securities to be redeemed. If less fewer than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot select the Securities or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, portions thereof to be redeemed (in whole principal amounts of $1,000 or integral multiples thereof) by lot or, in partits discretion, on a pro rata basis with such adjustments up to $1,000 in order to retain the minimum denominations of the Securities. The portion of principal of Securities so If any Security selected for partial redemption is converted in part after such selection, the converted portion of such Security shall be equal deemed (so far as may be) to be the minimum authorized denomination portion to be selected for Securities of that series or any integral multiple thereofredemption. The Trustee Securities (or portions thereof) so selected shall promptly notify be deemed duly selected for redemption for all purposes hereof, notwithstanding that any such Security is converted as a whole or in part before the Company mailing of the Securities to be redeemednotice of redemption. If, however, Upon any redemption of less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemedSecurities, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee may (but need not) treat as outstanding any Securities surrendered for conversion during the period of fifteen (15) days next preceding the mailing of a notice of redemption and may (but need not) treat as outstanding any Security authenticated and delivered during such period in writing at least 45 days prior to exchange for the relevant redemption dateunconverted portion of any Security converted in part during such period.

Appears in 2 contracts

Samples: Securities Purchase Agreement (System Software Associates Inc), System Software (System Software Associates Inc)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the any right to redeem all all, or, as the case may be, any part of, the Securities of a any series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at and deliver in accordance with Section 14.3 (or otherwise deliver in accordance with the election applicable procedures of the Company shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give Depositary) a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of Securities of such Securities series so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register and to the Trustee, except as the supplemental indenture or resolutions adopted by the Board of Directors to establish the terms of any series of Securities may otherwise provide. Notice given The notice, if delivered in such the manner herein provided, shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice in accordance with Section 14.3 (or otherwise deliver in accordance with the applicable procedures of the Depositary) or any defect in the notice to the holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which the Securities of such Securities series are to be redeemedredeemed (or if not then ascertainable, the CUSIP numbers manner of such Securitiescalculation thereof), the Place place or places of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such Securities, that any interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date any interest thereon or on the portions thereof to be redeemed will cease to accrue. Where the redemption price is not ascertainable at the time the notice of redemption is given as aforesaid, the Company shall notify the Trustee of said redemption price promptly after the calculation thereof. If less than all the Securities of a series is are to be redeemed, the notice of redemption shall specify the number or numbers of the Securities of that series to be redeemed. In case If any Security of a series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same that series in principal amount equal to the unredeemed portion thereof will be issued. On Notice of redemption of Securities to be redeemed at the election of the Company shall be given by the Company or, at the Company’s request and with the notice information provided to the Trustee, by the Trustee in the name and at the expense of the Company, and shall be irrevocable; provided that, in the latter case, the Company shall give the Trustee at least ten days’ prior notice of the date of the giving of the notice (unless a shorter notice shall be satisfactory to the Trustee). Any notice of redemption may be conditioned upon the Company’s having received, on or before prior to the redemption date Redemption Date specified in the notice of redemption given as provided in this SectionSection 3.2, sufficient funds to redeem on such Redemption Date all the Securities or portions thereof so called for redemption, together with accrued interest to the date fixed for redemption. On or prior to the Redemption Date specified in the notice of redemption given as provided in this Section 3.2, the Company will shall deposit in trust with the Trustee or with one or more paying agents (or, if the Company is acting as its own paying agent, shall segregate and hold in trust as provided in Section 4.4) an amount of money sufficient to redeem on such Redemption Date specified in the notice of redemption date given as provided in this Section 3.2 all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption priceredemption, together with accrued interest, if any, interest to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the The Company will shall give the Trustee adequate written notice at least 45 not less than 35 days in advance (unless a or such shorter notice shall period as may be satisfactory acceptable to the Trustee) prior to the Redemption Date specified in the notice of redemption given as provided in this Section 3.2 as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a such series are to be redeemed, and the Trustee shall selectselect or cause to be selected, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities portions thereof to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are may be redeemed in part only in multiples of the smallest authorized denomination of that series. Beneficial interests in Securities represented by Global Securities shall be selected for redemption by the Depositary therefor in accordance with its standard procedures. In the case of any redemption of Securities (a) prior to be redeemedthe expiration of any restriction on such redemption provided in the terms of such Securities or (b) pursuant to an election of the Company which is subject to a condition specified in the terms of such Securities, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify furnish the Trustee in writing at least 45 days prior to the relevant redemption datewith an Officer’s Certificate and an Opinion of Counsel evidencing compliance with such restriction or condition.

Appears in 2 contracts

Samples: Indenture (SM Energy Co), Indenture (SM Energy Co)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, any part of a series of Securities pursuant to Section 3.01, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board ResolutionResolutions, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or Officer, the Chief Financial Officer Officer, the Treasurer or the Controller of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in part. Notice given in such manner shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 ten days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which such Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption prices, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the notice, and that on and after the date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is to be redeemed, the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state that, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, rata or by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 2 contracts

Samples: Indenture (BCB Bancorp Inc), Indenture (BCB Bancorp Inc)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a series of the Securities pursuant to Section 3.01in accordance with their terms, it shall evidence its election in a board resolution, fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders Holders of such Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register, with a copy to the Trustee. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder Holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall identify the Securities to be redeemed (including CUSIP number), specify the date fixed for redemption, the redemption price and premium, if any, at which such Securities are to be redeemed, the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the notice, said notice and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is the Securities are to be redeemed, the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before Prior to 10:00 a.m. New York City time on the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption priceprice and premium, if any, together with accrued interest, if any, interest to the date fixed for redemption. If less than all of a series of the Securities is are to be redeemed, the Company will give the Trustee adequate written notice at least 45 not less than 60 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) redemption date as to the aggregate principal amount of Securities to be redeemed. If less than all redeemed and, in the Securities case of a series are to be redeemedpartial redemption, the Trustee shall select, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities or portions thereof (in integral multiples of $1,000) to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 2 contracts

Samples: Indenture (First Mercury Financial Corp), Indenture (First Mercury Financial Corp)

Notice of Redemption; Selection of Securities. In case the Company Issuer shall desire to exercise the right to redeem all or, as the case may be, any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company Redemption Date and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give provide notice of such redemption, in redemption at least 30 days prior to such Redemption Date to the manner Trustee and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders Holders of Securities of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities series so to be redeemed as a whole or in partpart in the manner provided in Section 13.4. Notice given The notice provided in such the manner herein specified shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemptionRedemption Date, the redemption price at which such Securities are to be redeemedRedemption Price, the CUSIP numbers of such Securitiesor other comparable number, the Place or Places of Payment where Payment, that the Securities of such Securities, together, series are being redeemed at the option of the Issuer pursuant to provisions contained in the case terms of Bearer Securities, with all coupons appertaining theretothe Securities of such series or in a supplemental indenture establishing such series, if anysuch be the case, maturing after the date of redemption, are to be surrendered for payment together with a brief statement of the redemption pricesfacts permitting such redemption, that payment will be made upon presentation and surrender of such Securitiesthe applicable Securities at the Place or Places of Payment, that the Redemption Price and any interest accrued to the date fixed for redemption Redemption Date will be paid as specified in the said notice, and that on and after the date said Redemption Date any interest thereon or on the portions thereof to be redeemed will cease to accrue, and any information that is required to be included therein by the Depository. If less fewer than all the Securities of a any series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of such series to be redeemed. In case any Security of any series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the Redemption Date, upon surrender of such Security, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof will be issued, or, in the case of Securities providing appropriate space for such notation, at the option of the Holders the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof. On or before the redemption date specified Redemption Date with respect to the Securities of any series stated in the notice of redemption given as provided in this SectionSection 14.2, the Company Issuer will deposit in trust with the Trustee or with one or more paying agents Paying Agents an amount of money (except as otherwise specified as contemplated by Section 3.1 for the Securities of such series) sufficient to redeem on the redemption date such Redemption Date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption priceapplicable Redemption Price, together with accrued interest, if any, interest to the date fixed for redemptionsuch Redemption Date. If less the Issuer is acting as its own Paying Agent, it will segregate such amount and hold it in trust as provided in Section 4.4. If fewer than all the Securities of a series of Securities is are to be redeemedredeemed (including the redemption of fewer than all Securities having the same terms within a series), the Company Issuer will give the Trustee adequate written notice at least 45 not less than 60 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) Redemption Date as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, redeemed and the Trustee shall select, pro rata, by lot or in by such other manner is it shall deem appropriate and fair, not method as may be set forth in one or more than 60 days prior to the date of redemptionindentures supplemental hereto, the numbers Securities of such Securities Outstanding not previously called for redemption, series or portions thereof (in multiples of $1,000) to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereofredeemed. The Trustee shall promptly notify the Company in writing of the Securities selected for redemption and, in the case of any Securities selected for partial redemption, the principal amount thereof to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 2 contracts

Samples: Indenture (Idacorp Inc), Indenture (Idacorp Trust Iii)

Notice of Redemption; Selection of Securities. In case the Company Issuer shall desire to exercise the right to redeem all or, as the case may be, any part of a the Securities of any series (or all or part of the Unregistered Securities of such series or all or any part of the Registered Securities of such series, if the terms and conditions of redemption shall be different with respect to Unregistered Securities and Registered Securities of such series as specified in the terms of such Securities established pursuant to Section 3.013.1) in accordance with their terms, it shall fix a date for redemption. Notice Redemption Date and shall provide notice of such redemption of to the Trustee, in the case such Securities are to be redeemed at the election of the Company shall be given by the Companyas a whole, or45 days, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give notice of such redemptionand, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of case such Securities so are to be redeemed, as a whole or redeemed in part, (a) as set forth in a Board Resolution60 days, as described in Section 2.03prior to such Redemption Date, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption such Redemption Date to the holders Holders of Securities of such Securities series so to be redeemed as a whole or in partpart in the manner provided in Section 13.4. Notice given The notice provided in such the manner herein specified shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemptionRedemption Date, the redemption price at which such Securities are to be redeemed, the CUSIP numbers of such SecuritiesRedemption Price, the Place or Places of Payment where Payment, that the Securities of such Securities, together, series are being redeemed at the option of the Issuer pursuant to provisions contained in the case terms of Bearer Securities, with all coupons appertaining theretothe Securities of such series or in a supplemental indenture establishing such series, if anysuch be the case, maturing after the date of redemption, are to be surrendered for payment together with a brief statement of the redemption pricesfacts permitting such redemption, that payment will be made upon presentation and surrender of such the applicable Securities, that interest accrued that, unless otherwise specified in such notice, Coupon Securities of any series, if any, surrendered for payment must be accompanied by all Coupons, if any, maturing subsequent to the date fixed for redemption redemption, failing which the amount of any such missing Coupon or Coupons will be deducted from the sum due for payment, that any interest accrued to the Redemption Date will be paid as specified in the notice, said notice and that on and after the date said Redemption Date any interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all the Securities of a any series is are to be redeemed, the notice of redemption shall specify the numbers of the Securities of such series to be redeemedredeemed and, if only Unregistered Securities of any series are to be redeemed and if such Unregistered Securities may be exchanged for Registered Securities, the last date on which exchanges of Unregistered Securities for Registered Securities not subject to redemption may be made. In case any Security of any series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the Redemption Date, upon surrender of such SecuritySecurity and any Coupons appertaining thereto, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof and with appropriate Coupons will be issuedissued or, in the case of Securities providing appropriate space for such notation, at the option of the Holders, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof. On or before (but at least one Business Day in the redemption date specified City of New York before, in the case of payments made in a currency or currency unit other than Dollars) the Redemption Date with respect to the Securities of any series stated in the notice of redemption given as provided in this SectionSection 14.2, the Company Issuer will deposit in trust with the Trustee or with one or more paying agents Paying Agents an amount of money in the currency or currency unit in which the Securities of such series and any Coupons appertaining thereto are payable (except as otherwise specified as contemplated by Section 3.1 for the Securities of such series and except as provided in Sections 3.12(b), 3.12(e) and 3.12(f) of this Indenture) sufficient to redeem on the redemption date such Redemption Date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption priceapplicable Redemption Price, together with accrued interest, if any, interest to the date fixed for redemptionsuch Redemption Date. If less the Issuer is acting as its own Paying Agent, it will segregate such amount and hold it in trust as provided in Section 4.4. If fewer than all the Securities of a series of Securities is are to be redeemedredeemed (except in the case of a redemption in whole of the Unregistered Securities, the Company Coupon Securities, the Registered Securities or the Fully Registered Securities of such series), the Issuer will give the Trustee adequate written notice at least 45 not less than 60 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) Redemption Date as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, redeemed and the Trustee shall select, pro rata, by lot or not more than 75 days prior to the Redemption Date and in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series or portions thereof (in multiples of 1,000 in the currency or currency unit in which the Securities of such series are denominated, except as otherwise set forth in the applicable form of Security) to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption dateredeemed.

Appears in 2 contracts

Samples: Itt Corp /Nv/, Itt Corp /Nv/

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a series of the Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the CUSIP number of the Securities to be redeemed, the date fixed for redemption, the redemption price at which such the Securities are to be redeemedredeemed (or the method by which such redemption price is to be calculated), the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption prices, that payment will be made upon presentation and surrender of such the Securities, that interest accrued to the date fixed for redemption will be paid as specified in the said notice, [the date on which the right to convert the Securities to be redeemed will terminate and the places where such Securities may be surrendered for conversion,] and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is the Securities are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the The Company will give the Trustee adequate written notice at least not less than 45 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) redemption date as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, redeemed and the Trustee shall select, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities or portions thereof (in integral multiples of [$1,000], except as otherwise set forth in the applicable form of Security) to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 2 contracts

Samples: Indenture (Spinnaker Exploration Co), Indenture (Continental Airlines Finance Trust Iii)

Notice of Redemption; Selection of Securities. In case the Company Issuer shall desire to exercise the any right to redeem all or, as the case may be, or any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it the Issuer shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by notify the Trustee in writing, at least 45 days before such redemption date. The Issuer, or at the name request and at the expense of the Company. The Company or Issuer, the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 days and not more than 60 calendar days prior to the date fixed for a redemption redemption, to the holders Holders of Securities of such Securities series so to be redeemed as a in whole or in partpart at their last addresses as they shall appear in the Register. Notice given Any notice which is mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such the notice. In any case, failure Failure to give such notice by mail, or any defect in the notice notice, to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Securityseries. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such The notice of redemption to each such Holder shall specify the CUSIP number of the Securities of such series, if any, the date fixed for redemption, the redemption price at which such Securities are to be redeemedprice, the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such Securities, that any interest accrued to the date fixed for redemption will be paid as specified in the notice, such notice and that on and after the said date any interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of the Outstanding Securities of a series is are to be redeemed, the notice of redemption shall specify the number or numbers or distinguishing symbol or symbols of the Securities to be redeemed. In case any Security of a series is to be redeemed in part only, only the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof will be issued. On or before Prior to the redemption date specified in the notice of redemption given as provided in this Section, the Company Issuer will deposit in trust with the Trustee or with one or more paying agents (or, if the Issuer is acting as its own paying agent, segregate and hold in trust as required by the Trust Indenture Act of 1939) an amount of money (in the currency or units of currencies or composite currency in which the Securities so called for redemption are denominated or an appropriate equivalent thereof) sufficient to redeem on the redemption date all the Securities of such series or portions of Securities thereof so called for redemption at the appropriate redemption price, together with accrued interest, if any, interest to the date fixed for redemption. If less than all the Outstanding Securities of a series are to be redeemed (or less than the full principal amount of Securities each Security in such series is to be redeemed), the Company Issuer will give deliver to the Trustee adequate written notice at least 45 60 days in advance prior to the date fixed for redemption (unless a or such shorter notice shall be satisfactory period if acceptable to the Trustee) as to an Officers' Certificate stating the aggregate principal amount of Securities to be redeemedredeemed and, if the Trustee is not acting as the repository of the Register for such series, a current list of all Outstanding Securities of such series. If less than all the Outstanding Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is as it shall deem appropriate and fairappropriate, not more than 60 days prior to the date of redemption, the numbers Securities of such Securities Outstanding not previously called for redemption, series to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, ; however, if less than all the Securities of a any series having with differing issue dates, interest rates and stated maturities are to be redeemed, the Company Issuer in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing thereof at least 45 days prior to the relevant redemption date. Except as otherwise specified for Securities of a particular series pursuant to Section 2.5, Securities may be redeemed in part in amounts equal to the minimum authorized denomination for Securities of such series or any multiple thereof. The Trustee shall promptly notify the Issuer in writing of the Securities of such series selected for redemption and, in the case of any Securities of such series selected for partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities of any series shall relate, in the case of any Security redeemed or to be redeemed only in part, to the portion of the principal amount of such Security which has been or is to be redeemed.

Appears in 2 contracts

Samples: Stolt Offshore S A, Stolt Offshore S A

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a the Securities of any series (or all or part of the Unregistered Securities of such series or all or any part of the Registered Securities of each series, if the terms and traditions of redemption shall differ with respect to Unregistered Securities and Registered Securities of such series as specified in the terms of such Securities established pursuant to Section 3.01) in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company shall be given by the CompanyRedemption Date and, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, except as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as otherwise set forth in a Board Resolutionform of Security, as described in Section 2.03, shall provide notice or (b) as determined by shall direct the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of Trustee to deliver notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, redemption at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption such Redemption Date to the holders Holders of Securities of such Securities series so to be redeemed as a whole or in part. Notice given in such manner shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice or any defect part in the manner provided in Section 1.06, provided that the Company shall provide notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity Trustee of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days two Business Days prior to the designated date for delivering such notice, unless a shorter period notice is satisfactory delivered to the TrusteeHolders. Each such notice of redemption shall specify the date fixed for redemption, CUSIP number of the redemption price at which such Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such SecuritiesRedemption Date, together, in the case of Bearer Securities, with all coupons appertaining theretoRedemption Price and accrued interest, if any, maturing after the date Place or Places of redemptionPayment, that the Securities of such series are to be surrendered for payment being redeemed at the option of the redemption pricesCompany pursuant to provisions contained in the terms of the Securities of such series or in a supplemental indenture establishing such series, if such be the case, together with a brief statement of the facts permitting such redemption, that payment will be made upon presentation and surrender of such the applicable Securities, that any interest accrued to the date fixed for redemption Redemption Date will be paid as specified in the said notice, and that on and after the date said Redemption Date any interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all the Securities of a any series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of such series to be redeemed, and, if only Unregistered Securities of any series are to be redeemed, and if such Unregistered Securities may be exchanged for Registered Securities, the last date on which exchanges of Unregistered Securities for Registered Securities not subject to redemption may be made. In case any Security of any series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the Redemption Date, upon surrender of such Security, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof will be issued, or, in the case of Securities providing appropriate space for such notation, at the option of the Holders, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof. On or before the redemption date specified Redemption Date with respect to the Securities of any series stated in the notice of redemption given as provided in this SectionSection 4.02, the Company will deposit in trust with the Trustee or with one or more paying agents Paying Agents an amount of money in the currency or currency units in which the Securities of such series are payable (except as otherwise specified as contemplated by Section 3.01 for the Securities of such series) sufficient to redeem on the redemption date such Redemption Date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption priceapplicable Redemption Price, together with accrued interestinterest to such Redemption Date. Except as set forth in a form of Security, if any, to the date fixed for redemption. If less fewer than all the Securities of a series of Securities is are to be redeemedredeemed (except in the case of a redemption in whole of the Unregistered Securities, the Registered Securities or the Fully Registered Securities of such series), the Company will give the Trustee adequate written notice at least 45 not less than 60 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) Redemption Date as to the aggregate principal amount of Securities to be redeemed. If less than all redeemed and the Securities Trustee, or the Depository, in the case of a series are to be redeemedGlobal Securities, the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall will select the particular Securities of such series to be redeemed on a pro rata basis, by-lot or by such other method of selection, if any, that the Trustee deems fair and appropriate or in accordance with applicable Depository procedures. Any such notice may be canceled at any time prior to notice of such redemption being mailed to any Holder and shall notify the Trustee in writing at least 45 days prior to the relevant redemption datethereby be void and of no effect.

Appears in 2 contracts

Samples: Subordinated Notes Indenture (First Midwest Bancorp Inc), First Midwest Bancorp Inc

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, any part of a series of Securities pursuant to Section 3.01, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company shall be given by the Company, or, at the Company’s written request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board ResolutionResolutions, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or Officer, the Chief Financial Officer Officer, the President, the Treasurer, any Executive Vice President, the Secretary and each officer of the Company designated by any of the foregoing officers (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Officers’ Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a longer period of notice of such redemption, the Company or or, at the written request of the Company, the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 ten Business Days and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in part. Notice given in such manner shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request in writing in an Officers’ Certificate delivered to the Trustee at least 10 ten days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which such Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, Securities maturing after the date of redemption, are to be surrendered for payment of the redemption prices, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the notice, and that on and after the date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is to be redeemed, the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state that, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 2 contracts

Samples: Indenture (Hanmi Financial Corp), Hanmi Financial Corp

Notice of Redemption; Selection of Securities. In case the Company Issuer shall desire to exercise the any right to redeem all or, as the case may be, or any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it the Issuer shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by notify the Trustee in writing, at least 45 days before such redemption date. The Issuer, or at the name request and at the expense of the Company. The Company or Issuer, the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 days and not more than 60 calendar days prior to the date fixed for a redemption redemption, to the holders Holders of Securities of such Securities series so to be redeemed as a in whole or in partpart at their last addresses as they shall appear in the Register. Notice given Any notice which is mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such the notice. In any case, failure Failure to give such notice by mail, or any defect in the notice notice, to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Securityseries. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such The notice of redemption to each such Holder shall specify the CUSIP number of the Securities of such series, if any, the date fixed for redemption, the redemption price at which such Securities are to be redeemedprice, the CUSIP numbers place or places of payment, if the Securities of such Securitiesseries are convertible at the option of the Holder into Parent Shares, the Place Conversion Price, the place or places of Payment where conversion, that, unless otherwise provided pursuant to Section 2.6 for Securities of such Securitiesseries, togetherSecurities called for redemption may be converted at any time before the close of business on the third Business Day prior to the date fixed for redemption and if not converted prior to the close of business on such date, the right of conversion will be lost and that Holders who want to convert Securities must satisfy the requirements set forth in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricesterms thereof, that payment will be made upon presentation and surrender of such Securities, that any interest accrued to the date fixed for redemption will be paid as specified in the notice, such notice and that on and after the said date any interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of the Outstanding Securities of a series is are to be redeemed, the notice of redemption shall specify the number or numbers or distinguishing symbol or symbols of the Securities to be redeemed. In case any Security of a series is to be redeemed in part only, only the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof will be issued. On or before Prior to the redemption date specified in the notice of redemption given as provided in this Section, the Company Issuer or the Guarantor will deposit in trust with the Trustee or with one or more paying agents (or, if the Issuer is acting as its own paying agent, segregate and hold in trust as required by the Trust Indenture Act of 1939) an amount of money (in the currency or units of currencies or composite currency in which the Securities so called for redemption are denominated or an appropriate equivalent thereof) sufficient to redeem on the redemption date all the Securities of such series or portions of Securities thereof so called for redemption at the appropriate redemption price, together with accrued interest, if any, interest to the date fixed for redemption. If less than all the Outstanding Securities of a series are to be redeemed (or less than the full principal amount of Securities each Security in such series is to be redeemed), the Company Issuer or the Guarantor will give deliver to the Trustee adequate written notice at least 45 60 days in advance prior to the date fixed for redemption (unless a or such shorter notice shall be satisfactory period if acceptable to the Trustee) as to an Officers' Certificate stating the aggregate principal amount of Securities to be redeemedredeemed and, if the Trustee is not acting as the repository of the Register for such series, a current list of all Outstanding Securities of such series. If less than all the Outstanding Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is as it shall deem appropriate and fairappropriate, not more than 60 days prior to the date of redemption, the numbers Securities of such Securities Outstanding not previously called for redemption, series to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, ; however, if less than all the Securities of a any series having with differing issue dates, interest rates and stated maturities are to be redeemed, the Company Issuer or the Guarantor in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing thereof at least 45 days prior to the relevant redemption date. Except as otherwise specified for Securities of a particular series pursuant to Section 2.6, Securities may be redeemed in part in amounts equal to the minimum authorized denomination for Securities of such series or any multiple thereof. The Trustee shall promptly notify the Issuer and the Guarantor in writing of the Securities of such series selected for redemption and, in the case of any Securities of such series selected for partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities of any series shall relate, in the case of any Security redeemed or to be redeemed only in part, to the portion of the principal amount of such Security which has been or is to be redeemed.

