Common use of Temporary Debentures Clause in Contracts

Temporary Debentures. Pending the preparation of Definitive Debentures hereunder, the Company may execute, and upon Company Order the Trustee shall, at the expense of the Company, authenticate and deliver, temporary Debentures which are printed, lithographed, typewritten, mimeographed or otherwise produced, in any authorized denomination, substantially of the tenor of such Definitive Debentures in lieu of which they are issued, in registered form and with such appropriate insertions, omissions, substitutions and other variations as the officers executing such temporary Debentures may determine, as evidenced by their execution of such temporary Debentures. Every temporary Debenture shall be executed by the Company and authenticated by the Trustee and registered by the Registrar, upon the same conditions, and with like effect, as a Definitive Debenture. If temporary Debentures are issued, the Company will cause Definitive Debentures to be prepared without unreasonable delay. After the preparation of such Definitive Debentures, the temporary Debentures shall be exchangeable for such Definitive Debentures upon surrender of the temporary Debentures at the office or agency of the Company in the Place of Payment, without charge to the Holder. Upon surrender for cancellation of any one or more temporary Debentures, the Company shall execute and the Trustee shall, at the expense of the Company, authenticate and deliver in exchange therefor one or more Definitive Debentures, of any authorized denominations and of a like aggregate principal amount and tenor. Until so exchanged such temporary Debentures shall in all respects be entitled to the same benefits under this Indenture as Definitive Debentures.

Appears in 2 contracts

Samples: Indenture (Berkshire Hathaway Energy Co), Indenture (Midamerican Energy Holdings Co /New/)

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Temporary Debentures. Pending the preparation of Definitive definitive Debentures hereunderof any series, the Company may execute, and upon Company Order the Trustee shall, at the expense of the Company, shall authenticate and delivermake available for delivery, temporary Debentures of such series which are printed, lithographed, typewritten, mimeographed or otherwise produced, in any authorized denomination, substantially of the tenor of the definitive Debentures of such Definitive Debentures series in lieu of which they are issued, in registered form or, if authorized, in bearer form with one or more coupons or without coupons, and with such appropriate insertions, omissions, substitutions and other variations as the officers executing such temporary Debentures or Coupons may determine, as evidenced by their execution of such Debentures or Coupons. In the case of Debentures of any series issuable as Bearer Debentures, such temporary DebenturesDebentures may be in global form. Every A temporary Bearer Debenture shall be executed by delivered only in compliance with the Company and authenticated by conditions set forth in Section 3.3. Except in the Trustee and registered by case of temporary Debentures in global form issued in a transaction exempt from registration under the Registrar, upon the same conditions, and with like effectSecurities Act of 1933, as amended, pursuant to Regulation S thereunder (a Definitive Debenture. If "Regulation S Debenture")(which shall be exchanged in accordance with the provisions of the following paragraphs), if temporary Debentures of any series are issued, the Company will cause Definitive definitive Debentures of such series to be prepared without unreasonable delay. After the preparation of definitive Debentures of such Definitive Debenturesseries, the temporary Debentures of such series shall be exchangeable for definitive Debentures of such Definitive Debentures series upon surrender of the temporary Debentures of such series at the office or agency of the Company maintained pursuant to Section 10.2 in the a Place of PaymentPayment for such series for the purpose of exchanges of Debentures of such series, without charge to the Holder. Upon surrender for cancellation of any one or more temporary Debentures, Debentures of any series (accompanied by any unmatured Coupons appertaining thereto) the Company shall execute and the Trustee shall, at the expense of the Company, shall authenticate and deliver make available for delivery in exchange therefor one or more Definitive Debentures, of any authorized denominations and of a like aggregate principal amount of definitive Debentures of such series and tenorof like tenor of authorized denominations; provided, however, that no definitive Bearer Debenture shall be delivered in exchange for a temporary Registered Debenture. Until so exchanged If temporary Regulation S Debentures of any series are issued in global form, any such temporary Debentures shall in all respects global Regulation S Debenture shall, unless otherwise provided therein, be entitled delivered to the same benefits under this Indenture London office of a depositary or common depositary (the "Common Depositary"), for the benefit of Euro-clear and Cedel S.A., for credit to the respective accounts of the beneficial owners of such Debentures (or to such other accounts as Definitive Debenturesthey may direct).

