Terms of the Notes Clause Samples
The "Terms of the Notes" clause defines the key features and conditions governing the issuance and management of debt instruments referred to as notes. It typically outlines details such as the principal amount, interest rate, maturity date, payment schedule, and any rights or obligations of the noteholders and issuer. For example, it may specify how and when interest payments are made, what happens in the event of default, and any options for early repayment. This clause ensures that all parties have a clear understanding of the financial and legal parameters of the notes, thereby reducing ambiguity and potential disputes.
Terms of the Notes. The following terms relating to the Notes are hereby established:
(a) The Notes shall constitute a series of Securities having the title as stated in Exhibit B hereto and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number and an ISIN number as stated in Exhibit B hereto.
(b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 3.04, 3.05, 3.06, 9.06 or 11.07 of the Base Indenture) shall be as stated in Exhibit B attached hereto. Under a Board Resolution, Officers' Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case "Additional Notes") having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires.
(c) The entire outstanding principal of the Notes shall be payable on the maturity date as identified on Exhibit B attached hereto.
(d) If the Notes are identified as "Fixed" on Exhibit B, the rate at which the Notes shall bear interest shall be the percentage per annum identified as the "Coupon Rate" on Exhibit B attached hereto; and if the Notes are identified as "Step" on Exhibit B, the rates at which the Notes shall bear interest shall be the percentages per annum during the corresponding periods as identified in the applicable footnote under the "Coupon Rate" on Exhibit B attached hereto (the "Applicable Interest Rate"). The date from which interest shall accrue on the Notes shall be on the date specified in Exhibit B attached hereto, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be as identified in Exhibit B attached hereto of each year, commencing on the date as identified as the 1st Coupon Date in Exhibit B hereto (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed pa...
Terms of the Notes. The following terms relating to the Notes are hereby established:
Terms of the Notes. Section 2.1 Pursuant to Section 301 of the Indenture, the Notes shall have the following terms and conditions:
Terms of the Notes. The following terms relate to the Notes:
(1) The 2018 Notes shall constitute a separate series of Notes having the title “2.150% Senior Notes due 2018” and the 2025 Notes shall constitute a separate series of Notes having the title “3.650% Senior Notes due 2025”.
(2) The aggregate principal amount of the 2018 Notes (the “Initial 2018 Notes”) and the 2025 Notes (the “Initial 2025 Notes” and, together with the Initial 2018 Notes, the “Initial Notes”) that may be initially authenticated and delivered under the Indenture shall be $450,000,000 and $350,000,000, respectively. The Company may from time to time, without the consent of the Holders of Notes, issue additional 2018 Notes (in any such case, “Additional 2018 Notes”) or additional 2025 Notes (in any such case, “Additional 2025 Notes”) having the same ranking and the same interest rate, maturity and other terms as the Initial 2018 Notes or the Initial 2025 Notes, as the case may be. Any Additional 2018 Notes and the Initial 2018 Notes and any Additional 2025 Notes and the Initial 2025 Notes, as the case may be, shall each constitute a single series under the Indenture and all references to the 2018 Notes shall include the Initial 2018 Notes and any Additional 2018 Notes and all references to the 2025 Notes shall include the Initial 2025 Notes and any Additional 2025 Notes, unless the context otherwise requires. The aggregate principal amount of each of the 2018 Notes and the 2025 Notes shall be unlimited.
(3) The entire Outstanding principal amount of the 2018 Notes and the 2025 Notes shall be payable on December 14, 2018 and on December 15, 2025, respectively.
(4) The rate at which the Notes shall bear interest shall be 2.150% per year for the 2018 Notes and 3.650% per year for the 2025 Notes. The date from which interest shall accrue on the Notes shall be the most recent Interest Payment Date to which interest has been paid or provided for or, if no interest has been paid, from December 9, 2015. The Interest Payment Dates for the Notes shall be June 15 and December 15 of each year, beginning June 15, 2016, until the principal is paid or made available for payment. Interest shall be payable on each Interest Payment Date to the holders of record at the close of business on the June 1 and December 1 prior to each Interest Payment Date (each, a “regular record date”). The basis upon which interest shall be calculated for the Notes shall be that of a 360-day year consisting of twelve 30-day months.
(5) The N...
Terms of the Notes. The following terms relating to the Notes are hereby established:
(a) The Notes shall constitute a series of Securities having the title “7.600% Notes due 2031” and shall be designated as Senior Securities under the Indenture. The Notes offered and sold to QIBs in reliance on Rule 144A shall bear a CUSIP number of 0▇▇▇▇▇▇▇▇ and an ISIN number of US05689AAA25. The Notes offered and sold in reliance on Regulation S shall bear a CUSIP number of U▇▇▇▇▇▇▇▇ and an ISIN number of USU0553AAA35. The Exchange Notes or any other Unrestricted Global Notes issued in exchange for the Initial Notes pursuant to the Indenture shall bear a CUSIP number of 0▇▇▇▇▇▇▇▇ and an ISIN number of US05689AAB08.
(b) The aggregate principal amount of the Initial Notes that may be initially authenticated and delivered under the Indenture (except for Initial Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 3.04, 3.05, 3.06, 9.06 or 11.07 of the Base Indenture) shall be $350,000,000. In addition, Exchange Notes in a like principal amount of the Initial Notes or Additional Notes may be authenticated and delivered under this Indenture for issue (i) in a Registered Exchange Offer pursuant to the Registration Rights Agreement or (ii) otherwise pursuant to an effective registration statement under the Securities Act. Under a Board Resolution, Officer’s Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case, other than any Exchange Notes, “Additional Notes”) having the same ranking and the same interest rate, maturity, CUSIP number and other terms as the Notes; provided that such Additional Notes must be part of the same issue as the Notes for U.S. federal income tax purposes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires.