Appears in 2 contracts

Samples: Royal Ahold, Royal Ahold

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company Redemption Date and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give provide notice of such redemption, in the manner and redemption at least 45 days prior to such Redemption Date to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) Trustee and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days and not 30 days but no more than 60 calendar days prior to the date fixed for a redemption such Redemption Date to the holders Holders of Securities of such Securities series so to be redeemed as a whole or in partpart in the manner provided in Section 13.4, unless a different period is specified in the Securities to be redeemed. Notice given The notice provided in such the manner herein specified shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemptionRedemption Date, the redemption price at which such Securities are to be redeemedrecord date, Redemption Price, the CUSIP numbers of such SecuritiesCUSIP, Common Code, ISIN or other comparable number, the Place or Places of Payment where Payment, that the Securities of such Securities, together, series are being redeemed at the option of the Company pursuant to provisions contained in the case terms of Bearer Securities, with all coupons appertaining theretothe Securities of such series or in a supplemental indenture establishing such series, if anysuch be the case, maturing after the date of redemption, are to be surrendered for payment together with a brief statement of the redemption pricesfacts permitting such redemption, that payment will be made upon presentation and surrender of such Securitiesthe applicable Securities at the Place or Places of Payment, that the Redemption Price together with any interest accrued and Additional Amounts to the date fixed for redemption Redemption Date will be paid as specified in the said notice, and that on and after the date said Redemption Date any interest thereon or on the portions thereof to be redeemed will cease to accrue, and any information that is required to be included therein by the Depository. If less fewer than all the Securities of a any series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of such series to be redeemed. In case any Security of any series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the Redemption Date, upon surrender of such Security, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof will be issued, or, in the case of Securities providing appropriate space for such notation, at the option of the Holders the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof. On or before the redemption date specified Redemption Date with respect to the Securities of any series stated in the notice of redemption given as provided in this SectionSection 14.2, the Company will deposit in trust with the Trustee or with one or more paying agents Paying Agents an amount of money (except as otherwise specified as contemplated by Section 3.1 for the Securities of such series or if the Company is acting as its own Paying Agent, segregate and hold in trust as provided in Section 4.3) sufficient to redeem on the redemption date such Redemption Date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption priceapplicable Redemption Price, together with accrued interest, if anyinterest on and Additional Amounts with respect thereto, to the date fixed for redemptionsuch Redemption Date. If less fewer than all the Securities of a series of Securities is any series, or any Tranche thereof, are to be redeemed, the Company will shall give notice of redemption to the Trustee adequate written notice at least 45 not less than 60 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) Redemption Date as to the aggregate principal amount of Securities to be redeemed. If less than all a Holders’ Redemption Agreement, as hereinafter defined, is not on file with the Trustee and in effect, the particular Securities to be redeemed shall be selected by the Trustee, from the Outstanding Securities of a such series are to be redeemedor Tranche not previously called for redemption, the Trustee shall select, substantially pro rata, by lot or in such by any other manner is it shall deem method the Trustee considers fair and appropriate and fairthat complies with the requirements of the principal national securities exchange, not more than 60 days prior to the date of redemptionif any, the numbers of on which such Securities Outstanding not previously called are listed, and which may provide for redemption, to be redeemed in whole or in part. The portion the selection for redemption of principal of Securities so selected for partial redemption shall be portions (equal to the minimum authorized denomination for Securities of that series or Tranche or any integral multiple thereof. The Trustee shall promptly notify ) of the Company principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of that series or Tranche; provided that in the event that the Securities of such series or Tranche have different terms and maturities, the Securities to be redeemed. Ifredeemed shall be selected by the Company and the Company shall give notice thereof to the Trustee; provided, however, less than all the Securities of a series having differing issue datesthat if, interest rates and stated maturities are to be redeemedas indicated in an Officer’s Certificate, the Company in its sole discretion shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and fewer than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select the particular Securities for redemption all or any principal amount of such series Securities which have not been so tendered. If the Trustee shall use “CUSIP”, “Common Code” or “ISIN” numbers in notices as a convenience to Holders, then any such notice may state that no representation is made as to the correctness of such numbers either as printed on the Securities or as contained in any notice of a redemption and that reliance may be redeemed placed only on the other identification numbers printed on the Securities, and any such redemption shall not be affected by any defect in or omission of such numbers. The Company will promptly notify the Trustee in writing of any change in the “CUSIP”, “Common Code” or “ISIN” numbers. If at least 45 days prior the time the Company shall have given notice of redemption to the relevant redemption dateTrustee in accordance with Section 14.2, there shall be on file with the Trustee and in effect a Holders’ Redemption Agreement, as hereinafter defined, then the Trustee shall select, in accordance with the provisions of said Holders’ Redemption Agreement, the Securities or parts thereof to be redeemed.

Appears in 2 contracts

Samples: Indenture (National Grid PLC), Indenture (National Grid PLC)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, or any part of the Securities of a series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders each Holder of such Securities so a Registered Security to be redeemed as a whole or in partpart at his address as the same appear on the registry books of the Company. Notice given If mailed in such the manner herein provided, the notice shall be conclusively presumed to have been duly given, whether or not the holder any such Holder receives such notice. In any case, failure to give such notice or any Any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which price, the place where such Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricesprice, which shall be the office or agency of the Company in each Place of Payment, that payment will be made upon presentation and surrender of such SecuritiesSecurities and all coupons appertaining thereto, if any, that interest accrued interest, if any, to the redemption date fixed for redemption will be paid as specified in the said notice, and that on and after the date said date, interest thereon or on the portions thereof to be redeemed will cease to accrue. In case the redemption is on account of a sinking fund, said notice shall so specify. If less than all the outstanding Securities of a series is are to be redeemed, the notice of redemption shall specify the numbers of the Securities of that series to be redeemed. In case any Security of a series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same that series in the principal amount and Stated Maturity equal to the unredeemed portion thereof will be issued. On or before the redemption date specified in the notice If all of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is are to be redeemed, the Company will shall give the Trustee adequate written notice at least not less than 45 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) as to redemption date of the aggregate principal amount proposed redemption of Securities to be redeemedsuch securities. If less fewer than all the Securities of a series are to be redeemed, the Company shall give the Trustee written notice not less than 60 days prior to the redemption date as to the aggregate principal amount at Stated Maturity of Securities to be redeemed, and the Trustee shall select, pro rata, by lot or select from the Securities outstanding in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities portions thereof to be redeemed. If, however, less than all the Securities of a series having differing issue datesmay be redeemed in part only in multiples of $1,000, interest rates and stated maturities are except as otherwise set forth in the form of Security to be redeemed, . Any notice of redemption to be mailed by the Company in its sole discretion shall select pursuant to this Section 3.02 may be mailed, at the particular Securities of such series to be redeemed and shall notify Company's direction, by the Trustee in writing the name and at least 45 days prior to the relevant redemption dateexpense of the Company.

Appears in 2 contracts

Samples: Indenture (Lyondell Petrochemical Co), Indenture (Equistar Funding Corp)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of Securities of such Securities series so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security register. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the CUSIP number of the Securities to be redeemed, the date fixed for redemption, the redemption price at which Securities of such Securities series are to be redeemed, the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all the Securities of a such series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of that series to be redeemed. In case any Security of a series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same that series in principal amount equal to the unredeemed portion thereof will be issued. On or before Prior to the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, interest to the date fixed for redemption. If all, or less than all of a series of Securities is to be redeemedall, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Company will give the Trustee notice not less than 45 or 60 days, respectively, prior to the redemption date as to the aggregate principal amount of Securities of that series to be redeemed; and, if less than all, Securities of a series are held in the form of a Global Security, the Trustee shall select, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any portions thereof (in integral multiple thereof. The Trustee shall promptly notify multiples of $25, except as otherwise set forth in the Company applicable form of the Securities Security, a Board Resolution or an indenture supplemental hereto) to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 2 contracts

Samples: Indenture (Bank of America Corp /De/), Indenture (Bank of America Corp /De/)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a series of the Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the CUSIP number of the Securities to be redeemed, the date fixed for redemption, the redemption price at which such the Securities are to be redeemedredeemed (or the method by which such redemption price is to be calculated), the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such the Securities, that interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is the Securities are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before By 10:00 a.m. New York time on the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption priceRedemption Price, together with accrued interest, if any, interest to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 2 contracts

Samples: Indenture (Firstar Capital Trust I), Indenture (Firstar Corp /Wi/)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company Redemption Date and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give provide notice of such redemption, in the manner and redemption at least 45 days prior to such Redemption Date to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) Trustee and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days and not 30 days but no more than 60 calendar days prior to the date fixed for a redemption such Redemption Date to the holders Holders of Securities of such Securities series so to be redeemed as a whole or in partpart in the manner provided in Section 14.4, unless a different period is specified in the Securities to be redeemed. Notice given The notice provided in such the manner herein specified shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemptionRedemption Date, the redemption price at which such Securities are to be redeemedRedemption Price, the CUSIP numbers of such Securitiesor other comparable number, the Place or Places of Payment where Payment, that the Securities of such Securities, together, series are being redeemed at the option of the Company pursuant to provisions contained in the case terms of Bearer Securities, with all coupons appertaining theretothe Securities of such series or in a supplemental indenture establishing such series, if anysuch be the case, maturing after the date of redemption, are to be surrendered for payment together with a brief statement of the redemption pricesfacts permitting such redemption, that payment will be made upon presentation and surrender of such Securitiesthe applicable Securities at the Place or Places of Payment, that the Redemption Price together with any interest accrued and Additional Amounts to the date fixed for redemption Redemption Date will be paid as specified in the said notice, and that on and after the date said Redemption Date any interest thereon or on the portions thereof to be redeemed will cease to accrue, and any information that is required to be included therein by the Depository. If less fewer than all the Securities of a any series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of such series to be redeemed. In case any Security of any series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the Redemption Date, upon surrender of such Security, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof will be issued, or, in the case of Securities providing appropriate space for such notation, at the option of the Holders the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof. On or before the redemption date specified Redemption Date with respect to the Securities of any series stated in the notice of redemption given as provided in this SectionSection 15.2, the Company will deposit in trust with the Trustee or with one or more paying agents Paying Agents an amount of money (except as otherwise specified as contemplated by Section 3.1 for the Securities of such series or if the Company is acting as its own Paying Agent, segregate and hold in trust as provided in Section 4.3) sufficient to redeem on the redemption date such Redemption Date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption priceapplicable Redemption Price, together with accrued interest, if anyinterest on and Additional Amounts with respect thereto, to the date fixed for redemptionsuch Redemption Date. If less fewer than all the Securities of a series of Securities is any series, or any Tranche thereof, are to be redeemed, the Company will shall give notice of redemption to the Trustee adequate written notice at least 45 not less than 60 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) Redemption Date as to the aggregate principal amount of Securities to be redeemed. If less than all a Holders' Redemption Agreement, as hereinafter defined, is not on file with the Trustee and in effect, the particular Securities to be redeemed shall be selected by the Trustee, from the Outstanding Securities of a such series are to be redeemedor Tranche not previously called for redemption, the Trustee shall select, substantially pro rata, by lot or in such by any other manner is it shall deem method the Trustee considers fair and appropriate and fairthat complies with the requirements of the principal national securities exchange, not more than 60 days prior to the date of redemptionif any, the numbers of on which such Securities Outstanding not previously called are listed, and which may provide for redemption, to be redeemed in whole or in part. The portion the selection for redemption of principal of Securities so selected for partial redemption shall be portions (equal to the minimum authorized denomination for Securities of that series or Tranche or any integral multiple thereof. The Trustee shall promptly notify ) of the Company principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of that series or Tranche; provided that in case the Securities of such series or Tranche have different terms and maturities, the Securities to be redeemed. Ifredeemed shall be selected by the Company and the Company shall give notice thereof to the Trustee; provided, however, less than all the Securities of a series having differing issue datesthat if, interest rates and stated maturities are to be redeemedas indicated in an Officer's Certificate, the Company in its sole discretion shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and fewer than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select the particular Securities for redemption all or any principal amount of such series Securities which have not been so tendered. If the Trustee shall use "CUSIP" numbers in notices as a convenience to Holders, then any such notice may state that no representation is made as to the correctness of such numbers either as printed on the Securities or as contained in any notice of a redemption and that reliance may be redeemed placed only on the other identification numbers printed on the Securities, and any such redemption shall not be affected by any defect in or omission of such numbers. The Company will promptly notify the Trustee in writing of any change in the "CUSIP" numbers. If at least 45 days prior the time the Company shall have given notice of redemption to the relevant redemption dateTrustee in accordance with Section 15.2, there shall be on file with the Trustee and in effect a Holders' Redemption Agreement, as hereinafter defined, then the Trustee shall select, in accordance with the provisions of said Holders' Redemption Agreement, the Securities or parts thereof to be redeemed.

Appears in 2 contracts

Samples: Aspen Insurance Holdings LTD, MRH Capital Trust I

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the any right to redeem all all, or, as the case may be, any part of, the Securities of a series of Securities pursuant to Section 3.01any Tranche in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Registered Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so any Tranche to be redeemed as a whole or in partpart at the option of the Company shall be given by mailing notice of such redemption by first class mail, postage prepaid, at least 30 days and not more than 60 days prior to the date fixed for redemption to such holders at their last addresses as they shall appear upon the registry books of the Company and to the Trustee. Notices of redemption to be sent to the holders of Global Series Notes that are Registered Securities shall be sent only to the holders of those Global Series Notes to be redeemed. Notice of redemption to the holders of Unregistered Securities to be redeemed as a whole or in part who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 shall be given by mailing notice of such redemption, by first class mail, postage prepaid, at least 30 days and not more than 60 days prior to the date fixed for redemption, to such holders at such addresses as were so furnished to the Trustee (and, in the case of any such notice given by the Company, the Trustee shall make such information available to the Company for such purpose). Notice of redemption to all other holders of Unregistered Securities shall be published in an Authorized Newspaper in the Borough of Manhattan, The City of New York, in an Authorized Newspaper in London and, if any such Unregistered Securities are listed on the Luxembourg Stock Exchange, in an Authorized Newspaper in Luxembourg, in each case, once in each of three successive calendar weeks, the first publication to be not less than 30 nor more than 60 days prior to the date fixed for redemption. Any notice if given in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder of any such Security of a Tranche designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the TrusteeTranche. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which the Securities of such Securities Tranche are to be redeemed, the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such SecuritiesSecurities and, in the case of Securities issued with Coupons, of all Coupons appertaining thereto maturing after the date fixed for redemption, that any interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date any interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all the Securities of a series is Tranche are to be redeemed, the notice of redemption shall specify the number or numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same series Tranche in principal amount equal to the unredeemed portion thereof thereof, together with any unmatured Coupons appertaining thereto, will be issued. On or before Prior to the redemption date specified in the notice of redemption given as provided in this SectionSection 3.02, the Company will deposit in trust with the Trustee or with one or more paying agents (or if the Company is acting as its own paying agent, shall segregate and hold in trust as provided in Section 4.05) an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption priceredemption, together with accrued interest, if any, interest to the date fixed for redemption. If less than all the Securities of a series of Securities is Tranche are to be redeemed, the Company will give the Trustee adequate written notice at least 45 not less than 60 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) redemption date as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are such Tranche to be redeemed, and the Trustee shall selectselect or cause to be selected, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities or portions thereof to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to Tranche may be redeemed and shall notify in part only in multiples of the Trustee in writing at least 45 days prior to the relevant redemption datesmallest authorized denomination of that Tranche.

Appears in 2 contracts

Samples: Debt Indenture (General Electric Capital Corp), General Electric Capital Corp

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company Redemption Date and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give provide notice of such redemption, in redemption at least 30 days prior to such Redemption Date to the manner Trustee and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders Holders of Securities of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities series so to be redeemed as a whole or in partpart in the manner provided in Section 13.4. Notice given The notice provided in such the manner herein specified shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemptionRedemption Date, the redemption price at which such Securities are to be redeemedRedemption Price, the CUSIP numbers of such Securitiesor other comparable number, the Place or Places of Payment where Payment, that the Securities of such Securities, together, series are being redeemed at the option of the Company pursuant to provisions contained in the case terms of Bearer Securities, with all coupons appertaining theretothe Securities of such series or in a supplemental indenture establishing such series, if anysuch be the case, maturing after the date of redemption, are to be surrendered for payment together with a brief statement of the redemption pricesfacts permitting such redemption, that payment will be made upon presentation and surrender of such Securitiesthe applicable Securities at the Place or Places of Payment, that the Redemption Price and any interest accrued to the date fixed for redemption Redemption Date will be paid as specified in the said notice, and that on and after the date said Redemption Date any interest thereon or on the portions thereof to be redeemed will cease to accrue, in the case of Securities of any series that are convertible into Common Stock or Preferred Stock of the Company or exchangeable for other securities, the conversion or exchange price or rate, the date or dates on which the right to convert or exchange the principal of the Securities of such series to be redeemed will commence or terminate and the place or places where such Securities may be surrendered for conversion or exchange, and any information that is required to be included therein by the Depository. Unless otherwise provided as to a particular series of Securities or any Tranche thereof, if at the time of publication or mailing of any notice of redemption the Company shall not have deposited with the Trustee or Paying Agent and/or irrevocably directed the Trustee or Paying Agent to apply, from money held by it available to be used for the redemption of Securities, an amount in cash sufficient to redeem all of the Securities called for redemption, including accrued interest, if any, to the Redemption Date, such notice shall state that it is subject to the receipt of the redemption moneys by the Trustee or Paying Agent before the Redemption Date (unless such redemption is mandatory) and such notice shall be of no effect unless such moneys are so received before such date. If less fewer than all the Securities of a any series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of such series to be redeemed. In case any Security of any series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the Redemption Date, upon surrender of such Security, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof will be issued, or, in the case of Securities providing appropriate space for such notation, at the option of the Holders the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof. On or before the redemption date specified Redemption Date with respect to the Securities of any series stated in the notice of redemption given as provided in this SectionSection 14.2, the Company will deposit in trust with the Trustee or with one or more paying agents Paying Agents an amount of money (except as otherwise specified as contemplated by Section 3.1 for the Securities of such series) sufficient to redeem on the redemption date such Redemption Date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption priceapplicable Redemption Price, together with accrued interest, if any, interest to the date fixed for redemptionsuch Redemption Date. If less than all of a series of Securities is to be redeemed, the Company is acting as its own Paying Agent, it will give the Trustee adequate written notice at least 45 days segregate such amount and hold it in advance (unless a shorter notice shall be satisfactory to the Trustee) trust as to the aggregate principal amount of Securities to be redeemedprovided in Section 4.4. If less fewer than all the Securities of a series any series, or any Tranche thereof, are to be redeemed, and if at that time the Company shall have given notice of redemption to the Trustee in accordance with Section 14.2, there shall selectnot be on file with the Trustee and in effect a Holders' Redemption Agreement, as hereinafter defined, the particular Securities to be redeemed shall be selected by the Trustee, from the Outstanding Securities of such series or Tranche not previously called for redemption, substantially pro rata, by lot or in such by any other manner is it shall deem method the Trustee considers fair and appropriate and fairthat complies with the requirements of the principal national securities exchange, not more than 60 days prior to the date of redemptionif any, the numbers of on which such Securities Outstanding not previously called are listed, and which may provide for redemption, to be redeemed in whole or in part. The portion the selection for redemption of principal of Securities so selected for partial redemption shall be portions (equal to the minimum authorized denomination for Securities of that series or Tranche or any integral multiple thereof. The Trustee shall promptly notify ) of the Company principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of that series or Tranche; provided that in case the Securities of such series or Tranche have different terms and maturities, the Securities to be redeemed. Ifredeemed shall be selected by the Company and the Company shall give notice thereof to the Trustee; provided, however, less that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and fewer than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. If at the time the Company shall have given notice of redemption to the Trustee in accordance with Section 14.2, there shall be on file with the Trustee and in effect a Holders' Redemption Agreement, as hereinafter defined, then the Trustee shall select, in accordance with the provisions of said Holders' Redemption Agreement, the Securities of a series having differing issue dates, interest rates and stated maturities are or parts thereof to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 2 contracts

Samples: Indenture (Covanta Capital Trust Iii), Covanta Capital Trust Iii

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, any part of a series of the Securities pursuant to Section 3.01, it shall fix a date for redemption. Notice of redemption of the Securities to be redeemed at the election of the Company shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board ResolutionResolutions, as described in Section 2.032.03(b), or (b) as determined by the Chief Executive Officer or Officer, the Chief Financial Officer Officer, any Senior or other Vice President or the Treasurer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in part. Notice given in such manner shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which such Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption prices, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the notice, and that on and after the date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is to be redeemed, the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state that, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of the Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 60 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of the Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, rata or by lot or in such other manner is as it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of the Securities so selected for partial redemption shall be equal to the minimum authorized denomination for the Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 60 days prior to the relevant redemption date.

Appears in 2 contracts

Samples: Indenture (Biomimetic Therapeutics, Inc.), Indenture (Biomimetic Therapeutics, Inc.)

Notice of Redemption; Selection of Securities. In case the Company shall desire to be obligated, or shall exercise the right right, to redeem all or, Securities as provided for in the case may be, any part first sentence of a series of Securities pursuant to Section 3.01, it shall fix a date for redemption. Notice redemption (unless, by the terms of redemption the instrument establishing such series of Securities to be redeemed at or the election terms of the Company shall be given by such Securities, such date is fixed) and the Company, or, at the Company’s request, by upon a Company Request given to the Trustee no less than 45 days prior to the date fixed for redemption, the Trustee, in the name of and at the expense of the Company. The Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer Holders of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in part, with respect to registered Securities, by mailing a notice of such redemption not less than 30 nor more than 60 days prior to the date fixed for redemption to their last addresses as they shall appear upon the Security Register and, with respect to unregistered Securities, by publishing in an Authorized Newspaper notice of such redemption on two separate days, each of which is not less than 30 nor more than the 60 days prior to the date fixed for redemption. Notice given Any notice which is mailed or published, as the case may be, in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder Holder actually receives such notice. In any case, failure duly to give such notice by mail, or any defect in the notice notice, to the holder Holder of any such registered Security of any series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Securityseries. If In case, by reason of the Company requests the Trustee to give any notice suspension of redemptionor irregularities in regular mail service, it shall make such request at least 10 days prior be impractical to the designated date for delivering such notice, unless a shorter period is satisfactory mail notice of any event to the Trustee. Each Holders of registered Securities when such notice of redemption shall specify the date fixed for redemption, the redemption price at which such Securities are is required to be redeemedgiven pursuant to any provision of this Indenture, the CUSIP numbers then any manner of giving such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption prices, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid notice as specified in the notice, and that on and after the date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is to be redeemed, the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state that, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities Trustee shall be deemed to be redeemed. If less than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers sufficient giving of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption datenotice.