Appears in 2 contracts

Samples: Sun Healthcare Group Inc, Sun Healthcare Group Inc

Temporary Debentures. Pending the preparation of Definitive definitive Debentures hereunderof any series, the Company may execute, and upon Company Order the Trustee shall, at the expense of the Company, shall authenticate and delivermake available for delivery, temporary Debentures of such series which are printed, lithographed, typewritten, mimeographed or otherwise produced, in any authorized denomination, substantially of the tenor of the definitive Debentures of such Definitive Debentures series in lieu of which they are issued, in registered form or, if authorized, in bearer form with one or more coupons or without coupons, and with such appropriate insertions, omissions, substitutions and other variations as the officers executing such temporary Debentures or Coupons may determine, as evidenced by their execution of such Debentures or Coupons. In the case of Debentures of any series issuable as Bearer Debentures, such temporary DebenturesDebentures may be in global form. Every A temporary Bearer Debenture shall be executed by delivered only in compliance with the Company and authenticated by conditions set forth in Section 3.3. Except in the Trustee and registered by case of temporary Debentures in global form issued in a transaction exempt from registration under the Registrar, upon the same conditions, and with like effectSecurities Act of 1933, as amended, pursuant to Regulation S thereunder (a Definitive Debenture. If "Regulation S Debenture")(which shall be exchanged in accordance with the provisions of the following paragraphs), if temporary Debentures of any series are issued, the Company will cause Definitive definitive Debentures of such series to be prepared without unreasonable delay. After the preparation of definitive Debentures of such Definitive Debenturesseries, the temporary Debentures of such series shall be exchangeable for definitive Debentures of such Definitive Debentures series upon surrender of the temporary Debentures of such series at the office or agency of the Company maintained pursuant to Section 10.2 in the a Place of PaymentPayment for such series for the purpose of exchanges of Debentures of such series, without charge to the Holder. Upon surrender for cancellation of any one or more temporary Debentures, Debentures of any series (accompanied by any unmatured Coupons appertaining thereto) the Company shall execute and the Trustee shall, at the expense of the Company, shall authenticate and deliver make available for delivery in exchange therefor one or more Definitive Debentures, of any authorized denominations and of a like aggregate principal amount of definitive Debentures of such series and tenorof like tenor of authorized denominations; provided, however, that no definitive Bearer Debenture shall be delivered in exchange for a temporary Registered Debenture. Until so exchanged If temporary Regulation S Debentures of any series are issued in global form, any such temporary Debentures shall in all respects global Regulation S Debenture shall, unless otherwise provided therein, be entitled delivered to the same benefits under this Indenture London office of a depositary or common depositary (the "Common Depositary"), for the benefit of Euro-clear and Cedel S.A., for credit to the respective accounts of the beneficial owners of such Debentures (or to such other accounts as Definitive Debentures.they may direct). Without unnecessary delay but in any event not later than the date specified in, or determined pursuant to the terms of, any such temporary global Regulation S Debenture of any series (the "Exchange Date"), the Company shall deliver to the Trustee definitive Debentures of such series, in aggregate principal amount equal to the principal amount of such temporary global Regulation S Debenture, executed by the Company. On or after the Exchange Date such temporary global Regulation S Debenture shall be surrendered by the Common

Appears in 1 contract

Samples: Sun Healthcare Group Inc

Temporary Debentures. Pending the preparation of Definitive Debentures or Global Debentures hereunder, the Company may execute, and upon Company Order the Trustee shall, at the expense of the Company, authenticate and deliver, temporary Debentures which are printed, lithographed, typewritten, mimeographed or otherwise produced, in any authorized denomination, substantially of the tenor of such Definitive Debentures or Global Debentures in lieu of which they are issued, in registered form and with such appropriate insertions, omissions, substitutions and other variations as the officers executing such temporary Debentures may determine, as evidenced by their execution of such temporary Debentures. Every temporary Debenture shall be executed by the Company and authenticated by the Trustee and registered by the Registrar, upon the same conditions, and with like effect, as a Definitive Debenture or a Global Debenture. If temporary Debentures are issued, the Company will cause Definitive Debentures or Global Debentures, as the case may be, to be prepared without unreasonable delay. After the preparation of such Definitive Debentures or Global Debentures, the temporary Debentures shall be exchangeable for such Definitive Debentures or Global Debentures upon surrender of the temporary Debentures at the office or agency of the Company in the Place of Payment, without charge to the Holder. Upon surrender for cancellation of any one or more temporary Debentures, the Company shall execute and the Trustee shall, at the expense of the Company, authenticate and deliver in exchange therefor one or more Definitive Debentures or Global Debentures, of any authorized denominations and of a like aggregate principal amount and tenor. Until so exchanged such temporary Debentures shall in all respects be entitled to the same benefits under this Indenture as Definitive Debentures or Global Debentures.