(c) The entire Outstanding principal amount of the Notes shall be payable on October 8, 2031, unless earlier redeemed or repurchased in accordance with the provisions of this First Supplemental Indenture.
(d) The rate at which the Notes shall bear interest shall be 7.600% per annum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be October 8, ...
Terms of the Notes. The following terms relating to the Notes are hereby established:
(a) The Notes shall constitute a series of Senior Securities having the title “7.00% Notes due 2026.” The Notes shall bear a CUSIP number of 88104C 202 and an ISIN number of US88104C2026.
(b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $34,750,000 (or up to $39,962,500 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires.
(c) The entire outstanding principal of the Notes shall be payable on March 31, 2026.
(d) The rate at which the Notes shall bear interest shall be 7.00% per annum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be February 10, 2021 or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, September 30 and December 30 of each year, commencing June 30, 2021 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment); the initial interest period will be the period from and including February 10, 2021, to, but excluding, the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated ...
Terms of the Notes. The following terms relating to the Notes are hereby established:
(a) The Notes shall constitute a series of Securities having the title “7.000% Notes due 2025” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 896442 407 and an ISIN number of US 8964424076.
(b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 3.04, 3.05, 3.06, 9.06 or 11.07 of the Base Indenture) shall be $105,000,000 (or up to $125,000,000 aggregate principal amount if the underwriters’ overallotment option to purchase additional Notes is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity, CUSIP number and other terms as the Notes; provided that such Additional Notes must either (i) be issued in a “qualified reopening” for U.S. Federal income tax purposes, with no more than a de minimis amount of original issue discount, or otherwise (ii) be part of the same issue as the Notes for U.S. federal income tax purposes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires.
(c) The entire Outstanding principal amount of the Notes shall be payable on January 16, 2025, unless earlier redeemed or repurchased in accordance with the provisions of this First Supplemental Indenture.
(d) The rate at which the Notes shall bear interest shall be 7.000% per annum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be January 16, 2020, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 15, June 15, September 15 and December 15 of each year, commencing M▇▇▇▇ ▇▇, ▇▇▇▇ (▇▇ an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day with the same force and effect as if made on the sched...
Terms of the Notes. The terms of the Notes shall be as set forth in Exhibit A. Without limiting the foregoing:
Terms of the Notes. The terms and provisions of the Notes as set forth in Exhibit A are hereby incorporated in and expressly made part of this Eighth Supplemental Indenture. The Notes will mature and the principal thereof will be due and payable, together with all accrued and unpaid interest thereon, on July 15, 2036. The Notes shall bear interest at the rate of 6.75% per year. The amount of interest payable on the Notes will be computed on the basis of a 360-day year consisting of twelve 30-day months. Payment of the principal of (and premium, if any) and interest on the Notes will be made at the office or agency of the Company maintained for that purpose in the Borough of Manhattan, the City and State of New York, in such coin or currency of the United States of America as at the time of payment is legal tender for the payment of public and private debts and in immediately available funds; provided, however, that at the option of the Company payment of interest may be made by wire transfer of immediately available funds to an account at a financial institution in the United States of the Person entitled thereto as such account shall be provided to the Security Registrar at least 10 days prior to the relevant payment date or by check in New York Clearinghouse Funds mailed to the address of the person entitled thereto as such address shall appear in the Security Register. Initially the Notes will be issued in global form registered in the name of Cede & Co. (as nominee for The Depository Trust Company ("DTC"), the initial securities depositary for the Notes), and may bear such legends as DTC may reasonably request. So long as the Notes are held solely in global form, the Regular Record Date shall be the Business Day immediately preceding the relevant Interest Payment Date; if the Notes are registered in the names of additional Holders, the Company shall have the right to select a Regular Record Date for such Notes, which shall be at least one Business Day but not more than 60 Business Days prior to the relevant Interest Payment Date. So long as the Notes are outstanding in global form registered in the name of DTC or its nominee, all payments of principal, premium, if any, and interest will be made by the Company in immediately available funds. No service charge shall be made for the registration of transfer or exchange of the Notes; provided, however, that the Company may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in...
Terms of the Notes. (a) The Notes shall bear interest at the rate of 6 3/8% per annum on the principal amount thereof from April 15, 2003, or from the most recent Interest Payment Date to which interest has been paid or duly provided for, until the principal of the Notes becomes due and payable, and on any overdue principal and premium and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum during such overdue period. Interest on the Notes will be payable semiannually in arrears on April 15 and October 15 of each year (each such date, an "Interest Payment Date"), commencing October 15, 2003. The amount of interest payable for any period shall be computed on the basis of twelve 30-day months and a 360-day year.
(b) In the event that any Interest Payment Date, redemption date or other date of Maturity of the Notes is not a Business Day, then payment of the amount payable on such date will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), in each case with the same force and effect as if made on such date. The interest installment so payable, and punctually paid or duly provided for, on any Interest Payment Date with respect to any Note will, as provided in the Original Indenture, be paid to the person in whose name the Note (or one or more Predecessor Securities, as defined in said Indenture) is registered at the close of business on the relevant record date for such interest installment, which shall be the fifteenth calendar day (whether or not a Business Day) prior to the relevant Interest Payment Date (the "Regular Record Date"). Any such interest installment not punctually paid or duly provided for shall forthwith cease to be payable to the registered Holders on such Regular Record Date, and may either be paid to the person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered Holders of the Notes not less than ten days prior to such Special Record Date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Notes may be listed, and upon such notice as may be required by such exchange, all as more fully provided in the Original Inden...