Appears in 2 contracts

Samples: Corn Products International Inc, Corn Products International Inc

Notice of Redemption; Selection of Securities. The election of the Corporation to redeem any Securities shall be evidenced by an Officers' Certificate. In case the Company Corporation shall desire to exercise the right to redeem all all, or, as the case may be, any part part, of a series of Securities pursuant to Section 3.01the terms and provisions applicable to such series, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days thirty and not more than 60 calendar sixty days prior to the date fixed for a redemption to the holders Holders of the Securities of such series that are Registered Securities so to be redeemed as a whole or in part, at their last addresses as the same appear on the Security Register. Notice given Such mailing shall be by prepaid first class mail. Any notice which is mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives Holder shall have received such notice. In any case, failure to give such notice by mail, or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Securityseries. If Notice of redemption to the Company requests Holders of Unregistered Securities to be redeemed as a whole or in part, who have filed their names and addresses with the Trustee to give any as described in Section 313(c) of the Trust Indenture Act of 1939, shall be given by mailing notice of such redemption, it shall make such request by first class mail, postage prepaid, at least 10 thirty days and not more than sixty days prior to the designated date fixed for delivering redemption, to such Holders at such addresses as were so furnished to the Trustee (and, in the case of any such notice given by the Corporation, the Trustee shall make such information available to the Corporation for such purpose). Notice of redemption to any other Holder of an Unregistered Security of such series shall be published in an Authorized Newspaper in the Borough of Manhattan, The City of New York and in an Authorized Newspaper in London (and, if required by Section 4.04, in an Authorized Newspaper in Luxembourg), in each case, once in each of two successive calendar weeks, the first publication to be not less than thirty nor more than sixty days prior to the date fixed for redemption. Any notice that is mailed in the manner herein provided shall be conclusively presumed to have been duly given, whether or not the Holder shall have received such notice. In any case, unless a shorter period is satisfactory failure to give notice by mail, or any defect in the notice to the TrusteeHolder of any Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such series. Each such notice of redemption shall specify the provisions of such Securities under which such redemption is made, that the conditions precedent, if any, to such redemption have occurred, shall describe the same and the date fixed for redemption, the redemption price at which such Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricesPayment, that payment will be made upon presentation and surrender of such Securities and, in the case of Coupon Securities, of all Coupons appertaining thereto maturing after the date fixed for redemption, that interest and Additional Amounts, if any, accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest interest, if any, thereon or on the portions thereof to be redeemed will cease to accrue. If less fewer than all of the Securities of a series is are to be redeemed, the redeemed any notice of redemption published in an Authorized Newspaper shall specify the numbers of the Securities to be redeemedredeemed and, if applicable, the CUSIP Numbers thereof. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state that, that upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issuedissued of the same series. On or before At least one Business Day prior to the redemption date specified in the notice of redemption given for Unregistered Securities as provided in this SectionSection and on or prior to the redemption date specified in the notice of redemption given for all Securities other than Unregistered Securities, the Company Corporation will deposit in trust with the Trustee or with one or more paying agents Paying Agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, and Additional Amounts, if any, accrued to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company The Corporation will give the Trustee adequate written notice of each redemption at least 45 forty-five days in advance prior to the date fixed for redemption (unless a shorter notice shall be satisfactory is acceptable to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less fewer than all of the Securities of a series are to be redeemed, the Trustee shall select, pro rata, rata or by lot or in such other manner is as it shall deem appropriate reasonable and fair, not more than 60 days prior to the date of redemption, the numbers of such the Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 2 contracts

Samples: Indenture (Visteon Corp), Indenture (Visteon Corp)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, any part of a series of Securities pursuant to Section 3.01, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board ResolutionResolutions, as described in Section 2.032.03(b), or (b) as determined by the Chief Executive Officer or Officer, the Chief Financial Officer Officer, any Senior or other Vice President or the Treasurer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in part. Notice given in such manner shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 ten days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which such Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption prices, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the notice, and that on and after the date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is to be redeemed, the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state that, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, rata or by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 2 contracts

Samples: Indenture (Citizens & Northern Corp), Indenture (Citizens & Northern Corp)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a series of the Securities pursuant to Section 3.01in accordance with their terms, it shall evidence its election in a board resolution, fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders Holders of such Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register, with a copy to the Trustee. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder Holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall identify the Securities to be redeemed (including CUSIP number), specify the date fixed for redemption, the redemption price and premium, if any, at which such Securities are to be redeemed, the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the notice, said notice and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is the Securities are to be redeemed, the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 2 contracts

Samples: Indenture (Proassurance Corp), Indenture (Proassurance Corp)

Notice of Redemption; Selection of Securities. In case the Company Issuer shall desire to exercise the any right to redeem all or, as the case may be, or any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it the Issuer shall fix a date for redemption. Notice of redemption of Securities to be redeemed and the Issuer, or at the election of the Company shall be given by the Company, or, at the Company’s request, by the Trustee in the name request and at the expense of the Company. The Company or Issuer, the Trustee, as the case may be, Trustee shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 days and not more than 60 calendar days prior to the date fixed for a redemption redemption, to the holders of Securities of such Securities series so to be redeemed as a in whole or in partpart at their last addresses as they shall appear in the Register. Notice given Any notice which is mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such the notice. In any case, failure Failure to give such notice by mail, or any defect in the notice notice, to the holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Securityseries. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such The notice of redemption to each such holder shall specify the date fixed for redemption, the redemption price at which such Securities are to be redeemedprice, the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such Securities, that any interest accrued to the date fixed for redemption will be paid as specified in the notice, such notice and that on and after the said date any interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of the Outstanding Securities of a series is are to be redeemed, the notice of redemption shall specify the number or numbers or distinguishing symbol or symbols of the Securities to be redeemed. In case any Security of a series is to be redeemed in part onlypart, only the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof will be issued. On or before Prior to the redemption date specified in the notice of redemption given as provided in this Section, the Company Issuer will deposit in trust with the Trustee or with one or more paying agents (or, if the Issuer is acting as its own paying agent, segregate and hold in trust as required by the Trust Indenture Act of 1939) an amount of money (in the currency or units of currency in which the Securities so called for redemption are denominated or an appropriate equivalent thereof) sufficient to redeem on the redemption date all the Securities of such series or portions of Securities thereof so called for redemption at the appropriate redemption price, together with accrued interest, if any, interest to the date fixed for redemption. If less than all the Outstanding Securities of a series are to be redeemed (or less than the full principal amount of Securities each Security in such series is to be redeemed), the Company Issuer will give deliver to the Trustee adequate written notice at least 45 60 days in advance prior to the date fixed for redemption (unless a or such shorter notice shall be satisfactory period if acceptable to the Trustee) as to an Officers' Certificate stating the aggregate principal amount of Securities to be redeemedredeemed and, if the Trustee is not acting as the repository of the Register for such series, a current list of all Outstanding Securities of such series. If less than all the Outstanding Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is as it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers Securities of such Securities Outstanding not previously called for redemption, series to be redeemed in whole or in part. The portion Except as otherwise specified for Securities of principal of a particular series pursuant to Section 2.5, Securities so selected for partial redemption shall may be redeemed in part in amounts equal to the minimum authorized denomination for Securities of that such series or any integral multiple thereof. The Trustee shall promptly notify the Company Issuer in writing of the Securities of such series selected for redemption and, in the case of any Securities of such series selected for partial redemption, the principal amount thereof to be redeemed. IfFor all purposes of this Indenture, howeverunless the context otherwise requires, less than all provisions relating to the redemption of Securities of a any series having differing issue datesshall relate, interest rates and stated maturities are in the case of any Security redeemed or to be redeemed only in part, to the portion of the principal amount of such Security which has been or is to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 2 contracts

Samples: Indenture (Textron Financial Canada Funding Corp), Textron Financial Canada Funding Corp

Notice of Redemption; Selection of Securities. In case --------------------------------------------- the Company Issuer shall desire to exercise the any right to redeem all or, as the case may be, or any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it the Issuer shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by notify the Trustee in writing, at least 45 days before such redemption date. The Issuer, or at the name request and at the expense of the Company. The Company or Issuer, the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 days and not more than 60 calendar days prior to the date fixed for a redemption redemption, to the holders Holders of Securities of such Securities series so to be redeemed as a in whole or in partpart at their last addresses as they shall appear in the Register. Notice given Any notice which is mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such the notice. In any case, failure Failure to give such notice by mail, or any defect in the notice notice, to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Securityseries. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such The notice of redemption to each such Holder shall specify the CUSIP number of the Securities, if any, the date fixed for redemption, the redemption price at which such Securities are to be redeemedprice, the CUSIP numbers place or places of payment, if the Securities of such Securitiesseries are convertible at the option of the Holder into shares of Common Stock, the Place Conversion Price, the place or places of Payment where conversion, that Securities called for redemption may be converted at any time before the close of business on the third Business Day prior to the date fixed for redemption, or on such Securities, together, in the case of Bearer Securities, with all coupons appertaining theretoearlier date, if any, maturing after specified pursuant to Section 2.6 for Securities of such series, and if not converted prior to the date close of redemptionbusiness on such date, are the right of conversion will be lost and that Holders who want to be surrendered for payment of convert Securities must satisfy the redemption pricesrequirements set forth in the terms thereof, that payment will be made upon presentation and surrender of such Securities, that any interest accrued to the date fixed for redemption will be paid as specified in the notice, such notice and that on and after the said date any interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of the Outstanding Securities of a series is are to be redeemed, the notice of redemption shall specify the number or numbers or distinguishing symbol or symbols of the Securities to be redeemed. In case any Security of a series is to be redeemed in part only, only the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof will be issued. On or before Prior to the redemption date specified in the notice of redemption given as provided in this Section, the Company Issuer will deposit in trust with the Trustee or with one or more paying agents (or, if the Issuer is acting as its own paying agent, segregate and hold in trust as required by the Trust Indenture Act of 1939) an amount of money (in the currency or units of currencies or composite currency in which the Securities so called for redemption are denominated or an appropriate equivalent thereof) sufficient to redeem on the redemption date all the Securities of such series or portions of Securities thereof so called for redemption at the appropriate redemption price, together with accrued interest, if any, interest to the date fixed for redemption. If less than all the Outstanding Securities of a series are to be redeemed (or less than the full principal amount of Securities each Security in such series is to be redeemed), the Company Issuer will give deliver to the Trustee adequate written notice at least 45 60 days in advance prior to the date fixed for redemption (unless a or such shorter notice shall be satisfactory period if acceptable to the Trustee) as to an Officers' Certificate stating the aggregate principal amount of Securities to be redeemedredeemed and, if the Trustee is not acting as the repository of the Register for such series, a current list of all Outstanding Securities of such series. If less than all the Outstanding Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is as it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers Securities of such Securities Outstanding not previously called for redemption, series to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, ; however, if less than all the Securities of a any series having with differing issue dates, interest rates and stated maturities are to be redeemed, the Company Issuer in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing thereof at least 45 days prior to the relevant redemption date. Except as otherwise specified for Securities of a particular series pursuant to Section 2.6, Securities may be redeemed in part in amounts equal to the minimum authorized denomination for Securities of such series or any multiple thereof. The Trustee shall promptly notify the Issuer in writing of the Securities of such series selected for redemption and, in the case of any Securities of such series selected for partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities of any series shall relate, in the case of any Security redeemed or to be redeemed only in part, to the portion of the principal amount of such Security which has been or is to be redeemed.

Appears in 2 contracts

Samples: Newmont Gold Co, Newmont Gold Co

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a the Securities of any series (or all or any part of the Unregistered Securities of such series or all or any part of the Registered Securities of such series, if the terms and conditions of redemption shall differ with respect to 44 34 Unregistered Securities and Registered Securities of such series as specified in the terms of such Securities established pursuant to Section sec. 3.01) in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company Redemption Date and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give provide notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption such Redemption Date to the holders Trustee and to the Holders of Securities of such Securities series so to be redeemed as a whole or in partpart in the manner provided in sec. Notice given 14.03. The notice provided in such the manner herein specified shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemptionRedemption Date, the redemption price at which such Securities are to be redeemed, the CUSIP numbers of such SecuritiesRedemption Price, the Place or Places of Payment where Payment, that the Securities of such Securities, together, series are being redeemed at the option of the Company pursuant to provisions contained in the case terms of Bearer Securities, with all coupons appertaining theretothe Securities of such series or in a supplemental indenture establishing such series, if anysuch be the case, maturing after the date of redemption, are to be surrendered for payment together with a brief statement of the redemption pricesfacts permitting such redemption, that payment will be made upon presentation and surrender of such the applicable Securities, that interest accrued that, unless otherwise specified in such notice, Coupon Securities of any series, if any, surrendered for payment must be accompanied by all Coupons, if any, maturing subsequent to the date fixed for redemption redemption, failing which the amount of any such missing Coupon or Coupons will be deducted from the sum due for payment, that any interest accrued to the Redemption Date will be paid as specified in the said notice, and that on and after the date said Date any interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all the Securities of a any series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of such series to be redeemed, and, if only Unregistered Securities of any series are to be redeemed, and if such Unregistered Securities may be exchanged for Registered Securities, the last date on which exchanges of Unregistered Securities for Registered Securities not subject to redemption may be made. In case any Security of any series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the Redemption Date, upon surrender of such SecuritySecurity and any Coupons appertaining thereto, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof and with appropriate Coupons will be issued, or, in the case of Securities providing appropriate space for such notation, at the option of the Holders the Trustee, in 45 35 lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof. On or before (but at least one New York Business Day before, in the redemption date specified case of payments made in a currency or currency unit other than Dollars) the Redemption Date with respect to the Securities of any series stated in the notice of redemption given as provided in this Sectionsec. 4.02, the Company will deposit in trust with the Trustee or with one or more paying agents Paying Agents an amount of money in the currency or currency unit in which the Securities of such series and any Coupons appertaining thereto are payable (except as otherwise specified as contemplated by sec. 3.01 for the Securities of such series and except as provided in sec.sec. 3.11(b), 3.11(e) and 3.11(f) of this Indenture) sufficient to redeem on the redemption date such Redemption Date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption priceapplicable Redemption Price, together with accrued interest, if any, interest to the date fixed for redemptionsuch Redemption Date. If less the Company is acting as its own Paying Agent, it will segregate such amount and hold it in trust as provided in sec. 6.02 (10). If fewer than all the Securities of a series of Securities is are to be redeemedredeemed (except in the case of a redemption in whole of the Unregistered Securities, the Coupon Securities, the Registered Securities or the Fully Registered Securities of such series), the Company will give the Trustee adequate written notice at least not less than 45 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) Redemption Date as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, redeemed and the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemptionRedemption Date and in such manner as in its sole discretion it shall deem appropriate and fair, the numbers Securities of such Securities Outstanding not previously called for redemption, to be redeemed series or portions thereof (in whole multiples of 1,000 in the currency or currency unit in part. The portion of principal of Securities so selected for partial redemption shall be equal to which the minimum authorized denomination for Securities of that such series or any integral multiple thereof. The Trustee shall promptly notify are denominated, except as otherwise set forth in the Company applicable form of the Securities Security) to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption datesec. 4.03.

Appears in 1 contract

Samples: Associates First Capital Corp

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, or any part of the Securities of a series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders each Holder of such Securities so a Registered Security to be redeemed as a whole or in partpart at his address as the same appear on the registry books of the Company and, if Unregistered Securities are to be redeemed, shall publish a notice of redemption at least 30 and not more than 60 days prior to the date fixed for redemption in an Authorized Newspaper in the Place of Payment. Notice given If mailed in such the manner herein provided, the notice shall be conclusively presumed to have been duly given, whether or not the holder any such Holder receives such notice. In any case, failure to give such notice or any Any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which price, the place where such Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricesprice, which shall be the office or agency of the Company in each Place of Payment, that payment will be made upon presentation and surrender of such SecuritiesSecurities and all coupons appertaining thereto, if any, that interest accrued interest, if any, to the redemption date fixed for redemption will be paid as specified in the said notice, and that on and after the date said date, interest thereon or on the portions thereof to be redeemed will cease to accrue. In case the redemption is on account of a sinking fund, said notice shall so specify. If less than all the outstanding Securities of a series is are to be redeemed, the notice of redemption shall specify the numbers of the Securities of that series to be redeemed. In case any Security of a series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same that series in the principal amount and Stated Maturity equal to the unredeemed portion thereof will be issued. On or before the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less fewer than all the Securities of a series are to be redeemed, the Company shall give the Trustee written notice not less than 60 days prior to the redemption date as to the aggregate principal amount at Stated Maturity of Securities to be redeemed, and the Trustee shall select, pro rata, by lot or select from the Securities outstanding in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities portions thereof to be redeemed. If, however, less than all the Securities of a series having differing issue datesmay be redeemed in part only in multiples of $1,000, interest rates and stated maturities are except as otherwise set forth in the form of Security to be redeemed, . Any notice of redemption to be mailed by the Company in its sole discretion shall select pursuant to this Section 3.02 may be mailed, at the particular Securities of such series to be redeemed and shall notify Company's direction, by the Trustee in writing the name and at least 45 days prior to the relevant redemption dateexpense of the Company.

Appears in 1 contract

Samples: Equistar Funding Corp

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a the Securities of any series (or all or part of the Unregistered Securities of such series or all or any part of the Registered Securities of such series, if the terms and conditions of redemption shall differ with respect to Unregistered Securities and Registered Securities of such series as specified in the terms of such Securities established pursuant to Section 3.01) in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company Redemption Date and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give provide notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, Trustee at least 10 Business Days 60 days prior to such Redemption Date, and at least 30 and not more than 60 calendar days prior to the date fixed for a redemption such Redemption Date to the holders Holders of Securities of such Securities series so to be redeemed as a whole or in part. Notice given in such manner shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice or any defect part in the notice to the holder of any such Security designated for redemption as a whole or manner provided in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the TrusteeSection 1.06. Each such notice of redemption shall specify the date fixed for redemptionRedemption Date, the redemption price at which such Securities are to be redeemed, the CUSIP numbers of such SecuritiesRedemption Price, the Place or Places of Payment where Payment, that the Securities of such Securities, together, series are being redeemed at the option of the Company pursuant to provisions contained in the case terms of Bearer Securities, with all coupons appertaining theretothe Securities of such series or in a supplemental indenture establishing such series, if anysuch be the case, maturing after the date of redemption, are to be surrendered for payment together with a brief statement of the redemption pricesfacts permitting such redemption, that payment will be made upon presentation and surrender of such the applicable Securities, that interest accrued that, unless otherwise specified in such notice, Coupon Securities of any series, if any, surrendered for payment must be accompanied by all Coupons, if any, maturing subsequent to the date fixed for redemption redemption, failing which the amount of any such missing Coupon or Coupons will be deducted from the sum due for payment, that any interest accrued to the Redemption Date will be paid as specified in the said notice, and that on and after the date said Redemption Date any interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all the Securities of a any series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of such series to be redeemed, and, if only Unregistered Securities of any series are to be redeemed, and if such Unregistered Securities may be exchanged for Registered Securities, the last date on which exchanges of Unregistered Securities for Registered Securities not subject to redemption may be made. In case any Security of any series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the Redemption Date, upon surrender of such SecuritySecurity and any Coupons appertaining thereto, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof and with appropriate Coupons will be issued, or, in the case of Securities providing appropriate space for such notation, at the option of the Holders, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof. On or before (but at least one Business Day before, in the redemption date specified case of payments made in a currency or currency unit other than Dollars) the Redemption Date with respect to the Securities of any series stated in the notice of redemption given as provided in this SectionSection 4.02, the Company will deposit in trust with the Trustee or with one or more paying agents Paying Agents an amount of money in the currency or currency unit in which the Securities of such series and any Coupons appertaining thereto are payable (except as otherwise specified as contemplated by Section 3.01 for the Securities of such series and except as provided in Sections 3.11(b), 3.11(e) and 3.11(f) of this Indenture) sufficient to redeem on the redemption date such Redemption Date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption priceapplicable Redemption Price, together with accrued interest, if any, interest to the date fixed for redemptionsuch Redemption Date. If less fewer than all the Securities of a series of Securities is are to be redeemedredeemed (except in the case of a redemption in whole of the Unregistered Securities, the Coupon Securities, the Registered Securities or the Fully Registered Securities of such series), the Company will give the Trustee adequate written notice at least 45 not less than 60 days in advance (unless a shorter notice shall be satisfactory 57 - 47 - prior to the Trustee) Redemption Date as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, redeemed and the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of Redemption Date and in such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company manner as in its sole discretion it shall select deem appropriate and fair, the particular Securities of such series or portions hereof (in multiples of 1,000 in the currency or currency unit in which the Securities of such series are denominated, except as otherwise set forth in the applicable form of Security) to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption dateredeemed.

Appears in 1 contract

Samples: Indenture (PNC Funding Corp)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a series of the Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders Holders of such Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register, with a copy to the Trustee. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder Holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall identify the Securities to be redeemed (including CUSIP number), specify the date fixed for redemption, the redemption price and premium, if any, at which such Securities are to be redeemed, the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the notice, said notice and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is the Securities are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: Indenture (James River Group, INC)

Notice of Redemption; Selection of Securities. In case the Company Issuer shall desire to exercise the any right to redeem all or, as the case may be, or any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it the Issuer shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by notify the Trustee in writing, at least 45 days before such redemption date. The Issuer, or at the name request and at the expense of the Company. The Company or Issuer, the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 days and not more than 60 calendar days prior to the date fixed for a redemption redemption, to the holders Holders of Securities of such Securities series so to be redeemed as a in whole or in partpart at their last addresses as they shall appear in the Register. Notice given Any notice which is mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such the notice. In any case, failure Failure to give such notice by mail, or any defect in the notice notice, to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Securityseries. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such The notice of redemption to each such Holder shall specify the CUSIP number of the Securities, if any, the date fixed for redemption, the redemption price at which such Securities are to be redeemedprice, the CUSIP numbers place or places of payment, if the Securities of such Securitiesseries are convertible at the option of the Holder into shares of Common Stock, the Place Conversion Price, the place or places of Payment where conversion, that Securities called for redemption may be converted at any time before the close of business on the third Business Day prior to the date fixed for redemption, or on such Securities, together, in the case of Bearer Securities, with all coupons appertaining theretoearlier date, if any, maturing after specified pursuant to Section 2.6 for Securities of such series, and if not converted prior to the date close of redemptionbusiness on such date, are the right of conversion will be lost and that Holders who want to be surrendered for payment of convert Securities must satisfy the redemption pricesrequirements set forth in the terms thereof, that payment will be made upon presentation and surrender of such Securities, that any interest accrued to the date fixed for redemption will be paid as specified in the notice, such notice and that on and after the said date any interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of the Outstanding Securities of a series is are to be redeemed, the notice of redemption shall specify the number or numbers or distinguishing symbol or symbols of the Securities to be redeemed. In case any Security of a series is to be redeemed in part only, only the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof will be issued. On or before Prior to the redemption date specified in the notice of redemption given as provided in this Section, the Company Issuer will deposit in trust with the Trustee or with one or more paying agents (or, if the Issuer is acting as its own paying agent, segregate and hold in trust as required by the Trust Indenture Act of 1939) an amount of money (in the currency or units of currencies or composite currency in which the Securities so called for redemption are denominated or an appropriate equivalent thereof) sufficient to redeem on the redemption date all the Securities of such series or portions of Securities thereof so called for redemption at the appropriate redemption price, together with accrued interest, if any, interest to the date fixed for redemption. If less than all the Outstanding Securities of a series are to be redeemed (or less than the full principal amount of Securities each Security in such series is to be redeemed), the Company Issuer will give deliver to the Trustee adequate written notice at least 45 60 days in advance prior to the date fixed for redemption (unless a or such shorter notice shall be satisfactory period if acceptable to the Trustee) as to an Officers' Certificate stating the aggregate principal amount of Securities to be redeemedredeemed and, if the Trustee is not acting as the repository of the Register for such series, a current list of all Outstanding Securities of such series. If less than all the Outstanding Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is as it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers Securities of such Securities Outstanding not previously called for redemption, series to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, ; however, if less than all the Securities of a any series having with differing issue dates, interest rates and stated maturities are to be redeemed, the Company Issuer in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing thereof at least 45 days prior to the relevant redemption date. Except as otherwise specified for Securities of a particular series pursuant to Section 2.6, Securities may be redeemed in part in amounts equal to the minimum authorized denomination for Securities of such series or any multiple thereof. The Trustee shall promptly notify the Issuer in writing of the Securities of such series selected for redemption and, in the case of any Securities of such series selected for partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities of any series shall relate, in the case of any Security redeemed or to be redeemed only in part, to the portion of the principal amount of such Security which has been or is to be redeemed.