Appears in 1 contract

Samples: NVP Capital Iii

Temporary Debentures. Pending the preparation of Definitive definitive Debentures hereunderof any series, the Company may execute, and upon Company Order the Trustee shall, at the expense of the Company, shall authenticate and delivermake available for delivery, temporary Debentures of such series which are printed, lithographed, typewritten, mimeographed or otherwise produced, in any authorized denomination, substantially of the tenor of the definitive Debentures of such Definitive Debentures series in lieu of which they are issued, in registered form or, if authorized, in bearer form with one or more coupons or without coupons, and with such appropriate insertions, omissions, substitutions and other variations as the officers executing such temporary Debentures or Coupons may determine, as evidenced by their execution of such Debentures or Coupons. In the case of Debentures of any series issuable as Bearer Debentures, such temporary DebenturesDebentures may be in global form. Every A temporary Bearer Debenture shall be executed by delivered only in compliance with the Company and authenticated by conditions set forth in Section 3.3. Except in the Trustee and registered by case of temporary Debentures in global form issued in a transaction exempt from registration under the Registrar, upon the same conditions, and with like effectSecurities Act of 1933, as amended, pursuant to Regulation S thereunder (a Definitive Debenture. If "Regulation S Debenture")(which shall be exchanged in accordance with the provisions of the following paragraphs), if temporary Debentures of any series are issued, the Company will cause Definitive definitive Debentures of such series to be prepared without unreasonable delay. After the preparation of definitive Debentures of such Definitive Debenturesseries, the temporary Debentures of such series shall be exchangeable for definitive Debentures of such Definitive Debentures series upon surrender of the temporary Debentures of such series at the office or agency of the Company maintained pursuant to Section 10.2 in the a Place of PaymentPayment for such series for the purpose of ex- changes of Debentures of such series, without charge to the Holder. Upon surrender for cancellation of any one or more temporary Debentures, Debentures of any series (accompa- xxxx by any unmatured Coupons appertaining thereto) the Company shall execute and the Trustee shall, at the expense of the Company, shall authenticate and deliver make available for delivery in exchange therefor one or more Definitive Debentures, of any authorized denominations and of a like aggregate principal amount of definitive Debentures of such series and tenorof like tenor of authorized denominations; provided, however, that no definitive Bearer Debenture shall be delivered in exchange for a temporary Registered Debenture. Until so exchanged If temporary Regulation S Debentures of any series are issued in global form, any such temporary Debentures shall in all respects global Regulation S Debenture shall, unless otherwise provided therein, be entitled delivered to the same benefits under this Indenture London office of a depositary or common depositary (the "Common Depositary"), for the benefit of Euro-clear and Cedel S.A., for credit to the respective accounts of the beneficial owners of such Debentures (or to such other accounts as Definitive Debentures.they may direct). Without unnecessary delay but in any event not later than the date specified in, or determined pursuant to the terms of, any such temporary global Regulation S Debenture of any series (the "Exchange Date"), the Company shall deliver to the Trustee definitive Debentures of such series, in aggregate principal amount equal to the principal amount of such temporary global Regulation S Debenture, executed by the Company. On or after the Exchange Date such temporary global Regulation S Debenture shall be surrendered by the Common Depositary to the Trustee, as the Company's agent for such purpose, to be exchanged, in whole or from time to time in part, for definitive Debentures of such series without charge and the Trustee shall authenticate and make available for delivery, in exchange for each portion of such temporary global Regulation S Debenture, a like aggregate principal amount of definitive Debentures of such series of authorized denominations and of like tenor as the portion of such temporary global Regulation S Debenture to be exchanged; provided, however, that, unless otherwise specified in such temporary global Regulation S Debenture, upon such presentation by the Common Depositary, such temporary global Regulation S Debenture is accompanied by a certificate dated the Exchange Date or a subsequent date and signed by Euro-clear as to the portion of such temporary global Regulation S Debenture held for its account then to be exchanged and a certificate dated the Exchange Date or a subsequent date and signed by Cedel S.A. as to the portion of such temporary global Regulation S Debenture held for its account then to be exchanged, each in the form or in such form as shall be specified in such Regulation S Debenture. The definitive Debentures of such series to be delivered in exchange for any such temporary global Regulation S Debenture shall be in bearer form, registered form, permanent global bearer form or permanent global registered form, or any combination thereof, as specified as contemplated by Section 3.1, and,

