Title and Terms Clause Samples
Title and Terms. The aggregate principal amount of Securities that may be authenticated and delivered under this Indenture is unlimited. The Securities may be issued in one or more series. There shall be established in or pursuant to a Board Resolution and, subject to Section 3.3, set forth or determined in the manner provided, in an Officers' Certificate, or established in one or more indentures supplemental hereto, prior to the issuance of Securities as a series:
(a) the title of the securities of such series, which shall distinguish the Securities of the series from all other Securities;
(b) the limit, if any, upon the aggregate principal amount of the Securities of such series that may be authenticated and delivered under this Indenture (except for Securities authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities of the series pursuant to Section 3.4, 3.5, 3.6, 9.6 or 11.6 and except for any Securities that, pursuant to Section 3.3, are deemed never to have been authenticated and delivered hereunder); provided, however, that the authorized aggregate principal amount of such series may be increased above such amount by a Board Resolution to such effect;
(c) the Person to whom any interest on a Security of the series shall be payable, if other than the Person in whose name that security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest;
(d) the Stated Maturity or Maturities on which the principal of the Securities of such series is payable or the method of determination thereof, and any dates on which or circumstances under which, the Company shall have the right to extend or shorten such Stated Maturity or Maturities;
(e) the rate or rates, if any, at which the Securities of such series shall bear interest, if any, the rate or rates and extent to which Additional Interest, if any, shall be payable with respect to any Securities of such series, the date or dates from which any such interest or Additional Interest shall accrue, the Interest Payment Dates on which such interest shall be payable, the right, pursuant to Section 3.12 or as otherwise set forth therein, of the Company to defer or extend an Interest Payment Date, and the Regular Record Date for the interest payable on any Interest Payment Date or the method by which any of the foregoing shall be determined;
(f) the place or places where the principal of (and premium, if any) and in...
Title and Terms. The aggregate principal amount of Securities which may be authenticated and delivered under this Indenture is limited to $150,000,000 in principal amount of Securities, except for Securities authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities pursuant to Section 303, 304, 305, 306, 307, 906, 1012, 1015 or 1108. The Securities shall be known and designated as the "___% Senior Subordinated Notes due 2007" of the Company. The Stated Maturity of the Securities shall be ______ 1, 2007, and the Securities shall each bear interest at the rate of ___% per annum, from ___________, 1997, or from the most recent Interest Payment Date to which interest has been paid, payable semiannually on ______ 1 and ______ 1 in each year, commencing _______ 1, 1997, until the principal thereof is paid or duly provided for. Interest on any overdue principal, interest (to the extent lawful) or premium, if any, shall be payable on demand. The principal of, premium, if any, and interest on, the Securities shall be payable and the Securities will be exchangeable and transferable at an office or agency of the Company in The City of New York maintained for such purposes; provided, however, that payment of interest may be made at the option of the Company by check mailed to addresses of the Persons entitled thereto as such addresses shall appear on the Security Register. The Securities shall be subject to repurchase by the Company pursuant to an Offer as provided in Section 1012. Holders shall have the right to require the Company to purchase their Securities, in whole or in part, in the event of a Change of Control pursuant to Section 1015. The Securities shall be redeemable as provided in Article Eleven and in the Securities. The Indebtedness evidenced by the Securities shall be subordinated in right of payment to Senior Indebtedness as provided in Article Thirteen. At the election of the Company, the entire Indebtedness on the Securities or certain of the Company's obligations and covenants and certain Events of Default thereunder may be defeased as provided in Article Four.
Title and Terms. The aggregate principal amount of Securities which may be authenticated and delivered under this Indenture is limited to U.S.$150,000,000(U.S.$200,000,000 if the over-allotment is fully exercised), except for Securities authenticated and delivered in exchange for, or in lieu of, other Securities pursuant to SECTION 3.4, 3.5, 3.6, 8.5, 10.8, 11.2 or 13.3(e). The Securities shall be known and designated as the "6.25% Convertible Subordinated Notes due December 1, 2004" of the Company. Their Stated Maturity shall be December 1, 2004 and they shall bear interest on their principal amount from December 6, 1999, payable semi-annually in arrears on June 1 and December 1 in each year, commencing June 15, 2000, at the rate of 6.25% per annum until the principal thereof is due and at the rate then in effect on any overdue principal and, to the extent permitted by law, on any overdue interest; PROVIDED, HOWEVER, that payments shall only be made on Business Days as provided in SECTION 1.12. The principal of, premium, if any, and interest on the Securities shall be payable as provided in the form of Securities set forth in SECTION 2.2, and the Repurchase Price, whether payable in cash or in shares of Common Stock, shall be payable at such places as are identified in the Company Notice given pursuant to SECTION 13.3 (any city in which any Paying Agent is located being herein called a "Place of Payment"). The Registrable Securities are entitled to the benefits of a Registration Rights Agreement as provided by SECTIONS 2.2 and 9.11. The Securities are entitled to the payment of Liquidated Damages as provided in the Registration Rights Agreement. The Securities shall be redeemable at the option of the Company, as provided in ARTICLE TEN and in the form of Securities set forth in SECTION 2.2. The Securities shall be convertible as provided in ARTICLE ELEVEN (any city in which any Conversion Agent is located being herein called a "Place of Conversion"). The Securities shall be subordinated in right of payment to Senior Debt of the Company as provided in ARTICLE TWELVE. The Securities shall be subject to repurchase by the Company at the option of the Holders as provided in ARTICLE THIRTEEN.