Appears in 1 contract

Samples: Newmont Mining Corp

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a series of the Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the CUSIP number of the Securities to be redeemed, the date fixed for redemption, the redemption price at which such the Securities are to be redeemedredeemed (or the method by which such redemption price is to be calculated), the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such the Securities, that interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is the Securities are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before By 10:00 a.m. New York time on the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption priceRedemption Price, together with accrued interest, if any, interest to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the 91 The Company will give the Trustee adequate written notice at least not less than 45 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) redemption date as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, redeemed and the Trustee shall select, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities or portions thereof (in integral multiples of $1,000, except as otherwise set forth in the applicable form of Security) to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: Indenture (Agl Resources Inc)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities and shall mail or cause to be redeemed at the election of the Company shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mailed a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders Holders of Securities of such Securities series so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall include CUSIP numbers and specify the date fixed for redemption, the redemption price at which Securities of such Securities series are to be redeemed, the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such Securities, that any interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date any interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all the Securities of a series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of that series to be redeemed. In case any Security of a series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same that series in principal amount equal to the unredeemed portion potion thereof will be issued. On or before Prior to 10:00 am on the redemption date specified in the notice of redemption given as provided in this SectionSection 11.02, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption price, together with accrued interest, if any, interest to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If or less than all the Securities of a series are to be redeemed, the Company will give the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, notice not more less than 60 days prior to the redemption date as to the aggregate principal amount of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed and the Trustee shall select, in whole or such manner as in part. The portion of principal of Securities so selected for partial redemption its sole discretion it shall be equal to deem appropriate, the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify portions thereof (in multiples of $1,000, except as otherwise set forth in the Company applicable form of the Securities Security) to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: L 3 Communications Corp

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company Redemption Date and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give provide notice of such redemption, in the manner and redemption at least 45 days prior to such Redemption Date to the extent set forth in Section 15.04, on that date prior Trustee (unless a shorter notice shall be satisfactory to the date fixed for a redemption to the holders of such Securities so to be redeemedTrustee), as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days and not 30 days but no more than 60 calendar days prior to the date fixed for a redemption such Redemption Date to the holders Holders of Securities of such Securities series so to be redeemed as a whole or in partpart in the manner provided in Section 13.4, unless a different period is specified in the Securities to be redeemed. Notice At the Company’s request, the Trustee shall give the notice of redemption in the Company’s name and at its expense; provided, however, that the Company shall have delivered to the Trustee, at least 45 days prior to the redemption date (unless a shorter period shall be satisfactory to the Trustee), an Officer’s Certificate requesting that the Trustee give such notice together with the notice to be given setting forth the information to be stated therein as provided in such this Section. The notice provided in the manner herein specified shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemptionRedemption Date, the redemption price at which such Securities are to be redeemedRedemption Price (or manner of calculation if not then known), the CUSIP numbers of such Securitiesor other comparable number, the Place or Places of Payment where Payment, that the Securities of such Securities, together, series are being redeemed at the option of the Company pursuant to provisions contained in the case terms of Bearer Securities, with all coupons appertaining theretothe Securities of such series or in a supplemental indenture establishing such series, if anysuch be the case, maturing after the date of redemption, are to be surrendered for payment together with a brief statement of the redemption pricesfacts permitting such redemption, that payment will be made upon presentation and surrender of such Securitiesthe applicable Securities at the Place or Places of Payment, that the Redemption Price together with any interest accrued and Additional Amounts to the date fixed for redemption Redemption Date will be paid as specified in the said notice, and that on and after the date said Redemption Date any interest thereon or on the portions thereof to be redeemed will cease to accrueaccrue unless the Company defaults, and any information that is required to be included therein by the Depository. If less than all of a series the Redemption Price is not known at the time such notice is to be redeemedgiven, the actual Redemption Price, calculated as described in the terms of the Securities, will be set forth in an Officer’s Certificate delivered to the Trustee no later than two Business Days prior to the Redemption Date. If fewer than all the Securities of any series are to be redeemed the notice of redemption shall specify the numbers of the Securities of such series to be redeemedredeemed and the Trustee will select the Securities to be redeemed on a pro rata basis, by lot to the extent practicable or by such other method in accordance with the applicable procedures of the Depository. In case any Security of any series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the Redemption Date, upon surrender of such Security, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof will be issued. , or, in the case of Securities providing appropriate space for such notation, at the option of the Holders the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof On or before noon Eastern Time on the redemption date specified Redemption Date with respect to the Securities of any series stated in the notice of redemption given as provided in this SectionSection 14.2, the Company will deposit in trust with the Trustee or with one or more paying agents Paying Agents an amount of money (except as otherwise specified as contemplated by Section 3.1 for the Securities of such series or if the Company is acting as its own Paying Agent, segregate and hold in trust as provided in Section 4.3) sufficient to redeem on the redemption date such Redemption Date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption priceapplicable Redemption Price, together with accrued interest, if anyinterest on and Additional Amounts with respect thereto, to the date fixed for redemptionsuch Redemption Date. If less fewer than all the Securities of a series of Securities is any series, or any Tranche thereof, are to be redeemed, the Company will shall give notice of redemption to the Trustee adequate written notice at least 45 not less than 60 days in advance prior to the Redemption Date (unless a shorter notice shall be satisfactory to the Trustee) ), as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Trustee shall selectuse “CUSIP” numbers in notices as a convenience to Holders, pro rata, by lot or in then any such other manner notice may state that no representation is it shall deem appropriate and fair, not more than 60 days prior made as to the date of redemption, the numbers correctness of such numbers either as printed on the Securities Outstanding or as contained in any notice of a redemption and that reliance may be placed only on the other identification numbers printed on the Securities, and any such redemption shall not previously called for redemption, to be redeemed affected by any defect in whole or in partomission of such numbers. The portion Company will promptly notify the Trustee in writing of principal of Securities so selected for partial redemption shall be equal to any change in the minimum authorized denomination for Securities of that series or any integral multiple thereof“CUSIP” numbers. The Trustee shall promptly notify the Company in writing of the Securities selected for redemption and, in the case of any Securities selected for partial redemption, the principal amount thereof to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: Indenture (Sirius International Insurance Group, Ltd.)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a series of the Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the CUSIP number of the Securities to be redeemed, the date fixed for redemption, the redemption price at which such the Securities are to be redeemedredeemed (or the method by which such redemption price is to be calculated), the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption prices, that payment will be made upon presentation and surrender of such the Securities, that interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is the Securities are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before prior to the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption priceappropri- ate Redemption Price, together with accrued interest, if any, interest to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the The Company will give the Trustee adequate written notice at least not less than 45 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) redemption date as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, redeemed and the Trustee shall select, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities or portions thereof (in integral multiples of $1,000, except as otherwise set forth in the applicable form of Security) to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: Indenture (First Usa Inc)

Notice of Redemption; Selection of Securities. In case the Company Issuer shall desire to exercise the any right to redeem all or, as the case may be, or any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it the Issuer shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by notify the Trustee in writing, at least 45 days before such redemption date. The Issuer, or at the name request and at the expense of the Company. The Company or Issuer, the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 days and not more than 60 calendar days prior to the date fixed for a redemption redemption, to the holders Holders of Securities of such Securities series so to be redeemed as a in whole or in partpart at their last addresses as they shall appear in the Register. Notice given Any notice which is mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such the notice. In any case, failure Failure to give such notice by mail, or any defect in the notice notice, to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Securityseries. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such The notice of redemption to each such Holder shall specify the CUSIP number of the Securities of such series, if any, the date fixed for redemption, the redemption price at which such Securities are to be redeemedprice, the CUSIP numbers place or places of payment, if the Securities of such Securitiesseries are convertible at the option of the Holder into Shares, the Place Conversion Price, the place or places of Payment where conversion, that, unless otherwise provided pursuant to Section 2.5 for Securities of such Securitiesseries, togetherSecurities called for redemption may be converted at any time before the close of business on the third Business Day prior to the date fixed for redemption and if not converted prior to the close of business on such date, the right of conversion will be lost and that Holders who want to convert Securities must satisfy the requirements set forth in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricesterms thereof, that payment will be made upon presentation and surrender of such Securities, that any interest accrued to the date fixed for redemption will be paid as specified in the notice, such notice and that on and after the said date any interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of the Outstanding Securities of a series is are to be redeemed, the notice of redemption shall specify the number or numbers or distinguishing symbol or symbols of the Securities to be redeemed. In case any Security of a series is to be redeemed in part only, only the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof will be issued. On or before Prior to the redemption date specified in the notice of redemption given as provided in this Section, the Company Issuer will deposit in trust with the Trustee or with one or more paying agents (or, if the Issuer is acting as its own paying agent, segregate and hold in trust as required by the Trust Indenture Act of 1939) an amount of money (in the currency or units of currencies or composite currency in which the Securities so called for redemption are denominated or an appropriate equivalent thereof) sufficient to redeem on the redemption date all the Securities of such series or portions of Securities thereof so called for redemption at the appropriate redemption price, together with accrued interest, if any, interest to the date fixed for redemption. If less than all the Outstanding Securities of a series are to be redeemed (or less than the full principal amount of Securities each Security in such series is to be redeemed), the Company Issuer will give deliver to the Trustee adequate written notice at least 45 60 days in advance prior to the date fixed for redemption (unless a or such shorter notice shall be satisfactory period if acceptable to the Trustee) as to an Officers' Certificate stating the aggregate principal amount of Securities to be redeemedredeemed and, if the Trustee is not acting as the repository of the Register for such series, a current list of all Outstanding Securities of such series. If less than all the Outstanding Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is as it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers Securities of such Securities Outstanding not previously called for redemption, series to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, ; however, if less than all the Securities of a any series having with differing issue dates, interest rates and stated maturities are to be redeemed, the Company Issuer in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing thereof at least 45 days prior to the relevant redemption date. Except as otherwise specified for Securities of a particular series pursuant to Section 2.5, Securities may be redeemed in part in amounts equal to the minimum authorized denomination for Securities of such series or any multiple thereof. The Trustee shall promptly notify the Issuer in writing of the Securities of such series selected for redemption and, in the case of any Securities of such series selected for partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities of any series shall relate, in the case of any Security redeemed or to be redeemed only in part, to the portion of the principal amount of such Security which has been or is to be redeemed.

Appears in 1 contract

Samples: Indenture (Ahold Finance Usa Inc)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a series of the Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the CUSIP number, if any, of the Securities to be redeemed, the date fixed for redemption, the redemption price at which such the Securities are to be redeemedredeemed (or the method by which such redemption price is to be calculated), the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption prices, that payment will be made upon presentation and surrender of such the Securities, that interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is to be redeemed, the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state that, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.to

Appears in 1 contract

Samples: Indenture (Madison Bancshares Group LTD)

Notice of Redemption; Selection of Securities. In case the Company Corporation shall desire to exercise the right to redeem all all, or, as the case may be, any part of a series of the Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 20 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be so redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice For purposes of the calculation of the date of redemption and the dates on which notices are given pursuant to this Section 14.04, a redemption notice shall be deemed to be given on the day such notice is first mailed by first-class mail, postage prepaid, to holders. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the CUSIP number of the Securities to be redeemed, the date fixed for redemption, the redemption price Redemption Price at which such the Securities are to be redeemedredeemed (or the method by which such Redemption Price is to be calculated), the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption prices, that payment will be made upon presentation and surrender of such the Securities, that interest Interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest Interest thereon or on the portions thereof to be redeemed will cease to accrue, the then-current Conversion Price, the name and address of the Paying Agent and the Conversion Agent, that the Securities called for redemption may be converted at any time before 5:00 p.m. New York City time on the Business Day immediately preceding the redemption date and that Securityholders who wish to convert Securities must satisfy the requirements in the Indenture and the Securities. If less than all of a series is the Securities are to be redeemed, the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof that has not been redeemed will be issued. On or before By 10:00 a.m. New York time on the redemption date specified in the notice of redemption given as provided in this Section, the Company Corporation will deposit in trust with the Debenture Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemptionRedemption Price. If less than all of a series of Securities is to be redeemed, the Company The Corporation will give the Debenture Trustee adequate written notice at least not less than 45 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) redemption date as to the aggregate principal amount of Securities to be redeemed. If less than all redeemed and the Securities of a series are to be redeemed, the Debenture Trustee shall select, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities or portions thereof (in integral multiples of $50, except as otherwise set forth in the applicable form of Security) to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: Indenture (Commerce Capital Trust Ii)

Notice of Redemption; Selection of Securities. The election of the Company to redeem any Securities shall be evidenced by an Officers’ Certificate. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a series of Securities pursuant to Section 3.01the terms and provisions applicable to such series, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days thirty and not more than 60 calendar sixty days prior to the date fixed for a redemption to the holders Holders of the Securities of such series which are Registered Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such mailing shall be by prepaid first class mail. Any notice which is mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives Holder shall have received such notice. In any case, failure to give such notice by mail, or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Securityseries. If Notice of redemption to the Company requests Holders of Unregistered Securities to be redeemed as a whole or in part, who have filed their names and addresses with the Trustee to give any as described in Section 5.02(a)(iii), shall be given by mailing notice of such redemption, it shall make such request by first class mail, postage prepaid, at least 10 thirty days and not more than sixty days prior to the designated date fixed for delivering redemption, to such Holders at such addresses as were so furnished to the Trustee (and, in the case of any such notice given by the Company, the Trustee shall make such information available to the Company for such purpose). Notice of redemption to any other Holder of an Unregistered Security of such series shall be published in an Authorized Newspaper in the Borough of Manhattan, The City of New York and in an Authorized Newspaper in London (and, if required by Section 4.04, in an Authorized Newspaper in Luxembourg), in each case, once in each of two successive calendar weeks, the first publication to be not less than thirty nor more than sixty days prior to the date fixed for redemption. Any notice which is mailed in the manner herein provided shall be conclusively presumed to have been duly given, whether or not the Holder shall have received such notice. In any case, unless a shorter period is satisfactory failure to give notice by mail, or any defect in the notice to the TrusteeHolder of any Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such series. Each such notice of redemption shall specify the provisions of such Securities under which such redemption is made, that the conditions precedent, if any, to such redemption have occurred, shall describe the same and the date fixed for redemption, the redemption price at which such Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricesPayment, that payment will be made upon presentation and surrender of such Securities and, in the case of Coupon Securities, of all Coupons appertaining thereto maturing after the date fixed for redemption, that interest and Additional Amounts, if any, accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest interest, if any, thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of the Securities of a series is are to be redeemed, the redeemed any notice of redemption published in an Authorized Newspaper shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state that, that upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issuedissued of the same series. On or before At least one Business Day prior to the redemption date specified in the notice of redemption given for Unregistered Securities as provided in this SectionSection and on or prior to the redemption date specified in the notice of redemption given for all Securities other than Unregistered Securities, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the The Company will give the Trustee adequate written notice of each redemption at least 45 forty-five days in advance prior to the date fixed for redemption (unless a shorter notice shall be satisfactory is acceptable to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all of the Securities of a series are to be redeemed, the Trustee shall select, pro rata, rata or by lot or in such other manner is as it shall deem appropriate reasonable and fair, not more than 60 days prior to the date of redemption, the numbers of such the Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: Subordinated Indenture (Residential Capital Corp)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company Redemption Date and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give provide notice of such redemption, in the manner and redemption at least 45 days prior to such Redemption Date to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) Trustee and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days and not 30 days but no more than 60 calendar days prior to the date fixed for a redemption such Redemption Date to the holders Holders of Securities of such Securities series so to be redeemed as a whole or in partpart in the manner provided in Section 13.4, unless a different period is specified in the Securities to be redeemed. Notice given The notice provided in such the manner herein specified shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemptionRedemption Date, the redemption price at which such Securities are to be redeemedRedemption Price, the CUSIP numbers of such Securitiesor other comparable number, the Place or Places of Payment where Payment, that the Securities of such Securities, together, series are being redeemed at the option of the Company pursuant to provisions contained in the case terms of Bearer Securities, with all coupons appertaining theretothe Securities of such series or in a supplemental indenture establishing such series, if anysuch be the case, maturing after the date of redemption, are to be surrendered for payment together with a brief statement of the redemption pricesfacts permitting such redemption, that payment will be made upon presentation and surrender of such Securitiesthe applicable Securities at the Place or Places of Payment, that the Redemption Price together with any interest accrued and Additional Amounts to the date fixed for redemption Redemption Date will be paid as specified in the said notice, and that on and after the date said Redemption Date any interest thereon or on the portions thereof to be redeemed will cease to accrue, and any information that is required to be included therein by the Depository. If less fewer than all the Securities of a any series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of such series to be redeemed. In case any Security of any series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the Redemption Date, upon surrender of such Security, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof will be issued, or, in the case of Securities providing appropriate space for such notation, at the option of the Holders the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof. On or before 10:00 a.m., New York City time, on the redemption date specified Redemption Date with respect to the Securities of any series stated in the notice of redemption given as provided in this SectionSection 14.2, the Company or the Guarantor will deposit in trust with the Trustee or with one or more paying agents Paying Agents an amount of money (except as otherwise specified as contemplated by Section 3.1 for the Securities of such series or if the Company or the Guarantor is acting as its own Paying Agent, segregate and hold in trust as provided in Section 4.3) sufficient to redeem on the redemption date such Redemption Date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption priceapplicable Redemption Price, together with accrued interest, if anyinterest on and Additional Amounts with respect thereto, to the date fixed for redemptionsuch Redemption Date. If less fewer than all the Securities of a series of Securities is any series, or any Tranche thereof, are to be redeemed, the Company will shall give notice of redemption to the Trustee adequate written notice at least 45 not less than 60 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) Redemption Date as to the aggregate principal amount of Securities to be redeemed. If less than all a Holders’ Redemption Agreement, as hereinafter defined, is not on file with the Trustee and in effect, the particular Securities to be redeemed shall be selected by the Trustee, from the Outstanding Securities of a such series are to be redeemedor Tranche not previously called for redemption, the Trustee shall select, substantially pro rata, by lot or in such by any other manner is it shall deem method the Trustee considers fair and appropriate and fairthat complies with the requirements of the principal national securities exchange, not more than 60 days prior to the date of redemptionif any, the numbers of on which such Securities Outstanding not previously called are listed, and which may provide for redemption, to be redeemed in whole or in part. The portion the selection for redemption of principal of Securities so selected for partial redemption shall be portions (equal to the minimum authorized denomination for Securities of that series or Tranche or any integral multiple thereof. The Trustee shall promptly notify ) of the Company principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of that series or Tranche; provided that in case the Securities of such series or Tranche have different terms and maturities, the Securities to be redeemed. Ifredeemed shall be selected by the Company and the Company shall give notice thereof to the Trustee; provided, however, less than all that if, as indicated in an Officers’ Certificate of the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemedCompany, the Company in its sole discretion shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and fewer than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select the particular Securities for redemption all or any principal amount of such series Securities which have not been so tendered. If the Trustee shall use “CUSIP” numbers in notices as a convenience to Holders, then any such notice may state that no representation is made as to the correctness of such numbers either as printed on the Securities or as contained in any notice of a redemption and that reliance may be redeemed placed only on the other identification numbers printed on the Securities, and any such redemption shall not be affected by any defect in or omission of such numbers. The Company will promptly notify the Trustee in writing of any change in the “CUSIP” numbers. If at least 45 days prior the time the Company shall have given notice of redemption to the relevant redemption dateTrustee in accordance with Section 14.2, there shall be on file with the Trustee and in effect a Holders’ Redemption Agreement, as hereinafter defined, then the Trustee shall select, in accordance with the provisions of said Holders’ Redemption Agreement, the Securities or parts thereof to be redeemed.

Appears in 1 contract

Samples: Platinum Underwriters Holdings LTD

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a series of the Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the CUSIP number, if any, of the Securities to be redeemed, the date fixed for redemption, the redemption price at which such the Securities are to be redeemedredeemed (or the method by which such redemption price is to be calculated), the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such the Securities, that interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is the Securities are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before By 10:00 a.m. New York time on the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption priceRedemption Price, together with accrued interest, if any, interest to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the The Company will give the Trustee adequate written notice at least not less than 45 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) redemption date as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, redeemed and the Trustee shall select, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities or portions thereof (in integral multiples of $1,000, except as otherwise set forth in the applicable form of Security) to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: Indenture (Allmerica Financial Corp)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, or any part of the Securities of a series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders each Holder of such Securities so a Registered Security to be redeemed as a whole or in partpart at his address as the same appear on the registry books of the Company and, if Unregistered Securities are to be redeemed, shall publish a notice of redemption at least 30 and not more than 60 days prior to the date fixed for redemption in an Authorized Newspaper in the Place of Payment. Notice given If mailed in such the manner herein provided, the notice shall be conclusively presumed to have been duly given, whether or not the holder any such Holder receives such notice. In any case, failure to give such notice or any Any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall identify the Securities to be redeemed including CUSIP numbers and shall specify the date fixed for redemption, the redemption price at which price, the place where such Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricesprice, which shall be the office or agency of the Company in each Place of Payment, that payment will be made upon presentation and surrender of such SecuritiesSecurities and all coupons appertaining thereto, if any, that interest accrued interest, if any, to the redemption date fixed for redemption will be paid as specified in the said notice, and that on and after the date said date, interest thereon or on the portions thereof to be redeemed will cease to accrue. In case the redemption is on account of a sinking fund, said notice shall so specify. If less than all the outstanding Securities of a series is are to be redeemed, the notice of redemption shall specify the numbers of the Securities of that series to be redeemed. In case any Security of a series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same that series in the principal amount and Stated Maturity equal to the unredeemed portion thereof will be issued. On or before The Company shall give the Trustee notice not less than 45 days prior to the redemption date specified in the notice of any redemption given as provided in this Sectionhereunder, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption priceprovided, together with accrued interesthowever, that if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less fewer than all the Securities of a series are to be redeemed, the Company shall give the Trustee notice not less than 60 days prior to the redemption date as to the aggregate principal amount at Stated Maturity of Securities to be redeemed, and the Trustee shall select, pro rata, by lot or select from the Securities outstanding in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities portions thereof to be redeemed. If, however, less than all the Securities of a series having differing issue datesmay be redeemed in part only in multiples of $1,000, interest rates and stated maturities are except as otherwise set forth in the form of Security to be redeemed, . Any notice of redemption to be mailed by the Company in its sole discretion shall select pursuant to this Section 3.02 may be mailed, at the particular Securities of such series to be redeemed and shall notify Company's direction, by the Trustee in writing the name and at least 45 days prior to the relevant redemption dateexpense of the Company.