Appears in 1 contract

Samples: Calenergy Capital Trust Vi

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Temporary Debentures. Pending the preparation of Definitive Debentures hereunderof any series, the Company may execute, and upon receipt of a Company Order the Trustee shall, at the expense of the Company, shall authenticate and delivermake available for delivery, temporary Debentures which of such series that are printed, lithographed, typewritten, mimeographed or otherwise producedreproduced, in any authorized denomination, substantially of the tenor of such the Definitive Debentures in lieu of which they are issued, in registered form issued and with such appropriate insertions, omissions, substitutions and other variations as the officers executing such temporary Debentures may determine, as conclusively evidenced by their execution of such temporary Debentures. Every temporary Debenture shall be executed by the Company and authenticated by the Trustee and registered by the Registrar, upon the same conditions, and with like effect, as a Definitive Debenture. If temporary Debentures of any series are issued, the Company will shall cause Definitive Debentures to be prepared without unreasonable delay. The Definitive Debentures of such series shall be printed, lithographed or engraved, or provided by any combination thereof, or in any other manner permitted by the rules and regulations of any applicable securities exchange, all as determined by the officers executing such Definitive Debentures. After the preparation of Definitive Debentures of such Definitive Debenturesseries, the temporary Debentures of such series shall be exchangeable for such Definitive Debentures upon surrender of the such temporary Debentures at the office or agency of maintained by the Company in the Place of Paymentfor such purpose pursuant to Section 3.02 hereof, without charge to the Holder. Upon surrender for cancellation of any one or more temporary DebenturesDebentures of any series, the Company shall execute execute, and the Trustee shall, at the expense of the Company, shall authenticate and deliver make available for delivery, in exchange therefor one or more Definitive Debentures, of any authorized denominations and of a like the same aggregate principal amount and tenorof Definitive Debentures of such series of authorized denominations. Until so exchanged such exchanged, the temporary Debentures shall in all respects be entitled to the same benefits under this Indenture as Definitive Debentures.

Appears in 1 contract

Samples: Fw Preferred Capital Trust I

Temporary Debentures. Pending the preparation of Definitive definitive Debentures hereunderof any series, the Company Corporation may execute, and upon Company Order Corporation Order, the Trustee shall, at the expense of the Company, shall authenticate and deliver, temporary Debentures which are printed, lithographed, typewritten, mimeographed or otherwise produced, in any authorized denomination, substantially of the tenor of such Definitive the definitive Debentures in lieu of which they are issued, in registered form issued and with such appropriate insertions, omissions, substitutions and other variations as the officers executing such temporary Debentures may determine, as evidenced by their execution of such temporary Debentures. Every temporary Debenture shall Temporary Debentures may be executed by the Company and authenticated by the Trustee and registered by the Registrar, upon the same conditions, and issued as Registered Debentures or Unregistered Debentures with like effect, as a Definitive Debentureor without Coupons attached. If temporary Debentures are issued, the Company Corporation will cause Definitive definitive Debentures to be prepared without unreasonable delay. After the preparation of such Definitive definitive Debentures, the temporary Debentures shall be exchangeable for such Definitive definitive Debentures upon surrender of the temporary Debentures at the office or agency of the Company in the Place of PaymentCorporation specified for such purpose, without charge to the Holder. Upon surrender for cancellation of any one or more temporary Debentures, Debentures the Company Corporation shall execute and the Trustee shall, at the expense of the Company, shall authenticate and deliver in exchange therefor one or more Definitive a like principal amount of definitive Debentures of authorized denominations and, in the case of Unregistered Debentures, of having attached thereto any authorized denominations and of a like aggregate principal amount and tenorappropriate Coupons. Until so exchanged such exchanged, unless otherwise provided therein or in a supplemental indenture relating thereto, the temporary Debentures shall in all respects be entitled to the same benefits under this Indenture as Definitive definitive Debentures.

Appears in 1 contract

Samples: Satisfaction And (Alliedsignal Inc)

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