Appears in 1 contract

Samples: Indenture (Betzdearborn Inc)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, any part of a series of Securities pursuant to Section 3.01this Article Three or the terms and provisions otherwise applicable to such series, it shall fix a date for redemption. Notice , it shall prepare the notice of such redemption of Securities to be redeemed at the election of the Company and it shall be given by the Company, deliver or, at the Company’s requestrequest and expense, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give deliver such notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days thirty (30) and not more than 60 calendar ninety (90) days prior to the date fixed for a redemption to the holders Holders of the Securities and, in the case of Securities in global form, to the Depositary of such series which are Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such delivery shall be by prepaid first class mail or in such the case of global securities, delivered electronically to the Depository. Any notice which is mailed in the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives Holder shall have received such notice. In any case, failure to give such notice by mail, or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which such the applicable Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricesPayment, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the notice, Securities and that on and after the said date interest interest, if any, thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is to be redeemed, the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state that, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issuedissued of the same series. On In the case of Securities of any series that are convertible or before exchangeable into Shares or other securities or property, the notice of redemption shall state the then current conversion or exchange price or rate, the date or dates on which the right to convert or exchange the principal of the Securities of such series to be redeemed shall commence or terminate, as applicable, and the place or places where and the Persons to whom such Securities may be surrendered for conversion or exchange, Prior to the redemption date specified in the notice of redemption given as provided in this Section, the Company or, if the provisions of Article Fifteen shall apply to the Securities to be redeemed, the Guarantor will deposit in trust with the Trustee or with one or more paying agents (or, if the Company is acting as its own paying agent, segregate and hold in trust as provided in Section 4.03) an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the The Company will give the Trustee adequate written notice of each redemption at least 45 forty-five (45) days in advance prior to the date fixed for redemption (unless a shorter notice shall be satisfactory is acceptable to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed shall be selected by lot if the Securities are in whole or definitive form, and, if the Securities are in part. The portion global form, then in accordance with the procedures of principal of Securities so selected for the Depositary; provided however, that no such partial redemption shall be equal reduce the portion of the principal amount of a Security of such series not redeemed to less than the minimum authorized denomination for Securities a Security of that such series established herein or any integral multiple thereofpursuant hereto. The In the case of certificated Securities, the Trustee shall promptly notify the Company in writing of the Securities of such series selected for redemption and, in the case of any Securities of such series selected for partial redemption, the principal amount thereof to be redeemed. IfFor all purposes of this Indenture, howeverunless the context otherwise requires, less than all provisions relating to the redemption of Securities shall relate, in the case of a series having differing issue datesany Securities redeemed or to be redeemed only in part, interest rates and stated maturities are to the portion of the principal of such Securities which has been or is to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: Indenture

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company Redemption Date and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give provide notice of such redemption, in the manner and redemption at least 45 days prior to such Redemption Date to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) Trustee and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days and not 30 days but no more than 60 calendar days prior to the date fixed for a redemption such Redemption Date to the holders Holders of Securities of such Securities series so to be redeemed as a whole or in partpart in the manner provided in Section 13.4, unless a different period is specified in the Securities to be redeemed. Notice given The notice provided in such the manner herein specified shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemptionRedemption Date, the redemption price at which such Securities are to be redeemedRedemption Price, the CUSIP numbers of such Securitiesor other comparable number, the Place or Places of Payment where Payment, that the Securities of such Securities, together, series are being redeemed at the option of the Company pursuant to provisions contained in the case terms of Bearer Securities, with all coupons appertaining theretothe Securities of such series or in a supplemental indenture establishing such series, if anysuch be the case, maturing after the date of redemption, are to be surrendered for payment together with a brief statement of the redemption pricesfacts permitting such redemption, that payment will be made upon presentation and surrender of such Securitiesthe applicable Securities at the Place or Places of Payment, that the Redemption Price together with any interest accrued and Additional Amounts to the date fixed for redemption Redemption Date will be paid as specified in the said notice, and that on and after the date said Redemption Date any interest thereon or on the portions thereof to be redeemed will cease to accrue, and any information that is required to be included therein by the Depository. If less fewer than all the Securities of a any series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of such series to be redeemed. In case any Security of any series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the Redemption Date, upon surrender of such Security, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof will be issued, or, in the case of Securities providing appropriate space for such notation, at the option of the Holders the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof. On or before 10:00 a.m., New York City time, on the redemption date specified Redemption Date with respect to the Securities of any series stated in the notice of redemption given as provided in this SectionSection 14.2, the Company or the Guarantor will deposit in trust with the Trustee or with one or more paying agents Paying Agents an amount of money (except as otherwise specified as contemplated by Section 3.1 for the Securities of such series or if the Company or the Guarantor is acting as its own Paying Agent, segregate and hold in trust as provided in Section 4.3) sufficient to redeem on the redemption date such Redemption Date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption priceapplicable Redemption Price, together with accrued interest, if anyinterest on and Additional Amounts with respect thereto, to the date fixed for redemptionsuch Redemption Date. If less fewer than all the Securities of a series of Securities is any series, or any Tranche thereof, are to be redeemed, the Company will shall give notice of redemption to the Trustee adequate written notice at least 45 not less than 60 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) Redemption Date as to the aggregate principal amount of Securities to be redeemed. If less than all a Holders' Redemption Agreement, as hereinafter defined, is not on file with the Trustee and in effect, the particular Securities to be redeemed shall be selected by the Trustee, from the Outstanding Securities of a such series are to be redeemedor Tranche not previously called for redemption, the Trustee shall select, substantially pro rata, by lot or in such by any other manner is it shall deem method the Trustee considers fair and appropriate and fairthat complies with the requirements of the principal national securities exchange, not more than 60 days prior to the date of redemptionif any, the numbers of on which such Securities Outstanding not previously called are listed, and which may provide for redemption, to be redeemed in whole or in part. The portion the selection for redemption of principal of Securities so selected for partial redemption shall be portions (equal to the minimum authorized denomination for Securities of that series or Tranche or any integral multiple thereof. The Trustee shall promptly notify ) of the Company principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of that series or Tranche; provided that in case the Securities of such series or Tranche have different terms and maturities, the Securities to be redeemed. Ifredeemed shall be selected by the Company and the Company shall give notice thereof to the Trustee; provided, however, less than all that if, as indicated in an Officers' Certificate of the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemedCompany, the Company in its sole discretion shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and fewer than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select the particular Securities for redemption all or any principal amount of such series Securities which have not been so tendered. If the Trustee shall use "CUSIP" numbers in notices as a convenience to Holders, then any such notice may state that no representation is made as to the correctness of such numbers either as printed on the Securities or as contained in any notice of a redemption and that reliance may be redeemed placed only on the other identification numbers printed on the Securities, and any such redemption shall not be affected by any defect in or omission of such numbers. The Company will promptly notify the Trustee in writing of any change in the "CUSIP" numbers. If at least 45 days prior the time the Company shall have given notice of redemption to the relevant redemption dateTrustee in accordance with Section 14.2, there shall be on file with the Trustee and in effect a Holders' Redemption Agreement, as hereinafter defined, then the Trustee shall select, in accordance with the provisions of said Holders' Redemption Agreement, the Securities or parts thereof to be redeemed.

Appears in 1 contract

Samples: Platinum Underwriters Holdings LTD

Notice of Redemption; Selection of Securities. In case the Company Issuer shall desire to exercise the right to redeem all all, or, as the case may be, any, part of the Securities of any series (or all or part of the Unregistered Securities of such series or all or any part of a the Registered Securities of such series, if the terms and conditions of redemption shall different with respect to Unregistered Securities and Registered Securities of such series as specified in the terms of such Securities established pursuant to Section 3.013.1) in accordance with their terms, it shall fix a date for redemption. Notice Redemption Date and shall provide notice of such redemption of to the Trustee, in the case such Securities are to be redeemed at the election of the Company shall be given by the Companyas a whole, or45 days, at the Company’s request, by the Trustee and in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so are to be redeemed, as a whole or redeemed in part, (a) as set forth in a Board Resolution60 days, as described in Section 2.03prior to such Redemption Date, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption such Redemption Date to the holders Holders of Securities of such Securities series so to be redeemed as a whole or in partpart in the manner provided in Section 15.4. Notice given The notice provided in such the manner herein specified shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part 114 104 shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemptionRedemption Date, the redemption price at which such Securities are to be redeemed, the CUSIP numbers of such SecuritiesRedemption Price, the Place or Places of Payment where Payment, that the Securities of such Securities, together, series are being redeemed at the option of the Issuer pursuant to provisions contained in the case terms of Bearer Securities, with all coupons appertaining theretothe Securities of such series or in a supplemental indenture establishing such series, if anysuch be the case, maturing after the date of redemption, are to be surrendered for payment together with a brief statement of the redemption pricesfacts permitting such redemption, that payment will be made upon presentation and surrender of such the applicable Securities, that interest accrued that, unless otherwise specified in such notice, Coupon Securities of any series, if any surrendered for payment must be accompanied by all Coupons, if any, maturing subsequent to the date fixed for redemption redemption, failing which the amount of any such missing Coupon or Coupons will be deducted from the sum due for payment, that any interest accrued to the Redemption Date will be paid as specified in the said notice, and that on and after the date said Redemption Date any interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all the Securities of a any series is are to be redeemed, redeemed the notice of Of redemption shall specify the numbers of the Securities of such series to be redeemed, and, if only, Unregistered Securities of any series are to be redeemed, and if such Unregistered Securities may be exchanged for Registered Securities, the last date on which exchanges of Unregistered Securities for Registered Securities not subject to redemption may be made. In case any Security of any series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the Redemption Date, upon surrender of such SecuritySecurity and any Coupons appertaining thereto, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof and with appropriate Coupons will be issued, or, in the case of Securities providing appropriate space for such notation, at the option of the Holders, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof. On or before (but at least one New York Business Day before, in the redemption date specified case of payments made in a currency or currency unit other than Dollars) the Redemption Date with respect to the Securities of any series stated in the notice of redemption given as provided in this SectionSection 16.2, the Company Issuer will deposit in trust with the Trustee or with one or more paying agents Paying Agents an amount of money in the currency or currency unit in which the Securities of such series and any Coupons appertaining thereto are payable (except as otherwise specified as contemplated by Section 3.1 for the Securities of such series and except as provided in Sections 3.12(b), 3.12(e) and 3.12(f) of this Indenture) sufficient to redeem on the redemption date such Redemption Date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption priceapplicable Redemption Price, together with accrued interest, if any, interest to the date fixed for redemptionsuch Redemption Date. If less the Issuer is acting 115 105 as its own Paying Agent, it will segregate such amount and hold it in trust as provided in Section 4.4. If fewer than all the Securities of a series of Securities is are to be redeemedredeemed (except in the case of a redemption in whole of the Unregistered Securities, the Company Coupon Securities, the Registered Securities or the Fully Registered Securities of such series), the Issuer will give the Trustee adequate written notice at least 45 not less than 60 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) Redemption Date as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, redeemed and the Trustee shall select, pro rata, by lot or not more than 75 days prior to the Redemption Date and in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series or portions thereof (in multiples of 1,000 in the currency or currency unit in which the Securities of such series are denominated, except as otherwise set forth in the applicable form of Security) to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption dateredeemed.

Appears in 1 contract

Samples: Itt Corp

Notice of Redemption; Selection of Securities. In case ---------------------------------------------- the Company shall desire to exercise the right to redeem all or, as the case may be, any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it the Company shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company shall be given by the Companyand shall, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trusteemanner provided in Section 10.02, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders Holders of Securities of such Securities series so to be redeemed as a whole or in part. Notice The notice if given in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify (i) the date fixed for redemption, ; (ii) the redemption price at which Securities of such Securities series are to be redeemed, ; (iii) the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption prices, place or places that payment will be made upon presentation and surrender of such Securities, ; (iv) that any interest accrued to the date fixed for redemption will be paid as specified in said notice; (v) that the noticeredemption is for a sinking fund payment (if applicable); (vi) that, and that unless the Company defaults in making such redemption payment, on and after the said date any interest thereon or on the portions thereof to be redeemed will cease to accrue and, in the case of Original Issue Discount Securities, original issue discount shall cease to accrue; (vii) the terms of the Securities of that series pursuant to which the Securities of that series are being redeemed and that no representation is made as to the correctness or accuracy of the CUSIP number, if any, listed in such notice or printed on the Securities of that series; and (viii) if less than all the outstanding Securities of any series and tenor are to be redeemed, the identification (and, in the case of partial redemption, the principal amounts) of the particular Securities to be redeemed. If less than all the Securities of a series is are to be redeemed, redeemed the notice of redemption shall specify the CUSIP numbers of the Securities of that series to be redeemed. In case any Security of a series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same that series in principal amount equal to the unredeemed portion thereof will be issued. On or At least 60 days before the redemption date specified in date, unless the notice of redemption given as provided in this SectionTrustee consents to a shorter period, the Company shall give notice to the Trustee of the redemption date, the principal amount and series of Securities to be redeemed and terms of the Securities pursuant to which such redemption will occur. Such notice shall be accompanied by an Officers' Certificate and an Opinion of Counsel from the Company to the effect that such redemption will comply with the conditions herein. On or prior to the redemption date for any Securities, the Company shall deposit in trust with the Trustee or with one or more the Paying Agent (or, if the Company is acting as its own paying agents agent, segregate and hold in trust) an amount of money in the Currency in which such Securities are denominated (except as provided pursuant to Section 2.03) sufficient to redeem on pay the redemption date all price of such Securities (which shall include the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, thereon, unless otherwise specified pursuant to the date fixed for redemption. If less than all of a series of Securities is Section 2.03) or any portions thereof that are to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemedredeemed on that date. If less than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to select the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or portions thereof (in multiples of $1,000) to be redeemed by lot or by such other method as the Trustee considers fair and appropriate. In any integral multiple thereofcase where more than one Security of such series is registered in the same name, the Trustee in its discretion may treat the aggregate principal amount so registered as if it were represented by one Security of such series. The Trustee shall promptly notify the Company in writing of the Securities selected for redemption and, in the case of any Securities selected for partial redemption, the principal amount thereof to be redeemed. IfIf any Security called for redemption shall not be so paid upon surrender thereof on such redemption date, howeverthe principal, less than all premium, if any, and interest, if any, shall bear interest until paid from the redemption date at the rate borne or provided for by the Securities of a series having differing issue dates, interest rates and stated maturities are that series. Provisions of this Indenture that apply to be redeemed, the Company in its sole discretion shall select the particular Securities called for redemption also apply to portions of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption dateSecurities called for redemption.

Appears in 1 contract

Samples: Cytec Industries Inc/De/

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Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of Securities of such Securities series so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security register. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the CUSIP number of the Securities to be redeemed, the date fixed for redemption, the redemption price at which Securities of such Securities series are to be redeemed, the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all the Securities of a such series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of that series to be redeemed. In case any Security of a series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same that series in principal amount equal to the unredeemed portion thereof will be issued. On or before Prior to the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one 1 or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, interest to the date fixed for redemption. If all, or less than all of a series of Securities is to be redeemedall, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Company will give the Trustee notice not less than 45 or 60 days, respectively, prior to the redemption date as to the aggregate principal amount of Securities of that series to be redeemed and the Trustee shall select, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any portions thereof (in integral multiple thereof. The Trustee shall promptly notify multiples of $1,000, except as otherwise set forth in the Company applicable form of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series Security) to be redeemed and provided that if, at the time of redemption, the Securities are registered as a Global Security, the Depositary shall notify determine the Trustee principal amount of such Securities held by each Securityholder to be redeemed in writing at least 45 days prior to the relevant redemption dateaccordance with its procedures.

Appears in 1 contract

Samples: Indenture (Citicorp)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company Redemption Date and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give provide notice of such redemption, in redemption at least 30 days prior to such Redemption Date to the manner Trustee and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders Holders of Securities of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities series so to be redeemed as a whole or in partpart in the manner provided in Section 13.4. Notice given The notice provided in such the manner herein specified shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemptionRedemption Date, the redemption price at which such Securities are to be redeemedRedemption Price, the CUSIP numbers of such Securitiesor other comparable number, the Place or Places of Payment where Payment, that the Securities of such Securities, together, series are being redeemed at the option of the Company pursuant to provisions contained in the case terms of Bearer Securities, with all coupons appertaining theretothe Securities of such series or in a supplemental indenture establishing such series, if anysuch be the case, maturing after the date of redemption, are to be surrendered for payment together with a brief statement of the redemption pricesfacts permitting such redemption, that payment will be made upon presentation and surrender of such Securitiesthe applicable Securities at the Place or Places of Payment, that the Redemption Price and any interest accrued to the date fixed for redemption Redemption Date will be paid as specified in the said notice, and that on and after the date said Redemption Date any interest thereon or on the portions thereof to be redeemed will cease to accrue, and any information that is required to be included therein by the Depository. Unless otherwise provided as to a particular series of Securities or any Tranche thereof, if at the time of publication or mailing of any notice of redemption the Company shall not have deposited with the Trustee or Paying Agent and/or irrevocably directed the Trustee or Paying Agent to apply, from money held by it available to be used for the redemption of Securities, an amount in cash sufficient to redeem all of the Securities called for redemption, including accrued interest, if any, to the Redemption Date, such notice shall state that it is subject to the receipt of the redemption moneys by the Trustee or Paying Agent before the Redemption Date (unless such redemption is mandatory) and such notice shall be of no effect unless such moneys are so received before such date. If less fewer than all the Securities of a any series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of such series to be redeemed. In case any Security of any series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the Redemption Date, upon surrender of such Security, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof will be issued, or, in the case of Securities providing appropriate space for such notation, at the option of the Holders the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof. On or before the redemption date specified Redemption Date with respect to the Securities of any series stated in the notice of redemption given as provided in this SectionSection 14.2, the Company will deposit in trust with the Trustee or with one or more paying agents Paying Agents an amount of money (except as otherwise specified as contemplated by Section 3.1 for the Securities of such series) sufficient to redeem on the redemption date such Redemption Date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption priceapplicable Redemption Price, together with accrued interest, if any, interest to the date fixed for redemptionsuch Redemption Date. If less than all of a series of Securities is to be redeemed, the Company is acting as its own Paying Agent, it will give the Trustee adequate written notice at least 45 days segregate such amount and hold it in advance (unless a shorter notice shall be satisfactory to the Trustee) trust as to the aggregate principal amount of Securities to be redeemedprovided in Section 4.4. If less fewer than all the Securities of a series any series, or any Tranche thereof, are to be redeemed, and if at the time the Company shall have given notice of redemption to the Trustee in accordance with Section 14.2, there shall selectnot be on file with the Trustee and in effect a Holders' Redemption Agreement, as hereinafter defined, the particular Securities to be redeemed shall be selected by the Trustee, from the Outstanding Securities of such series or Tranche not previously called for redemption, substantially pro rata, by lot or in such by any other manner is it shall deem method the Trustee considers fair and appropriate and fairthat complies with the requirements of the principal national securities exchange, not more than 60 days prior to the date of redemptionif any, the numbers of on which such Securities Outstanding not previously called are listed, and which may provide for redemption, to be redeemed in whole or in part. The portion the selection for redemption of principal of Securities so selected for partial redemption shall be portions (equal to the minimum authorized denomination for Securities of that series or Tranche or any integral multiple thereof. The Trustee shall promptly notify ) of the Company principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of that series or Tranche; provided that in case the Securities of such series or Tranche have different terms and maturities, the Securities to be redeemed. Ifredeemed shall be selected by the Company and the Company shall give notice thereof to the Trustee; provided, however, less that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and fewer than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. If at the time the Company shall have given notice of redemption to the Trustee in accordance with Section 14.2, there shall be on file with the Trustee and in effect a Holders' Redemption Agreement, as hereinafter defined, then the Trustee shall select, in accordance with the provisions of said Holders' Redemption Agreement, the Securities of a series having differing issue dates, interest rates and stated maturities are or parts thereof to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: Idaho Power Co

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a series of the Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the CUSIP number of the Securities to be redeemed, the date fixed for redemption, the redemption price at which such the Securities are to be redeemedredeemed (or the method by which such redemption price is to be calculated), the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption prices, that payment will be made upon presentation and surrender of such the Securities, that interest accrued to the date fixed for redemption will be paid as specified in the said notice, [the date on which the right to convert the Securities to be redeemed will terminate and the places where such Securities may be surrendered for conversion] and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is the Securities are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the The Company will give the Trustee adequate written notice at least not less than 45 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) redemption date as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, redeemed and the Trustee shall select, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities or portions thereof (in integral multiples of [$1,000], except as otherwise set forth in the applicable form of Security) to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: Newfield Exploration Co /De/

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the any right to redeem all all, or, as the case may be, any part of, the Securities of a any series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at and shall mail (or otherwise deliver in accordance with the election applicable procedures of the Company shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give Depositary) a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of Securities of such Securities series so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register and to the Trustee, except as the supplemental indenture or resolutions adopted by the Board of Directors to establish the terms of any series of Securities may otherwise provide. Notice given Such mailing shall be by first class mail. The notice if mailed (or otherwise delivered) in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail (or otherwise deliver in accordance with the applicable procedures of the Depositary) or any defect in the notice to the holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which the Securities of such Securities series are to be redeemedredeemed (or if not then ascertainable, the CUSIP numbers manner of such Securitiescalculation thereof), the Place place or places of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such Securities, that any interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date any interest thereon or on the portions thereof to be redeemed will cease to accrue. Where the redemption price is not ascertainable at the time the notice of redemption is given as aforesaid, the Company shall notify the Trustee of said redemption price promptly after the calculation thereof. If less than all the Securities of a series is are to be redeemed, redeemed the notice of redemption shall specify the number or numbers of the Securities of that series to be redeemed. In case any Security of a series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same that series in principal amount equal to the unredeemed portion thereof will be issued. Notice of redemption of Securities to be redeemed at the election of the Company shall be given by the Company or, at the Company’s request and with the notice information provided to the Trustee, by the Trustee in the name and at the expense of the Company, and shall be irrevocable; provided that, in the latter case, the Company shall give the Trustee at least ten days’ prior notice of the date of the giving of the notice (unless a shorter notice shall be satisfactory to the Trustee). On or before prior to the redemption date Redemption Date specified in the notice of redemption given as provided in this SectionSection 3.02, the Company will shall deposit in trust with the Trustee or with one or more paying agents (or, if the Company is acting as its own paying agent, shall segregate and hold in trust as provided in Section 4.04) an amount of money sufficient to redeem on such Redemption Date specified in the notice of redemption date given as provided in this Section 3.02 all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption priceredemption, together with accrued interest, if any, interest to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the The Company will shall give the Trustee adequate written notice at least 45 not less than 35 days in advance (unless a or such shorter notice shall period as may be satisfactory acceptable to the Trustee) prior to the Redemption Date specified in the notice of redemption given as provided in this Section 3.02 as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a such series are to be redeemed, and the Trustee shall selectselect or cause to be selected, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities portions thereof to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are may be redeemed in part only in multiples of the smallest authorized denomination of that series. Beneficial interests in Securities represented by Global Securities shall be selected for redemption by the Depositary therefor in accordance with its standard procedures. In the case of any redemption of Securities (a) prior to be redeemedthe expiration of any restriction on such redemption provided in the terms of such Securities or (b) pursuant to an election of the Company which is subject to a condition specified in the terms of such Securities, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify furnish the Trustee in writing at least 45 days prior to the relevant redemption datewith an Officer’s Certificate and an Opinion of Counsel evidencing compliance with such restriction or condition.

Appears in 1 contract

Samples: Indenture (WPX Energy, Inc.)

Notice of Redemption; Selection of Securities. In case --------------------------------------------- the Company shall desire to exercise the any right to redeem all all, or, as the case may be, any part of, the Securities of a series of Securities pursuant to Section 3.01any Tranche in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Registered Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so any Tranche to be redeemed as a whole or in partpart at the option of the Company shall be given by mailing notice of such redemption by first class mail, postage prepaid, at least 30 days and not more than 60 days prior to the date fixed for redemption to such holders at their last addresses as they shall appear upon the registry books of the Company and to the Trustee. Notices of redemption to be sent to the holders of Global Series Notes that are Registered Securities shall be sent only to the holders of those Global Series Notes to be redeemed. Notice of redemption to the holders of Unregistered Securities to be redeemed as a whole or in part who have filed their names and addresses with the Trustee pursuant to Section 313(c)(2) of the Trust Indenture Act of 1939 shall be given by mailing notice of such redemption, by first class mail, postage prepaid, at least 30 days and not more than 60 days prior to the date fixed for redemption, to such holders at such addresses as were so furnished to the Trustee (and, in the case of any such notice given by the Company, the Trustee shall make such information available to the Company for such purpose). Notice of redemption to all other holders of Unregistered Securities shall be published in an Authorized Newspaper in the Borough of Manhattan, The City of New York, in an Authorized Newspaper in London and, if any such Unregistered Securities are listed on the Luxembourg Stock Exchange, in an Authorized Newspaper in Luxembourg, in each case, once in each of three successive calendar weeks, the first publication to be not less than 30 nor more than 60 days prior to the date fixed for redemption. Any notice if given in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder of any such Security of a Tranche designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the TrusteeTranche. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which the Securities of such Securities Tranche are to be redeemed, the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such SecuritiesSecurities and, in the case of Securities issued with Coupons, of all Coupons appertaining thereto maturing after the date fixed for redemption, that any interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date any interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all the Securities of a series is Tranche are to be redeemed, the notice of redemption shall specify the number or numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same series Tranche in principal amount equal to the unredeemed portion thereof thereof, together with any unmatured Coupons appertaining thereto, will be issued. On or before Prior to the redemption date specified in the notice of redemption given as provided in this SectionSection 3.02, the Company will deposit in trust with the Trustee or with one or more paying agents (or if the Company is acting as its own paying agent, shall segregate and hold in trust as provided in Section 4.05) an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption priceredemption, together with accrued interest, if any, interest to the date fixed for redemption. If less than all the Securities of a series of Securities is Tranche are to be redeemed, the Company will give the Trustee adequate written notice at least 45 not less than 60 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) redemption date as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are such Tranche to be redeemed, and the Trustee shall selectselect or cause to be selected, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities or portions thereof to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to Tranche may be redeemed and shall notify in part only in multiples of the Trustee in writing at least 45 days prior to the relevant redemption datesmallest authorized denomination of that Tranche.

Appears in 1 contract

Samples: General Electric Capital Corp

Notice of Redemption; Selection of Securities. In case the Company Issuer shall desire to exercise the right to redeem all all, or, as the case may be, any, part of the Securities of any series (or all or part of the Unregistered Securities of such series or all or any part of a the Registered Securities of such series, if the terms and conditions of redemption shall be different with respect to Unregistered Securities and Registered Securities of such series as specified in the terms of such Securities established pursuant to Section 3.013.1) in accordance with their terms, it shall fix a date for redemption. Notice Redemption Date and shall provide notice of such redemption of to the Trustee, in the case such Securities are to be redeemed at the election of the Company shall be given by the Companyas a whole, or45 days, at the Company’s request, by the Trustee and in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so are to be redeemed, as a whole or redeemed in part, (a) as set forth in a Board Resolution60 days, as described in Section 2.03prior to such Redemption Date, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption such Redemption Date to the holders Holders of Securities of such Securities series so to be redeemed as a whole or in partpart in the manner provided in Section 13.4. Notice given The notice provided in such the manner herein specified shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemptionRedemption Date, the redemption price at which such Securities are to be redeemed, the CUSIP numbers of such SecuritiesRedemption Price, the Place or Places of Payment where Payment, that the Securities of such Securities, together, series are being redeemed at the option of the Issuer pursuant to provisions contained in the case terms of Bearer Securities, with all coupons appertaining theretothe Securities of such series or in a supplemental indenture establishing such series, if anysuch be the case, maturing after the date of redemption, are to be surrendered for payment together with a brief statement of the redemption pricesfacts permitting such redemption, that payment will be made upon presentation and surrender of such the appli- cable Securities, that interest accrued that, unless otherwise specified in such notice, Coupon Securities of any series, if any, surrendered for payment must be accompanied by all Coupons, if any, maturing subsequent to the date fixed for redemption, failing which the amount of any such missing Coupon or Coupons will be deducted from the sum due for payment, the current conversion price or rate, if applicable, that the right of the Holder to convert Securities called for redemption shall terminate at the close of business on the Redemption Date (or such other date as may be specified as contemplated by Section 3.1 for Securities of any series), if applicable, that Holders who want to convert Securities called for redemption must satisfy the requirements for conversion contained in such Securities, if applicable, that any interest accrued to the Redemption Date will be paid as specified in the said notice, and that on and after the date said Redemption Date any interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all the Securities of a any series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of such series to be redeemed, and, if only Unregistered Securities of any series are to be redeemed, and if such Unregistered Securities may be exchanged for Registered Securities, the last date on which exchanges of Unregistered Securities for Registered Securities not subject to redemption may be made. In case any Security of any series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the Redemption Date, upon surrender of such SecuritySecurity and any Coupons appertaining thereto, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof and with appropriate Coupons will be issued, or, in the case of Securities providing appropriate space for such notation, at the option of the Holders, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof. On or before (but at least one New York Business Day before, in the redemption date specified case of payments made in a currency or currency unit other than Dollars) the Redemption Date with respect to the Securities of any series stated in the notice of redemption given as provided in this SectionSection 14.2, the Company Issuer will deposit in trust with the Trustee or with one or more paying agents Paying Agents an amount of money in the currency or currency unit in which the Securities of such series and any Coupons appertaining thereto are payable (except as otherwise specified as contemplated by Section 3.1 for the Securities of such series and except as provided in Sections 3.12(b), 3.12(e) and 3.12(f) of this Indenture) sufficient to redeem on the redemption date such Redemption Date all the Securities or portions of Securities thereof so called for redemption (other than any Securities called for redemption on such date which have been converted prior to the date of such deposit) at the appropriate redemption priceapplicable Redemption Price, together with accrued interest, if any, interest to the date fixed for redemptionsuch Redemption Date. If less the Issuer is acting as its own Paying Agent, it will segregate such amount and hold it in trust as provided in Section 4.4. If fewer than all the Securities of a series of Securities is are to be redeemedredeemed (except in the case of a redemption in whole of the Unregistered Securities, the Company Coupon Securities, the Registered Securities or the Fully Registered Securities of such series), the Issuer will give the Trustee adequate written notice at least 45 not less than 60 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) Redemption Date as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, redeemed and the Trustee shall select, pro rata, by lot or not more than 75 days prior to the Redemption Date and in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers Securities of such Securities Outstanding not previously called for redemption, to be redeemed series or portions thereof (in whole multiples of 1,000 in the currency or currency unit in part. The portion of principal of Securities so selected for partial redemption shall be equal to which the minimum authorized denomination for Securities of that such series or any integral multiple thereof. The Trustee shall promptly notify are denominated, except as otherwise set forth in the Company applicable form of the Securities Security) to be redeemed. If, however, For the purpose of such selection in case of redemption of less than all of the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemedany series, the Company in its sole discretion Trustee and the Issuer shall select have the particular option to treat as Outstanding Securities any Securities of such series to be redeemed which are surrendered for conversion after the fifteenth day immediately preceding the mailing of notice of such redemption and shall notify need not treat as Outstanding Securities any Securities authenticated and delivered during such period in exchange for the Trustee unconverted portion of any Securities converted in writing at least 45 days prior to the relevant redemption datepart during such period.

Appears in 1 contract

Samples: Itt Corp /Nv/

Notice of Redemption; Selection of Securities. In case --------------------------------------------- the Company shall desire to exercise the any right to redeem all all, or, as the case may be, any part of, the Securities of a any series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities and shall mail or cause to be redeemed at the election of the Company shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mailed a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of Securities of such Securities series so to be redeemed as a whole or in partpart at their last addresses as the same appear on the registry books of the Company and to the Trustee, except as the resolutions adopted by the Board of Directors to establish the terms of any series of Securities may otherwise provide. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which the Securities of such Securities series are to be redeemed, the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such Securities, that any interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date any interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all the Securities of a series is are to be redeemed, redeemed the notice of redemption shall specify the number or numbers of the Securities of that series to be redeemed. In case any Security of a series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same that series in aggregate principal amount equal to the unredeemed portion thereof will be issued. On or before Prior to the redemption date specified in the notice of redemption given as provided in this SectionSection 3.02, the Company will deposit in trust with the Trustee or with one or more paying agents (or if the Company is acting as its own paying agent, shall segregate and hold in trust as provided in Section 4.05) an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption priceredemption, together with accrued interest, if any, interest to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Company will give the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, notice not more less than 60 days prior to the redemption date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal as to the minimum authorized denomination for Securities aggregate principal amount of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee shall select or cause to be selected, in writing at least 45 days prior such manner as in its sole discretion it shall deem appropriate and fair, the Securities of that series or portions thereof to be redeemed. Securities of a series may be redeemed in part only in multiples of the relevant redemption datesmallest authorized denomination of that series.

Appears in 1 contract

Samples: General Electric Capital Corp

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company Redemption Date and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give provide notice of such redemption, in the manner and redemption at least 45 days prior to such Redemption Date to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) Trustee and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days and not 30 days but no more than 60 calendar days prior to the date fixed for a redemption such Redemption Date to the holders Holders of Securities of such Securities series so to be redeemed as a whole or in partpart in the manner provided in Section 14.5, unless a different period is specified in the Securities to be redeemed. Notice given If fewer than all the Securities of any series, or any Tranche thereof, are to be redeemed, the Company shall give notice of redemption to the Trustee not less than 60 days prior to the Redemption Date as to the aggregate principal amount of Securities to be redeemed. The notice provided in such the manner herein specified shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Securityseries. If the Securities of a series are held by a QCH Capital Trust, the Company requests the Trustee to give any shall also deliver a copy of such notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering Institutional Trustee of such notice, unless a shorter period is satisfactory to the TrusteeQCH Capital Trust. Each such notice of redemption shall specify the date fixed for redemptionRedemption Date, the redemption price at which such Securities are to be redeemedRedemption Price, the CUSIP numbers of such Securitiesor other comparable number, the Place or Places of Payment where Payment, that the Securities of such Securities, together, series are being redeemed at the option of the Company pursuant to provisions contained in the case terms of Bearer Securities, with all coupons appertaining theretothe Securities of such series or in a supplemental indenture establishing such series, if anysuch be the case, maturing after the date of redemption, are to be surrendered for payment together with a brief statement of the redemption pricesfacts permitting such redemption, that payment will be made upon presentation and surrender of such Securitiesthe applicable Securities at the Place or Places of Payment, that the Redemption Price together with any interest accrued and Additional Amounts to the date fixed for redemption Redemption Date will be paid as specified in the said notice, and that on and after the date said Redemption Date any interest thereon or on the portions thereof to be redeemed will cease to accrue, and any information that is required to be included therein by the Depositary. If less fewer than all the Securities of a any series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of such series to be redeemed. In case any Security of any series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the Redemption Date, upon surrender of such Security, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof will be issued, or, in the case of Securities providing appropriate space for such notation, at the option of the Holders the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof. On or before the redemption date specified Redemption Date with respect to the Securities of any series stated in the notice of redemption given as provided in this SectionSection 15.2, the Company will deposit in trust with the Trustee or with one or more paying agents Paying Agents an amount of money (except as otherwise specified as contemplated by Section 3.1 for the Securities of such series or if the Company is acting as its own Paying Agent, segregate and hold in trust as provided in Section 4.3) sufficient to redeem on the redemption date such Redemption Date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption priceapplicable Redemption Price, together with accrued interest, if anyinterest on and Additional Amounts with respect thereto, to the date fixed for redemptionsuch Redemption Date. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less fewer than all the Securities of a any series are to be redeemed, the Trustee particular Securities to be redeemed shall selectbe selected by the Trustee, pro rata, by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to from the date of redemption, the numbers Outstanding Securities of such Securities Outstanding series or Tranche not previously called for redemption, to be redeemed in whole substantially pro rata, by lot, at random or in part. The portion by any other method the Trustee considers fair and appropriate and that complies with the requirements of the principal national securities exchange, if any, on which such Securities are listed, and which may provide for the selection for redemption of Securities so selected for partial redemption shall be portions (equal to the minimum authorized denomination for Securities of that series or Tranche or any integral multiple thereof) of the principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of that series or Tranche; provided that in case the Securities of such series or Tranche have different terms and maturities, the Securities to be redeemed shall be selected by the Company and the Company shall give notice thereof to the Trustee; provided, however, that if, as indicated in an Officer's Certificate, the Company shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and fewer than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select for redemption all or any principal amount of such Securities which have not been so tendered. If the Trustee shall use "CUSIP" numbers in notices as a convenience to Holders, then any such notice may state that no representation is made as to the correctness of such numbers either as printed on the Securities or as contained in any notice of a redemption and that reliance may be placed only on the other identification numbers printed on the Securities, and any such redemption shall not be affected by any defect in or omission of such numbers. The Company will promptly notify the Trustee in writing of any change in the "CUSIP" numbers. The Trustee shall promptly notify the Company in writing of the Securities selected for redemption and, in the case of any Securities selected for partial redemption, the principal amount thereof to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: Quanta Capital Holdings LTD

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities and shall mail or cause to be redeemed at the election of the Company shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mailed a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders Holders of Securities of such Securities series so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which Securities of such Securities series are to be redeemed, the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such Securities, that any interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date any interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all the Securities of a series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of that series to be redeemed. In case any Security of a series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same that series in principal amount equal to the unredeemed portion potion thereof will be issued. On or before the redemption date specified in the notice of redemption given as provided in this SectionSection 11.02, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption price, together with accrued interest, if any, interest to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If or less than all the Securities of a series are to be redeemed, redeemed the Company will give the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, notice not more less than 60 days prior to the redemption date of redemption, as to the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of aggregate principal amount of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee shall select, in writing at least 45 days prior to the relevant redemption date.such manner as in its sole

Appears in 1 contract

Samples: Kerr McGee Corp /De

Notice of Redemption; Selection of Securities. In case the Company Issuer shall desire to exercise the right to redeem all or, as the case may be, any part of a the Securities of any series (or all or part of the Unregistered Securities of such series or all or any part of the Registered Securities of such series, if the terms and conditions of redemption shall be different with respect to Unregistered Securities and Registered Securities of such series as specified in the terms of such Securities established pursuant to Section 3.013.1) in accordance with their terms, it shall fix a date for redemption. Notice Redemption Date and shall provide notice of such redemption of to the Trustee, in the case such Securities are to be redeemed at the election of the Company shall be given by the Companyas a whole, or45 days, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give notice of such redemptionand, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of case such Securities so are to be redeemed, as a whole or redeemed in part, (a) as set forth in a Board Resolution60 days, as described in Section 2.03prior to such Redemption Date, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 15 and not more than 60 calendar days prior to the date fixed for a redemption such Redemption Date to the holders Holders of Securities of such Securities series so to be redeemed as a whole or in partpart in the manner provided in Section 13.4. Notice given The notice provided in such the manner herein specified shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemptionRedemption Date, the redemption price at which such Securities are to be redeemed, the CUSIP numbers of such SecuritiesRedemption Price, the Place or Places of Payment where Payment, that the Securities of such Securities, together, series are being redeemed at the option of the Issuer pursuant to provisions contained in the case terms of Bearer Securities, with all coupons appertaining theretothe Securities of such series or in a supplemental indenture establishing such series, if anysuch be the case, maturing after the date of redemption, are to be surrendered for payment together with a brief statement of the redemption pricesfacts permitting such redemption, that payment will be made upon presentation and surrender of such the applicable Securities, that interest accrued that, unless otherwise specified in such notice, Coupon Securities of any series, if any, surrendered for payment must be accompanied by all Coupons, if any, maturing subsequent to the date fixed for redemption redemption, failing which the amount of any such missing Coupon or Coupons will be deducted from the sum due for payment, that any interest accrued to the Redemption Date will be paid as specified in the notice, said notice and that on and after the date said Redemption Date any interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all the Securities of a any series is are to be redeemed, the notice of redemption shall specify the numbers of the Securities of such series to be redeemedredeemed and, if only Unregistered Securities of any series are to be redeemed and if such Unregistered Securities may be exchanged for Registered Securities, the last date on which exchanges of Unregistered Securities for Registered Securities not subject to redemption may be made. In case any Security of any series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the Redemption Date, upon surrender of such SecuritySecurity and any Coupons appertaining thereto, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof and with appropriate Coupons will be issuedissued or, in the case of Securities providing appropriate space for such notation, at the option of the Holders, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof. On or before (but at least one Business Day in the redemption date specified City of New York before, in the case of payments made in a currency or currency unit other than Dollars) the Redemption Date with respect to the Securities of any series stated in the notice of redemption given as provided in this SectionSection 14.2, the Company Issuer will deposit in trust with the Trustee or with one or more paying agents Paying Agents an amount of money in the currency or currency unit in which the Securities of such series and any Coupons appertaining thereto are payable (except as otherwise specified as contemplated by Section 3.1 for the Securities of such series and except as provided in Sections 3.12(b), 3.12(e) and 3.12(f) of this Indenture) sufficient to redeem on the redemption date such Redemption Date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption priceapplicable Redemption Price, together with accrued interest, if any, interest to the date fixed for redemptionsuch Redemption Date. If less the Issuer is acting as its own Paying Agent, it will segregate such amount and hold it in trust as provided in Section 4.4. If fewer than all the Securities of a series of Securities is are to be redeemedredeemed (except in the case of a redemption in whole of the Unregistered Securities, the Company Coupon Securities, the Registered Securities or the Fully Registered Securities of such series), the Issuer will give the Trustee adequate written notice at least 45 not less than 60 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) Redemption Date as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, redeemed and the Trustee shall select, pro rata, by lot or not more than 75 days prior to the Redemption Date and in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series or portions thereof (in multiples of 1,000 in the currency or currency unit in which the Securities of such series are denominated, except as otherwise set forth in the applicable form of Security) to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption dateredeemed.

Appears in 1 contract

Samples: Indenture (Sheraton Holding Corp)

Notice of Redemption; Selection of Securities. In case the Company Corporation shall desire to exercise the right to redeem all all, or, as the case may be, any part of a series of the Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the CUSIP number of the Securities to be redeemed, the date fixed for redemption, the redemption price at which such the Securities are to be redeemedredeemed (or the method by which such redemption price is to be calculated), the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such the Securities, that interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is the Securities are to be redeemed, the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before By 10:00 a.m. New York City time on the redemption date specified in the notice of redemption given as provided in this Section, the Company Corporation will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption priceRedemption Price, together with accrued interest, if any, interest to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company The Corporation will give the Trustee adequate written notice at least not less than 45 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) redemption date as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, redeemed and the Trustee shall select, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities or portions thereof (in integral multiples of $1,000, except as otherwise set forth in the applicable form of Security) to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: Indenture (First Commonwealth Financial Corp /Pa/)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, any part of a series of Securities pursuant to Section 3.01this Article Three or the terms and provisions otherwise applicable to such series, it shall fix a date for redemption. Notice , it shall prepare the notice of such redemption of Securities to be redeemed at the election of the Company and it shall be given by the Company, deliver or, at the Company’s requestrequest and expense, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give deliver such notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days thirty (30) and not more than 60 calendar ninety (90) days prior to the date fixed for a redemption to the holders Holders of the Securities and, in the case of Securities in global form, to the Depositary of such series which are Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such delivery shall be by prepaid first class mail or in such the case of global securities, delivered electronically to the Depository. Any notice which is mailed in the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives Holder shall have received such notice. In any case, failure to give such notice by mail, or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which such the applicable Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricesPayment, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the notice, Securities and that on and after the said date interest interest, if any, thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is to be redeemed, the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state that, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issuedissued of the same series. On In the case of Securities of any series that are convertible or before exchangeable into Shares or other securities or property, the notice of redemption shall state the then current conversion or exchange price or rate, the date or dates on which the right to convert or exchange the principal of the Securities of such series to be redeemed shall commence or terminate, as applicable, and the place or places where and the Persons to whom such Securities may be surrendered for conversion or exchange, Prior to the redemption date specified in the notice of redemption given as provided in this Section, the Company or, if the provisions of Article Fifteen shall apply to the Securities to be redeemed, the Guarantor will deposit in trust with the Trustee or with one or more paying agents (or, if the Company is acting as its own paying agent, segregate and hold in trust as provided in Section 4.03) an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the The Company will give the Trustee adequate written notice of each redemption at least 45 forty-five (45) days in advance prior to the date fixed for redemption (unless a shorter notice shall be satisfactory is acceptable to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed shall be selected by lot if the Securities are in whole or definitive form, and, if the Securities are in part. The portion global form, then in accordance with the procedures of principal of Securities so selected for the Depositary; provided however, that no such partial redemption shall be equal reduce the portion of the principal amount of a Security of such series not redeemed to less than the minimum authorized denomination for Securities a Security of that such series established herein or any integral multiple thereofpursuant hereto. The In the case of certificated Securities, the Trustee shall promptly notify the Company in writing of the Securities of such series selected for redemption and, in the case of any Securities of such series selected for partial redemption, the principal amount thereof to be redeemed. IfFor all purposes of this Indenture, howeverunless the context otherwise requires, less than all provisions relating to the redemption of Securities shall relate, in the case of a series having differing issue datesany Securities redeemed or to be redeemed only in part, interest rates and stated maturities are to the portion of the principal of such Securities which has been or is to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: Indenture (Aon PLC)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of Securities of such Securities series so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security register. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which Securities of such Securities series are to be redeemed, the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all the Securities of a such series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of that series to be redeemed. In case any Security of a series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same that series in principal amount equal to the unredeemed portion thereof will be issued. On or before Prior to the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one 1 or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, interest to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Company will give the Trustee notice not less than 60 days prior to the redemption date as to the aggregate principal amount of Securities of that series to be redeemed and the Trustee shall select, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any portions thereof (in integral multiple thereof. The Trustee shall promptly notify multiples of $1,000, except as otherwise set forth in the Company applicable form of the Securities Security) to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: Indenture (Phillips Petroleum Co)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, any part of a series of Securities pursuant to Section 3.01, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in part. Notice given in such manner shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which such Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption prices, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the notice, and that on and after the date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is to be redeemed, the notice of redemption shall specify the numbers of the Securities to be redeemedredeemed or, in the case of Global Securities, the portion of such Global Securities. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state that, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issuedissued or, in the case of a Global Security, the books and records of the U.S. Depositary and the Security Registrar or the Trustee will reflect the reduction in the principal amount of such Global Security as a result of such partial redemption. On or before the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fairfair (subject to the customary procedures of any depositary or exchange), not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: Indenture (TriState Capital Holdings, Inc.)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, or any part of the Securities of a series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders each Holder of such Securities so a Registered Security to be redeemed as a whole or in partpart at his address as the same appear on the registry books of the Company and, if Unregistered Securities are to be redeemed, shall publish a notice of redemption at least 30 and not more than 60 days prior to the date fixed for redemption in an Authorized Newspaper in the Place of Payment. Notice given If mailed in such the manner herein provided, the notice shall be conclusively presumed to have been duly given, whether or not the holder any such Holder receives such notice. In any case, failure to give such notice or any Any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which price, the place where such Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricesprice, which shall be the office or agency of the Company in each Place of Payment, that payment will be made upon presentation and surrender of such SecuritiesSecurities and all coupons appertaining thereto, if any, that interest accrued interest, if any, to the redemption date fixed for redemption will be paid as specified in the said notice, and that on and after the date said date, interest thereon or on the portions thereof to be redeemed will win cease to accrue. In case the redemption is on account of a sinking fund, said notice shall so specify. If less than all the outstanding Securities of a series is are to be redeemed, the notice of redemption shall specify the numbers of the Securities of that series to be redeemed. In case any Security of a series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same that series in the principal amount and Stated Maturity equal to the unredeemed portion thereof will be issued. On or before the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: Indenture (Atlantic Richfield Co /De)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company Redemption Date and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give provide notice of such redemption, in the manner and redemption at least 45 days prior to such Redemption Date to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) Trustee and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days and not 30 days but no more than 60 calendar days prior to the date fixed for a redemption such Redemption Date to the holders Holders of Securities of such Securities series so to be redeemed as a whole or in partpart in the manner provided in Section 13.4, unless a different period is specified in the Securities to be redeemed. Notice given The notice provided in such the manner herein specified shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemptionRedemption Date, the redemption price at which such Securities are to be redeemedRedemption Price, the CUSIP numbers of such Securitiesor other comparable number, the Place or Places of Payment where Payment, that the Securities of such Securities, together, series are being redeemed at the option of the Company pursuant to provisions contained in the case terms of Bearer Securities, with all coupons appertaining theretothe Securities of such series or in a supplemental indenture establishing such series, if anysuch be the case, maturing after the date of redemption, are to be surrendered for payment together with a brief statement of the redemption pricesfacts permitting such redemption, that payment will be made upon presentation and surrender of such Securitiesthe applicable Securities at the Place or Places of Payment, that the Redemption Price together with any interest accrued and Additional Amounts to the date fixed for redemption Redemption Date will be paid as specified in the said notice, and that on and after the date said Redemption Date any interest thereon or on the portions thereof to be redeemed will cease to accrue, and any information that is required to be included therein by the Depository. If less fewer than all the Securities of a any series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of such series to be redeemed. In case any Security of any series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the Redemption Date, upon surrender of such Security, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof will be issued, or, in the case of Securities providing appropriate space for such notation, at the option of the Holders the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof. On or before the redemption date specified Redemption Date with respect to the Securities of any series stated in the notice of redemption given as provided in this SectionSection 14.2, the Company or the Guarantor will deposit in trust with the Trustee or with one or more paying agents Paying Agents an amount of money (except as otherwise specified as contemplated by Section 3.1 for the Securities of such series or if the Company or the Guarantor is acting as its own Paying Agent, segregate and hold in trust as provided in Section 4.3) sufficient to redeem on the redemption date such Redemption Date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption priceapplicable Redemption Price, together with accrued interest, if anyinterest on and Additional Amounts with respect thereto, to the date fixed for redemptionsuch Redemption Date. If less fewer than all the Securities of a series of Securities is any series, or any Tranche thereof, are to be redeemed, the Company will shall give notice of redemption to the Trustee adequate written notice at least 45 not less than 60 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) Redemption Date as to the aggregate principal amount of Securities to be redeemed. If less than all a Holders’ Redemption Agreement, as hereinafter defined, is not on file with the Trustee and in effect, the particular Securities to be redeemed shall be selected by the Trustee, from the Outstanding Securities of a such series are to be redeemedor Tranche not previously called for redemption, the Trustee shall select, substantially pro rata, by lot or in such by any other manner is it shall deem method the Trustee considers fair and appropriate and fairthat complies with the requirements of the principal national securities exchange, not more than 60 days prior to the date of redemptionif any, the numbers of on which such Securities Outstanding not previously called are listed, and which may provide for redemption, to be redeemed in whole or in part. The portion the selection for redemption of principal of Securities so selected for partial redemption shall be portions (equal to the minimum authorized denomination for Securities of that series or Tranche or any integral multiple thereof. The Trustee shall promptly notify ) of the Company principal amount of Securities of such series or Tranche of a denomination larger than the minimum authorized denomination for Securities of that series or Tranche; provided that in case the Securities of such series or Tranche have different terms and maturities, the Securities to be redeemed. Ifredeemed shall be selected by the Company and the Company shall give notice thereof to the Trustee; provided, however, less than all that if, as indicated in an Officer’s Certificate of the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemedCompany, the Company in its sole discretion shall have offered to purchase all or any principal amount of the Securities then Outstanding of any series, or any Tranche thereof, and fewer than all of such Securities as to which such offer was made shall have been tendered to the Company for such purchase, the Trustee, if so directed by Company Order, shall select the particular Securities for redemption all or any principal amount of such series Securities which have not been so tendered. If the Trustee shall use “CUSIP” numbers in notices as a convenience to Holders, then any such notice may state that no representation is made as to the correctness of such numbers either as printed on the Securities or as contained in any notice of a redemption and that reliance may be redeemed placed only on the other identification numbers printed on the Securities, and any such redemption shall not be affected by any defect in or omission of such numbers. The Company will promptly notify the Trustee in writing of any change in the “CUSIP” numbers. If at least 45 days prior the time the Company shall have given notice of redemption to the relevant redemption dateTrustee in accordance with Section 14.2, there shall be on file with the Trustee and in effect a Holders’ Redemption Agreement, as hereinafter defined, then the Trustee shall select, in accordance with the provisions of said Holders’ Redemption Agreement, the Securities or parts thereof to be redeemed.

Appears in 1 contract

Samples: Platinum Underwriters Holdings LTD

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the any right to redeem all all, or, as the case may be, any part of, the Securities of a any series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give deliver a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days and not more than 60 calendar days prior to the date fixed for a redemption to the holders of Securities of such Securities series so to be redeemed as a whole or in partpart at their last addresses as the same appear on the registry books of the Company and to the Trustee, except as the resolutions adopted by the Board of Directors to establish the terms of any series of Securities may otherwise provide. Notice given in such manner The notice shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which the Securities of such Securities series are to be redeemedredeemed (or if not then ascertainable, the CUSIP numbers manner of such Securitiescalculation thereof), the Place place or places of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such Securities, that any interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date any interest thereon or on the portions thereof to be redeemed will cease to accrueaccrue and the CUSIP number of the Securities. Where the redemption price is not ascertainable at the time the notice of redemption is given as aforesaid, the Company shall notify the Trustee of said redemption price promptly after the calculation thereof. If less than all the Securities of a series is are to be redeemed, the notice of redemption shall specify the number or numbers of the Securities of that series to be redeemed. In case any Security of a series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same that series in principal amount equal to the unredeemed portion thereof will be issued. On or before Prior to the redemption date specified in the notice of redemption given as provided in this SectionSection 3.02, the Company will deposit in trust with the Trustee or with one or more paying agents (or, if the Company is acting as its own paying agent, will segregate and hold in trust as provided in Section 4.04) an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption priceredemption, together with accrued interest, if any, interest to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, (i) the Company will give the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, notice not more less than 60 days (or such shorter period as may be acceptable to the Trustee) prior to the redemption date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal as to the minimum authorized denomination for Securities aggregate principal amount of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and (ii)(x) if such Securities are at the time represented by a Global Security, then the Depositary shall notify select by lot the particular interests to be redeemed or (y) if any of such Securities are not represented by a Global Security, then the Trustee shall select or cause to be selected, in writing at least 45 days prior such manner as in its sole discretion it shall deem appropriate and in accordance with applicable Depositary procedures, the Securities of that series or portions thereof to be redeemed. Securities of a series may be redeemed in part only in multiples of the relevant redemption datesmallest authorized denomination of that series.

Appears in 1 contract

Samples: Indenture (Hecla Mining Co/De/)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right or be obligated to redeem all or, Securities as provided for in the case may be, any part first sentence of a series of Securities pursuant to Section 3.01, it shall fix a date for redemption. Notice redemption (unless, by the terms of redemption the instrument establishing such series of Securities to be redeemed at or the election terms of the Company shall be given by the Companysuch Securities, such date is fixed), and it or, at the Company’s its request, by the Trustee Trustee, in the name of and at the expense of the Company. The Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer Holders of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in part, with respect to registered Securities, by mailing a notice of such redemption not less than 20 nor more than 60 days prior to the date fixed for redemption to their last addresses as they shall appear upon the Security Register and, with respect to unregistered Securities, by publishing in an authorized newspaper notice of such redemption on two separate days, each of which is not less than 20 nor more than 60 days prior to the date fixed for redemption. Notice given Any notice which is mailed or published, as the case may be, in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder Holder actually receives such notice. In any case, failure duly to give such notice by mail, or any defect in the notice notice, to the holder Holder of any such registered Security of any series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Securityseries. If In case, by reason of the Company requests the Trustee to give any notice suspension of redemptionor irregularities in regular mail service, it shall make such request at least 10 days prior be impractical to the designated date for delivering such notice, unless a shorter period is satisfactory mail notice of any event to the Trustee. Each Holders of registered Securities when such notice of redemption shall specify the date fixed for redemption, the redemption price at which such Securities are is required to be redeemedgiven pursuant to any provision of this Indenture, the CUSIP numbers then any manner of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption prices, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the notice, and that on and after the date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is to be redeemed, the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state that, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.giving

Appears in 1 contract

Samples: Sundstrand Corp /De/

Notice of Redemption; Selection of Securities. Whenever the Company redeems Securities pursuant to this Article Three, it shall notify the Trustee of the date fixed for redemption and the principal amount of Securities to be redeemed. The notice shall be accompanied by an Officers' Certificate stating that the redemption complies with the provisions of this Indenture. The Company shall give each such notice at least 30 but not more than 60 days before the date fixed for redemption or such other period as the Company and the Trustee may agree. In case the Company shall desire to exercise the its right to redeem all or, as the case may be, any part of a series the Securities in accordance with the right reserved so to do, notice of Securities pursuant such redemption shall be given to Section 3.01, it shall fix a date for redemption. Notice the Holders of redemption of the Securities to be redeemed at the election of the Company shall as hereinafter provided in this Section 3.02, such notice to be given by the Company, Company or, at the Company’s request's direction, by the Trustee in the name and at the expense of the Company. The Company or If the notice is to be given by the Trustee, as the case may be, Company shall give provide the Trustee with the information required in this Section 3.02. Notice of redemption shall be given by mailing to Holders of Securities to be redeemed in whole or in part a notice of such redemptionredemption by first class mail, in the manner and to the extent set forth in Section 15.04postage prepaid, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days and not less than 20 nor more than 60 calendar 65 days prior to the date fixed for a redemption redemption, to their last addresses as they shall appear upon the holders of such Securities so to be redeemed as a whole or registry book. Any notice which is mailed in part. Notice given in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such the notice. In any case, failure to duly give such notice by mail, or any defect in the notice notice, to the holder Holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of such Security or any other such Security. If the Company requests the Trustee to give any The notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which such Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption prices, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the notice, and that on and after the date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is to be redeemed, the notice of redemption shall specify the numbers of identify the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state that, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.state:

Appears in 1 contract

Samples: Trans Lux Corp

Notice of Redemption; Selection of Securities. In case the Company shall desire to be obligated, or shall exercise the right right, to redeem all or, Securities as provided for in the case may be, any part first sentence of a series of Securities pursuant to Section 3.01, it shall fix a date for redemption. Notice redemption (unless, by the terms of redemption the instrument establishing such series of Securities to be redeemed at or the election terms of the Company shall be given by such Securities, such date is fixed) and the Company, or, at its request the Company’s requestTrustee, by the Trustee in the name of and at the expense of the Company. The Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer Holders of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in part, with respect to registered Securities, by mailing a notice of such redemption not less than 30 nor more than 60 days prior to the date fixed for redemption to their last addresses as they shall appear upon the Security Register and, with respect to unregistered Securities, by publishing in an Authorized Newspaper notice of such redemption on two separate days, each of which is not less than 30 nor more than the 60 days prior to the date fixed for redemption. Notice given Any notice which is mailed or published, as the case may be, in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder Holder actually receives such notice. In any case, failure duly to give such notice by mail, or any defect in the notice notice, to the holder Holder of any such registered Security of any series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Securityseries. If In case, by reason of the Company requests the Trustee to give any notice suspension of redemptionor irregularities in regular mail service, it shall make be impractical to mail notice of any event to Holders of registered Securities when such request at least 10 days prior notice is required to the designated date for delivering be given pursuant to any provision of this Indenture, then any manner of giving such notice, unless a shorter period is notice as shall be satisfactory to the TrusteeTrustee shall be deemed to be a sufficient giving of such notice. Each such notice of redemption shall specify the designation of the series of the Securities to be redeemed, the date fixed for redemption, redemption and the redemption price at which such Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for and shall state that payment of the redemption prices, that payment price of the Securities or portions thereof to be redeemed will be made at the offices or agencies to be maintained by the Company in accordance with the provisions of Section 4.02 upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the such notice, and that that, on and after the date such date, interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all the Securities of a any series is are to be redeemed, the notice to the Holders of redemption Securities to be redeemed shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the such notice of redemption shall state the portion of the principal amount thereof to be redeemed redeemed, and shall state thatthat on and after the redemption date, upon surrender of such Security, a new Security or Securities of the same series in authorized denominations and in a principal amount at Stated Maturity equal to the unredeemed portion thereof will be issued. On or before the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all the Securities of a like tenor and terms of any series of Securities is are to be redeemed, the Company will shall give the Trustee adequate written notice notice, at least 45 60 days in advance (unless a or such shorter notice shall be satisfactory period acceptable to the Trustee) in advance of the date fixed for redemption, as to the aggregate principal amount at Stated Maturity of Securities of such series to be redeemed, which shall be an integral multiple of the minimum authorized denomination of such series, and thereupon the Trustee shall select, in such manner as it shall deem appropriate and fair, the Securities of such series to be redeemed in whole or in part and shall thereafter promptly notify the Company in writing of the numbers of the Securities so to be redeemed and, in the case of Securities to be redeemed in part only, the principal amount at Stated Maturity so to be redeemed. If less than all the Securities of unlike tenor and terms of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such particular Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to selected by the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption dateCompany.

Appears in 1 contract

Samples: Indenture (Pepsiamericas Inc/Il/)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a the Securities of any series (or all or any part of the Unregistered Securities of such series or all or any part of the Registered Securities of such series, if the terms and conditions of redemption shall differ with respect to Unregistered Securities and Registered Securities of such series as specified in the terms of such Securities established pursuant to Section Sec. 3.01) in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company Redemption Date and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give provide notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption such Redemption Date to the holders Trustee and to the Holders of Securities of such Securities series so to be redeemed as a whole or in partpart in the manner provided in Sec. Notice given 14.03. The notice provided in such the manner herein specified shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemptionRedemption Date, the redemption price at which such Securities are to be redeemed, the CUSIP numbers of such SecuritiesRedemption Price, the Place or Places of Payment where Payment, that the Securities of such Securities, together, series are being redeemed at the option of the Company pursuant to provisions contained in the case terms of Bearer Securities, with all coupons appertaining theretothe Securities of such series or in a supplemental indenture establishing such series, if anysuch be the case, maturing after the date of redemption, are to be surrendered for payment together with a brief statement of the redemption pricesfacts permitting such redemption, that payment will be made upon presentation and surrender of such the applicable Securities, that interest accrued that, unless otherwise specified in such notice, Coupon Securities of any series, if any, surrendered for payment must be accompanied by all Coupons, if any, maturing subsequent to the date fixed for redemption redemption, failing which the amount of any such missing Coupon or Coupons will be deducted from the sum due for payment, that any interest accrued to the Redemption Date will be paid as specified in the said notice, and that on and after the date said Date any interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all the Securities of a any series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of such series to be 45 35 redeemed, and, if only Unregistered Securities of any series are to be redeemed, and if such Unregistered Securities may be exchanged for Registered Securities, the last date on which exchanges of Unregistered Securities for Registered Securities not subject to redemption may be made. In case any Security of any series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the Redemption Date, upon surrender of such SecuritySecurity and any Coupons appertaining thereto, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof and with appropriate Coupons will be issued, or, in the case of Securities providing appropriate space for such notation, at the option of the Holders the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof. On or before (but at least one New York Business Day before, in the redemption date specified case of payments made in a currency or currency unit other than Dollars) the Redemption Date with respect to the Securities of any series stated in the notice of redemption given as provided in this SectionSec. 4.02, the Company will deposit in trust with the Trustee or with one or more paying agents Paying Agents an amount of money in the currency or currency unit in which the Securities of such series and any Coupons appertaining thereto are payable (except as otherwise specified as contemplated by Sec. 3.01 for the Securities of such series and except as provided in Sec. 3.11(b), 3.11(e) and 3.11(f) of this Indenture) sufficient to redeem on the redemption date such Redemption Date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption priceapplicable Redemption Price, together with accrued interest, if any, interest to the date fixed for redemptionsuch Redemption Date. If less the Company is acting as its own Paying Agent, it will segregate such amount and hold it in trust as provided in Sec. 6.02 (10). If fewer than all the Securities of a series of Securities is are to be redeemedredeemed (except in the case of a redemption in whole of the Unregistered Securities, the Coupon Securities, the Registered Securities or the Fully Registered Securities of such series), the Company will give the Trustee adequate written notice at least not less than 45 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) Redemption Date as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, redeemed and the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemptionRedemption Date and in such manner as in its sole discretion it shall deem appropriate and fair, the numbers Securities of such Securities Outstanding not previously called for redemption, to be redeemed series or portions thereof (in whole multiples of 1,000 in the currency or currency unit in part. The portion of principal of Securities so selected for partial redemption shall be equal to which the minimum authorized denomination for Securities of that such series or any integral multiple thereof. The Trustee shall promptly notify are denominated, except as otherwise set forth in the Company applicable form of the Securities Security) to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption dateSec. 4.03.

Appears in 1 contract

Samples: Associates First Capital Iii

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, any part of a series of Securities pursuant to Section 3.01, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board ResolutionResolutions, as described in Section 2.032.03(b), or (b) as determined by the Chief Executive Officer or Officer, the Chief Financial Officer Officer, any Senior or other Vice President or the Treasurer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days business days and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in part. Notice given in such manner shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 ten days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which such Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption prices, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is to be redeemed, the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state that, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, rata or by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: Indenture (Raymond James Financial Inc)

Notice of Redemption; Selection of Securities. In case the Company Issuer shall desire to exercise the any right to redeem all or, as the case may be, or any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it the Issuer shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by notify the Trustee in writing, at least 45 days before such redemption date. The Issuer, or at the name request and at the expense of the Company. The Company or Issuer, the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 days and not more than 60 calendar days prior to the date fixed for a redemption redemption, to the holders Holders of Securities of such Securities series so to be redeemed as a in whole or in partpart at their last addresses as they shall appear in the Register. Notice given Any notice which is mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such the notice. In any case, failure Failure to give such notice by mail, or any defect in the notice notice, to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Securityseries. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such The notice of redemption to each such Holder shall specify the CUSIP number of the Securities of such series, if any, the date fixed for redemption, the redemption price at which such Securities are to be redeemedprice, the CUSIP numbers place or places of payment, if the Securities of such Securitiesseries are convertible at the option of the Holder into Parent Shares, the Place Conversion Price, the place or places of Payment where conversion, that, unless otherwise provided pursuant to Section 2.6 for Securities of such Securitiesseries, togetherSecurities called for redemption may be converted at any time before the close of business on the third Business Day prior to the date fixed for redemption and if not converted prior to the close of business on such date, the right of conversion will be lost and that Holders who want to convert Securities must satisfy the requirements set forth in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricesterms thereof, that payment will be made upon presentation and surrender of such Securities, that any interest accrued to the date fixed for redemption will be paid as specified in the notice, such notice and that on and after the said date any interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of the Outstanding Securities of a series is are to be redeemed, the notice of redemption shall specify the number or numbers or distinguishing symbol or symbols of the Securities to be redeemed. In case any Security of a series is to be redeemed in part only, only the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof will be issued. On or before Prior to the redemption date specified in the notice of redemption given as provided in this Section, the Company Issuer or the Guarantor will deposit in trust with the Trustee or with one or more paying agents (or, if the Issuer is acting as its own paying agent, segregate and hold in trust as required by the Trust Indenture Act of 1939) an amount of money (in the currency or units of currencies or composite currency in which the Securities so called for redemption are denominated or an appropriate equivalent thereof) sufficient to redeem on the redemption date all the Securities of such series or portions of Securities thereof so called for redemption at the appropriate redemption price, together with accrued interest, if any, interest to the date fixed for redemption. If less than all the Outstanding Securities of a series are to be redeemed (or less than the full principal amount of Securities each Security in such series is to be redeemed), the Company Issuer or the Guarantor will give deliver to the Trustee adequate written notice at least 45 60 days in advance prior to the date fixed for redemption (unless a or such shorter notice shall be satisfactory period if acceptable to the Trustee) as to an Officers' Certificate stating the aggregate principal amount of Securities to be redeemedredeemed and, if the Trustee is not acting as the repository of the Register for such series, a current list of all Outstanding Securities of such series. If less than all the Outstanding Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is as it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers Securities of such Securities Outstanding not previously called for redemption, series to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, ; however, if less than all the Securities of a any series having with differing issue dates, interest rates and stated maturities are to be redeemed, the Company Issuer or the Guarantor in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing thereof at least 45 days prior to the relevant redemption date. Except as otherwise specified for Securities of a particular series pursuant to Section 2.6, Securities may be redeemed in part in amounts equal to the minimum authorized denomination for Securities of such series or any multiple thereof. The Trustee shall promptly notify the Issuer and the Guarantor in writing of the Securities of such series selected for redemption and, in the case of any Securities of such series selected for partial redemption, the principal amount thereof to be redeemed. For all purposes of this Indenture, unless the context otherwise requires, all provisions relating to the redemption of Securities of any series shall relate, in the case of any Security redeemed or to be redeemed only in part, to the portion of the principal amount of such Security which has been or is to be redeemed.

Appears in 1 contract

Samples: Indenture (Ahold Finance Usa Inc)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a the Securities of any series (or all or part of the Unregistered Securities of such series or all or any part of the Registered Securities of such series, if the terms and conditions of redemption shall differ with respect to Unregistered Securities and Registered Securities of such series as specified in the terms of such Securities established pursuant to Section 3.01) in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company Redemption Date and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give provide notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, Trustee at least 10 Business Days 60 days prior to such Redemption Date, and at least 30 and not more than 60 calendar days prior to the date fixed for a redemption such Redemption Date to the holders Holders of Securities of such Securities series so to be redeemed as a whole or in part. Notice given in such manner shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice or any defect part in the notice to the holder of any such Security designated for redemption as a whole or manner provided in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the TrusteeSection 1.06. Each such notice of redemption shall specify the date fixed for redemptionRedemption Date, the redemption price at which such Securities are to be redeemed, the CUSIP numbers of such SecuritiesRedemption Price, the Place or Places of Payment where Payment, that the Securities of such Securities, together, series are being redeemed at the option of the Company pursuant to provisions contained in the case terms of Bearer Securities, with all coupons appertaining theretothe Securities of such series or in a supplemental indenture establishing such series, if anysuch be the case, maturing after the date of redemption, are to be surrendered for payment together with a brief statement of the redemption pricesfacts permitting such redemption, that payment will be made upon presentation and surrender of such the applicable Securities, that interest accrued that, unless otherwise specified in such notice, Coupon Securities of any series, if any, surrendered for payment must be accompanied by all Coupons, if any, maturing subsequent to the date fixed for redemption redemption, failing which the amount of any such missing Coupon or Coupons will be deducted from the sum due for payment, that any interest accrued to the Redemption Date will be paid as specified in the said notice, and that on and after the date said Redemption Date any interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all the Securities of a any series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of such series to be redeemed, and, if only Unregistered Securities of any series are to be redeemed, and if such Unregistered Securities may be exchanged for Registered Securities, the last date on which exchanges of Unregistered Securities for Registered Securities not subject to redemption may be made. In case any Security of any series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the Redemption Date, upon surrender of such SecuritySecurity and any Coupons appertaining thereto, a new Security or Securities of the same such series in principal amount equal to the unredeemed portion thereof and with appropriate Coupons will be issued, or, in the case of Securities providing appropriate space for such notation, at the option of the Holders, the Trustee, in lieu of delivering a new Security or Securities as aforesaid, may make a notation on such Security of the payment of the redeemed portion thereof. On or before (but at least one Business Day before, in the redemption date specified case of payments made in a currency or currency unit other than Dollars) the Redemption Date with respect to the Securities of any series stated in the notice of redemption given as provided in this SectionSection 4.02, the Company will deposit in trust with the Trustee or with one or more paying agents Paying Agents an amount of money in the currency or currency unit in which the Securities of such series and any Coupons appertaining thereto are payable (except as otherwise specified as contemplated by Section 3.01 for the Securities of such series and except as provided in Sections 3.11(b), 3.11(e) and 3.11(f) of this Indenture) sufficient to redeem on the redemption date such Redemption Date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption priceapplicable Redemption Price, together with accrued interest, if any, interest to the date fixed for redemptionsuch Redemption Date. If less fewer than all the Securities of a series of Securities is are to be redeemedredeemed (except in the case of a redemption in whole of the Unregistered Securities, the Coupon Securities, the Registered Securities or the Fully Registered Securities of such series), the Company will give the Trustee adequate written notice at least 45 not less than 60 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) Redemption Date as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, redeemed and the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of Redemption Date and in such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company manner as in its sole discretion it shall select deem appropriate and fair, the particular Securities of such series or portions hereof (in multiples of 1,000 in the currency or currency unit in which the Securities of such series are denominated, except as otherwise set forth in the applicable form of Security) to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption dateredeemed.

Appears in 1 contract

Samples: Bancorpsouth Inc

Notice of Redemption; Selection of Securities. The election of the Issuer to redeem any Securities shall be evidenced by an Officers' Certificate. In case the Company Issuer shall desire to exercise the right to redeem all all, or, as the case may be, any part of a series of Securities pursuant to Section 3.01the terms and provisions applicable to such series, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days thirty and not more than 60 calendar sixty days prior to the date fixed for a redemption to the holders Holders of the Securities of such series which are Registered Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such mailing shall be by prepaid first class mail. Any notice which is mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives Holder shall have received such notice. In any case, failure to give such notice by mail, or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Securityseries. If Notice of redemption to the Company requests Holders of Unregistered Securities to be redeemed as a whole or in part, who have filed their names and addresses with the Trustee to give any as described in Section 6.04, shall be given by mailing notice of such redemption, it shall make such request by first class mail, postage prepaid, at least 10 thirty days and not more than sixty days prior to the designated date fixed for delivering redemption, to such Holders at such addresses as were so furnished to the Trustee (and, in the case of any such notice given by the Issuer, the Trustee shall make such information available to the Issuer for such purpose). Notice of redemption to any other Holder of an Unregistered Security of such series shall be published in an Authorized Newspaper in the Borough of Manhattan, The City of New York and in an Authorized Newspaper in London (and, if required by Section 5.04, in an Authorized Newspaper in Luxembourg), in each case, once in each of two successive calendar weeks, the first publication to be not less than thirty nor more than sixty days prior to the date fixed for redemption. Any notice which is mailed in the manner herein provided shall be conclusively presumed to have been duly given, whether or not the Holder shall have received such notice. In any case, unless a shorter period is satisfactory failure to give notice by mail, or any defect in the notice to the TrusteeHolder of any Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such series. Each such notice of redemption shall specify the provisions of such Securities under which such redemption is made, that the conditions precedent, if any, to such redemption have occurred, shall describe the same and the date fixed for redemption, the redemption price at which such Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricesPayment, that payment will be made upon presentation and surrender of such Securities and, in the case of Coupon Securities, of all Coupons appertaining thereto maturing after the date fixed for redemption, that interest and Additional Amounts, if any, accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest interest, if any, thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of the Securities of a series is are to be redeemed, the redeemed any notice of redemption published in an Authorized Newspaper shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state that, that upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issuedissued of the same series. On or before At least one Business Day prior to the redemption date specified in the notice of redemption given for Unregistered Securities as provided in this SectionSection and on or prior to the redemption date specified in the notice of redemption given for all Securities other than Unregistered Securities, the Company Issuer will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company The Issuer will give the Trustee adequate written notice of each redemption at least 45 forty-five days in advance prior to the date fixed for redemption (unless a shorter notice shall be satisfactory is acceptable to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all of the Securities of a series are to be redeemed, the Trustee shall select, pro rata, rata or by lot or in such other manner is as it shall deem appropriate reasonable and fair, not more than 60 days prior to the date of redemption, the numbers of such the Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: General Motors Corp

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, any part of a series of Securities pursuant to Section 3.01, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company shall be given by the Company, or, at the Company’s written request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board ResolutionResolutions, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or Officer, the Chief Financial Officer Officer, the President, the Treasurer, any Executive Vice President, the Secretary and each officer of the Company designated by any of the foregoing officers (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a longer period of notice of such redemption, the Company or or, at the written request of the Company, the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in part. Notice given in such manner shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request in writing at least 10 ten days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which such Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption prices, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the notice, and that on and after the date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is to be redeemed, the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state that, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: Indenture (Veritex Holdings, Inc.)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of Securities of such Securities series so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security register. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the CUSIP number of the Securities to be redeemed, the date fixed for redemption, the redemption price at which Securities of such Securities series are to be redeemed, the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all the Securities of a such series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of that series to be redeemed. In case any Security of a series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same that series in principal amount equal to the unredeemed portion thereof will be issued. On Notwithstanding the foregoing, such notice shall not be required to state the redemption price where such price may not otherwise be determined at the time of the giving of such notice in accordance with the terms of the applicable supplemental indenture or before Officers' Certificate providing for the issuance of the series of securities to be redeemed, in which event a second notice shall be provided stating such redemption price at the earliest practicable time following its determination. 65 Prior to the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, interest to the date fixed for redemption. If all, or less than all of a series of Securities is to be redeemedall, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Company will give the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, notice not less than 45 nor more than 60 days days, respectively, prior to the redemption date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal as to the minimum authorized denomination for aggregate principal amount of Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less In the event that fewer than all the outstanding Securities of a such series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion Securities to be redeemed shall select the particular be redeemed pro rata from each Holder of Securities of such series to series, it being understood that, in respect of Securities registered in the name of and held of record by the Depositary or its nominee (or any successor Depositary or its nominee) or any nominee, the distribution of the proceeds of such redemption will be redeemed and shall notify the Trustee in writing at least 45 days prior made to the relevant redemption dateDepositary and disbursed by such Depositary in accordance with the procedures applied by such agency or nominee.

Appears in 1 contract

Samples: Interpool Inc

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a series of the Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the CUSIP number of the Securities to be redeemed, the date fixed for redemption, the redemption price at which such the Securities are to be redeemedredeemed (or the method by which such redemption price is to be calculated), the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such the Securities, that interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is the Securities are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before By 10:00 a.m. New York time on the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption priceRedemption Price, together with accrued interest, if any, interest to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the The Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If not less than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.date as to the aggregate princi-

Appears in 1 contract

Samples: Amcore Capital Trust I

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the any right to redeem all all, or, as the case may be, any part of, the Securities of a any series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of Securities of such Securities series so to be redeemed as a whole or in partpart at their last addresses as the same appear on the registry books of the Company and to the Trustee, except as the resolutions adopted by the Board of Directors to establish the terms of any series of Securities may otherwise provide. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which the Securities of such Securities series are to be redeemedredeemed (or if not then ascertainable, the manner of calculation thereof), the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining theretonumber, if any, maturing after of the date of redemption, are Securities to be surrendered for payment redeemed the place or places of the redemption pricespayment, that payment will be made upon presentation and surrender of such Securities, that any interest accrued to the date fixed for redemption will be paid as specified in the notice, such notice and that on and after the such date any interest thereon or on the portions thereof to be redeemed will cease to accrueaccrue and whether such redemption is conditional upon or subject to the happening of any event. Where the redemption price is not ascertainable at the time the notice of redemption is given as aforesaid, the Company shall notify the Trustee of such redemption price promptly after the calculation thereof. If less than all the Securities of a series is are to be redeemed, the notice of redemption shall specify the number or numbers of the Securities of that series to be redeemed. In case any Security of a series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same that series in principal amount equal to the unredeemed portion thereof will be issued. On or before prior to the redemption date specified in the notice of redemption given as provided in this SectionSection 3.02, by 11:00 a.m., New York time, the Company will deposit in trust with the Trustee or with one or more paying agents (or, if the Company is acting as its own paying agent, will segregate and hold in trust as provided in Section 4.04) an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities thereof so called for redemption at the appropriate redemption priceredemption, together with accrued interest, if any, interest to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Company will give the Trustee shall select, pro rata, by lot notice not less than 45 days (or in such other manner is it shall deem appropriate and fair, not more than 60 days shorter period as may be acceptable to the Trustee) prior to the redemption date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal as to the minimum authorized denomination for Securities aggregate principal amount of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee shall select or cause to be selected, in writing at least 45 days prior such manner as in its sole discretion it shall deem appropriate and fair, the Securities of that series or portions thereof to be redeemed. Securities of a series may be redeemed in part only in multiples of the relevant redemption datesmallest authorized denomination of that series.

Appears in 1 contract

Samples: Indenture (Pico Holdings Inc /New)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, any part of a series of Securities pursuant to Section 3.01this Article Three or the terms and provisions otherwise applicable to such series, it shall fix a date for redemption. Notice , it shall prepare the notice of such redemption of Securities to be redeemed at the election of the Company and it shall be given by the Company, mail or, at the Company’s requestrequest and expense, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail such notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days thirty (30) and not more than 60 calendar ninety (90) days prior to the date fixed for a redemption to the holders Holders of the Securities and, in the case of Securities in global form, to the Depositary of such series which are Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such mailing shall be by prepaid first class mail. Any notice which is mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives Holder shall have received such notice. In any case, failure to give such notice by mail, or any defect in the notice to the holder Holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which such the applicable Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricesPayment, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the notice, Securities and that on and after the said date interest interest, if any, thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is to be redeemed, the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state that, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issuedissued of the same series. On In the case of Securities of any series that are convertible or before exchangeable into Shares or other securities or property, the notice of redemption shall state the then current conversion or exchange price or rate, the date or dates on which the right to convert or exchange the principal of the Securities of such series to be redeemed shall commence or terminate, as applicable, and the place or places where and the Persons to whom such Securities may be surrendered for conversion or exchange. Prior to the redemption date specified in the notice of redemption given as provided in this Section, the Company or, if the provisions of Article Fifteen shall apply to the Securities to be redeemed, the Guarantor will deposit in trust with the Trustee or with one or more paying agents (or, if the Company is acting as its own paying agent, segregate and hold in trust as provided in Section 4.03) an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the The Company will give the Trustee adequate written notice of each redemption at least 45 forty-five (45) days in advance prior to the date fixed for redemption (unless a shorter notice shall be satisfactory is acceptable to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all of the Securities of a series are to be redeemed, the Securities shall be selected by lot by the Depository Trust Company in the case of Securities represented by Global Securities or the Trustee shall select, pro rata, by lot or in such other manner is as it shall deem appropriate and fairfair and, not more than 60 days prior to if applicable, in accordance with the date procedures of redemptionthe Depositary, the numbers Securities of such Securities Outstanding not previously called for redemption, series to be redeemed in whole or in part. The portion of principal the case of Securities so selected for not represented by Global Securities; provided. however, that no such partial redemption shall be equal reduce the portion of the principal amount of a Security of such series not redeemed to less than the minimum authorized denomination for Securities a Security of that such series established herein or any integral multiple thereofpursuant hereto. The Trustee shall promptly notify the Company in writing of the Securities of such series selected for redemption and, in the case of any Securities of such series selected for partial redemption, the principal amount thereof to be redeemed. IfFor all purposes of this Indenture, howeverunless the context otherwise requires, less than all provisions relating to the redemption of Securities shall relate, in the case of a series having differing issue datesany Securities redeemed or to be redeemed only in part, interest rates and stated maturities are to the portion of the principal of such Securities which has been or is to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: Indenture (Aon PLC)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of Securities of such Securities series so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security register. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the CUSIP number of the Securities to be redeemed, the date fixed for redemption, the redemption price at which Securities of such Securities series are to be redeemed, the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all the Securities of a such series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of that series to be redeemed. In case any Security of a series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same that series in principal amount equal to the unredeemed portion thereof will be issued. On or before Prior to the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one 1 or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, interest to the date fixed for redemption. If all, or less than all of a series of Securities is to be redeemedall, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Company will give the Trustee notice not less than 45 or 60 days, respectively, prior to the redemption date as to the aggregate principal amount of Securities of that series to be redeemed and the Trustee shall select, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any portions thereof (in integral multiple thereof. The Trustee shall promptly notify multiples of $1,000, except as otherwise set forth in the Company applicable form of the Securities Security) to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: Indenture (Citicorp)

Notice of Redemption; Selection of Securities. In case the Company Corporation shall desire to exercise the right to redeem all all, or, as the case may be, any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of Securities of such Securities series so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which Securities of such Securities series are to be redeemed, the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all the Securities of a such series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of that series to be redeemed. In case any Security of a series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same that series in principal amount equal to the unredeemed portion thereof will be issued. On or before Prior to the redemption date specified in the notice of redemption given as provided in this Section, the Company Corporation will deposit in trust with the Debt Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, interest to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Corporation will give the Debt Trustee notice not less than 60 days prior to the redemption date as to the aggregate principal amount of Securities of that series to be redeemed and the Debt Trustee shall select, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any portions thereof (in integral multiple thereof. The Trustee shall promptly notify multiples of $1,000, except as otherwise set forth in the Company applicable form of the Securities Security) to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: Indenture (General Motors Corp)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a series of the Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders Holders of such Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register, with a copy to the Trustee. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder Holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder Holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall identify the Securities to be redeemed, specify the date fixed for redemption, the redemption price and premium, if any, at which such Securities are to be redeemed, the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the notice, said notice and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is the Securities are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: Indenture (James River Group, INC)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all or, as the case may be, any part of a series of Securities pursuant to Section 3.01, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in part. Notice given in such manner shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which such Securities are to be redeemed, the CUSIP numbers of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption prices, that payment will be made upon presentation and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the notice, and that on and after the date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is to be redeemed, the notice of redemption shall specify the numbers of the Securities to be redeemedredeemed or, in the case of Global Securities, the portion of such Global Securities. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state that, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issuedissued or, in the case of a Global Security, the books and records of the U.S. Depositary and the Security Registrar or the Trustee will reflect the reduction in the principal amount of such Global Security as a result of such partial redemption. On or before the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: Indenture (Acorda Therapeutics Inc)

Notice of Redemption; Selection of Securities. In case the Company Corporation shall desire to exercise the right to redeem all all, or, as the case may be, any part of a series of the Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days thirty (30) and not more than 60 calendar sixty (60) days prior to the date fixed for a redemption to the holders of such Securities so to be so redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice For purposes of the calculation of the date of redemption and the dates on which notices are given pursuant to this Section 14.04, a redemption notice shall be deemed to be given on the day such notice is first mailed by first-class mail, postage prepaid, to holders. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the CUSIP number of the Securities to be redeemed, the date fixed for redemption, the redemption price at which such the Securities are to be redeemedredeemed (or the method by which such price is to be calculated), the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption prices, that payment will be made upon presentation and surrender of such the Securities, that interest Interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest Interest thereon or on the portions thereof to be redeemed will cease to accrue, the then-current Conversion Price, the name and address of the paying agent and the Conversion Agent, that the Securities called for redemption may be converted at any time before 5:00 p.m. New York City time on the Business Day immediately preceding the redemption date and that Securityholders who wish to convert Securities must satisfy the requirements in the Indenture and the Securities. If less than all of a series is the Securities are to be redeemed, the notice of redemption shall specify the numbers amount of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof that has not been redeemed will be issued. On or before By 10:00 a.m. New York City time on the redemption date specified in the notice of redemption given as provided in this Section, the Company Corporation will deposit in trust with the Debenture Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption priceRedemption Price or Make-Whole Redemption Price, together with accrued interest, if any, to as the date fixed for redemptioncase may be. If less than all of a series of Securities is to be redeemed, the Company The Corporation will give the Debenture Trustee adequate written notice at least 45 not less than thirty (30) days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) redemption date as to the aggregate principal amount of Securities to be redeemed. If less than all redeemed and the Securities of a series are to be redeemed, the Debenture Trustee shall select, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities or portions thereof (in integral multiples of $1,000.00, except as otherwise set forth in the applicable form of Security) to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: Indenture (American Home Mortgage Investment Corp)

Notice of Redemption; Selection of Securities. In case the Company Corporation shall desire to exercise the right to redeem all all, or, as the case may be, any part of a the Securities of any series of Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of Securities of such Securities series so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security of a series designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Security of such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trusteeseries. Each such notice of redemption shall specify the date fixed for redemption, the redemption price at which Securities of such Securities series are to be redeemed, the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation 40 47 and surrender of such Securities, that interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all the Securities of a such series is are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities of that series to be redeemed. In case any Security of a series is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same that series in principal amount equal to the unredeemed portion thereof will be issued. On or before Prior to the redemption date specified in the notice of redemption given as provided in this Section, the Company Corporation will deposit in trust with the Debt Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, interest to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the Company will give the Trustee adequate written notice at least 45 days in advance (unless a shorter notice shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, the Corporation will give the Debt Trustee notice not less than 60 days prior to the redemption date as to the aggregate principal amount of Securities of that series to be redeemed and the Debt Trustee shall select, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any portions thereof (in integral multiple thereof. The Trustee shall promptly notify multiples of $1,000, except as otherwise set forth in the Company applicable form of the Securities Security) to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: Indenture (General Motors Capital Trust D)

Notice of Redemption; Selection of Securities. In case the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a series of the Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company redemp- tion and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the CUSIP number of the Securities to be redeemed, the date fixed for redemption, the redemption price at which such the Securities are to be redeemedredeemed (or the method by which such redemption price is to be calculated), the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption prices, that payment will be made upon presentation and surrender of such the Securities, that interest accrued to the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is the Securities are to be redeemed, redeemed the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before By 10:00 a.m. New York time on the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption priceRedemption Price, together with accrued interest, if any, interest to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the The Company will give the Trustee adequate written notice at least not less than 45 days in advance (unless a shorter notice shall be satisfactory prior to the Trustee) redemption date as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, redeemed and the Trustee shall select, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities or portions thereof (in integral multiples of $1,000, except as otherwise set forth in the applicable form of Security) to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: Indenture (First Western Bancorp Inc)

Notice of Redemption; Selection of Securities. In case the event the Company shall desire to exercise the right to redeem all all, or, as the case may be, any part of a series of the Securities pursuant to Section 3.01in accordance with their terms, it shall fix a date for redemption. Notice of redemption of Securities to be redeemed at the election of the Company and shall be given by the Company, or, at the Company’s request, by the Trustee in the name and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days 30 and not more than 60 calendar days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security Register. Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the CUSIP number of the Securities to be redeemed, the date fixed for redemption, the redemption price Redemption Price at which such the Securities are to be redeemedredeemed (or the method by which such Redemption Price is to be calculated), the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such the Securities, that interest accrued to but excluding the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest thereon or on the portions thereof to be redeemed will cease to accrue. If less than all of a series is the Securities are to be redeemed, the notice of redemption shall specify the numbers of the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed unpaid portion thereof will be issued. On or before By 10:00 a.m. New York time on the redemption date specified in the notice of redemption given as provided in this Section, the Company will deposit in trust with the Trustee or with one or more paying agents an amount of money sufficient to redeem on the redemption date all the Securities or portions of Securities so called for redemption at the appropriate redemption price, together with accrued interest, if any, to the date fixed for redemption. If less than all of a series of Securities is to be redeemed, the The Company will give the Trustee adequate written notice at least not less than 45 days in advance prior to the redemption date (unless a shorter notice time shall be satisfactory to the Trustee) as to the aggregate principal amount of Securities to be redeemed. If less than all the Securities of a series are to be redeemed, redeemed and the Trustee shall select, pro rata, by lot or in such other manner is as in its sole discretion it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, to be redeemed in whole or in part. The portion of principal of Securities so selected for partial redemption shall be equal to the minimum authorized denomination for Securities of that series or any integral multiple thereof. The Trustee shall promptly notify the Company of the Securities or portions thereof (in integral multiples of $50, except as otherwise set forth in the applicable form of Security) to be redeemed. If, however, less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemed, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee in writing at least 45 days prior to the relevant redemption date.

Appears in 1 contract

Samples: Xerox Corp

Notice of Redemption; Selection of Securities. In case the --------------------------------------------- Company shall desire to exercise the right to redeem all or, as the case may be, any part of a series of the Securities pursuant to Section 3.013.1, it shall fix a date for redemption. Notice of ----------- redemption of Securities to be redeemed at the election of the Company shall be given by the Company, and it or, at the Company’s its request, by the Trustee in the name of and at the expense of the Company. The Company or the Trustee, as the case may be, shall give mail or cause to be mailed a notice of such redemption, in the manner and to the extent set forth in Section 15.04, on that date prior to the date fixed for a redemption to the holders of such Securities so to be redeemed, as a whole or in part, (a) as set forth in a Board Resolution, as described in Section 2.03, or (b) as determined by the Chief Executive Officer or the Chief Financial Officer of the Company (each, an “Authorized Officer”) and evidenced by the preparation of an offering document or an Officer’s Certificate specifying the period of notice of such redemption. If the Board Resolutions or an Authorized Officer do not specify a period of notice of such redemption, the Company or the Trustee, as the case may be, shall give notice of such redemption, in the manner and to the extent set forth in Section 15.04, at least 10 Business Days fifteen (15) and not more than 60 calendar sixty (60) days prior to the date fixed for a redemption to the holders of such Securities so to be redeemed as a whole or in partpart at their last addresses as the same appear on the Security register (provided that if the Company shall give such notice, it shall also -------- give written notice, and written notice of the Securities to be redeemed, to the Trustee). Notice given Such mailing shall be by first class mail. The notice if mailed in such the manner herein provided shall be conclusively presumed to have been duly given, whether or not the holder receives such notice. In any case, failure to give such notice by mail or any defect in the notice to the holder of any such Security designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other such Security. If the Company requests the Trustee to give any notice of redemption, it shall make such request at least 10 days prior to the designated date for delivering such notice, unless a shorter period is satisfactory to the Trustee. Each such notice of redemption shall specify the aggregate principal amount of Securities to be redeemed, the date fixed for redemption, the redemption price at which such Securities are to be redeemed, the CUSIP numbers place or places of such Securities, the Place of Payment where such Securities, together, in the case of Bearer Securities, with all coupons appertaining thereto, if any, maturing after the date of redemption, are to be surrendered for payment of the redemption pricespayment, that payment will be made upon presentation and surrender of such Securities, that interest accrued to to, but excluding, the date fixed for redemption will be paid as specified in the said notice, and that on and after the said date interest thereon or on the portions portion thereof to be redeemed will cease to accrue. Such notice shall also state the current Conversion Price and the date on which the right to convert such Securities or portions thereof into Common Stock will expire. If less fewer than all of a series is the Securities are to be redeemed, the notice of redemption shall specify the numbers of identify the Securities to be redeemed. In case any Security is to be redeemed in part only, the notice of redemption shall state the portion of the principal amount thereof to be redeemed and shall state thatthat on and after the date fixed for redemption, upon surrender of such Security, a new Security or Securities of the same series in principal amount equal to the unredeemed portion thereof will be issued. On or before prior to the redemption date specified in the notice of redemption given as provided in this SectionSection 3.2, the Company will deposit in trust with the Trustee ----------- or with one or more paying agents (or, if the Company is acting as its own paying agent, set aside, segregate and hold in trust as provided in Section 5.4) ----------- an amount of money sufficient to redeem on the redemption date all the Securities (or portions of Securities thereof) so called for redemption (other than those theretofore surrendered for conversion into Common Stock) at the appropriate redemption price, together with accrued interestinterest to, if anybut excluding, to the date fixed for redemption; provided that, if such payment is made on the redemption -------- date it must be received by the Trustee or paying agent, as the case may be, by 10:00 a.m. Chicago time, on such date. If less any Security called for redemption is converted pursuant hereto, any money deposited with the Trustee or any paying agent or so segregated and held in trust for the redemption of such Security shall be paid to the Company upon its written request, or, if then held by the Company, shall be discharged from such trust. If fewer than all of a series of the Securities is are to be redeemed, the Company will give the Trustee adequate written notice at least 45 in the form of an Officers' Certificate not fewer than forty-five (45) days in advance (unless a or such shorter notice shall period of time as may be satisfactory acceptable to the Trustee) prior to the redemption date as to the aggregate principal amount of Securities to be redeemed. If less fewer than all the Securities of a series are to be redeemed, the Trustee shall select, pro rata, by lot select the Securities or in such other manner is it shall deem appropriate and fair, not more than 60 days prior to the date of redemption, the numbers of such Securities Outstanding not previously called for redemption, portions thereof to be redeemed (in whole principal amounts of $1,000 or integral multiples thereof) by lot or, in partits discretion, on a pro rata basis with such adjustments up to $1,000 in order to retain the minimum denominations of the Securities. The portion of principal of Securities so If any Security selected for partial redemption is converted in part after such selection, the converted portion of such Security shall be equal deemed (so far as may be) to be the minimum authorized denomination portion to be selected for Securities of that series or any integral multiple thereofredemption. The Trustee Securities (or portions thereof) so selected shall promptly notify be deemed duly selected for redemption for all purposes hereof, notwithstanding that any such Security is converted as a whole or in part before the Company mailing of the Securities to be redeemednotice of redemption. If, however, Upon any redemption of less than all the Securities of a series having differing issue dates, interest rates and stated maturities are to be redeemedSecurities, the Company in its sole discretion shall select the particular Securities of such series to be redeemed and shall notify the Trustee may (but need not) treat as outstanding any Securities surrendered for conversion during the period of fifteen (15) days next preceding the mailing of a notice of redemption and may (but need not) treat as outstanding any Security authenticated and delivered during such period in writing at least 45 days prior to exchange for the relevant redemption dateunconverted portion of any Security converted in part during such period.

Appears in 1 contract

Samples: Indenture (System Software Associates Inc)

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