Title and Terms. There is hereby established a series of Securities designated the “3.60% Solar Bonds, Series 2015/C23-5”. The aggregate principal amount of the Notes shall not be limited and shall be initially authenticated and delivered from time to time upon delivery to the Trustee of the documents required by Section 303 of the Indenture. The Notes shall be issued only in fully registered form, in denominations of $1,000 and any integral multiples thereof. Up to $10,000,000 aggregate principal amount of Notes will be authenticated on the Issue Date (the “Initial Notes”). The Company may, without the consent of the Holders of the Notes, hereafter issue additional Notes (“Additional Notes”) under the Indenture with the same terms and conditions, except for any difference in the issue price, Issue Date and interest accrued prior to the issue date of the Additional Notes, as the Initial Notes, in an unlimited aggregate principal amount. Any such Additional Notes shall constitute a single series together with the Initial Notes for all purposes hereunder, including, without limitation, for purposes of any waivers, supplements or amendments to the Indenture requiring the approval of Holders of the Notes and any offers to purchase the Notes.
Title and Terms. The aggregate principal amount of Securities which may be authenticated and delivered under this Indenture is limited to $517,500,000, except for Securities authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities pursuant to Section 304, 305, 306 or 906 or in connection with a Designated Event Offer pursuant to Section 1201. The Securities shall be known and designated as the "5 3/4% Convertible Subordinated Notes due 2009" of the Company. The Stated Maturity of the Securities shall be January 15, 2009. The Securities shall bear interest at the rate of 5 3/4% per annum, from January 12, 2001 or from the most recent Interest Payment Date thereafter to which interest has been paid or duly provided for, as the case may be, payable semi-annually on January 15 and July 15, commencing July 15, 2001, until the principal thereof is paid or made available for payment; provided, however, if (i) the Company's registration statement (the "Registration Statement") under the Securities Act of 1933, as amended (the "Securities Act") registering this Security for resale has not become or been declared effective by July 11, 2001, or (ii) the Registration Statement is declared effective, but shall thereafter cease to be effective (otherwise than during any permitted Suspension Period described in the Registration Rights Agreement) without being succeeded promptly by an additional registration statement filed and declared effective, in each case upon the terms and conditions set forth in the Registration Rights Agreement (each such event referred to in clauses (i) and (ii), but excluding any permitted Suspension Period described in the Registration Rights Agreement, a "Registration Default"), then interest will accrue (in addition to the stated rate of interest on the Securities) (the "Step-Up") at a rate of 0.25% per annum, determined daily, on the principal amount of the Securities, for the period from the occurrence of the Registration Default until such time (the "Step-Down Date") as no Registration Default is in effect and the per annum rate of such interest shall increase (the "Subsequent Step-Up") by an additional 0.25% per annum for each subsequent 90-day period during which a Registration Default continues (provided that the Step-Up and all Subsequent Step-Up interest rates shall not exceed 0.5% per annum in the aggregate) and Liquidated Damages will be payable at such increased rate until such time (the "Sub...
Title and Terms. The aggregate principal amount of Notes that may be authenticated and delivered and Outstanding under this Indenture is not limited. The Initial Notes will be issued in an aggregate principal amount of $320.0 million. All the Notes shall vote and consent together on all matters as one class, and none of the Notes will have the right to vote or consent as a class separate from one another on any matter. Additional Notes (including any Exchange Notes issued in exchange therefor) will vote (or consent) as a class with the other Notes and otherwise be treated as Notes for all purposes of this Indenture. The Notes shall be known and designated as the “8% Senior Subordinated Notes Due 2014” of the Company. The final Stated Maturity of the Notes shall be April 15, 2014. Interest on the Outstanding principal amount of Notes will accrue at the rate of 8% per annum and will be payable semi-annually in arrears on April 15 and October 15 in each year, commencing on October 15, 2004, to holders of record on the immediately preceding April 1 and October 1, respectively (each such April 1 and October 1, a “Regular Record Date”). Interest on the Original Notes will accrue from the most recent date to which interest has been paid or duly provided for or, if no interest has been paid, from April 13, 2004; and interest on any Additional Notes (and Exchange Notes issued in exchange therefor) will accrue (or will be deemed to have accrued) from the most recent date to which interest has been paid or duly provided for or, if no interest has been paid on such Additional Notes, from the Interest Payment Date immediately preceding the date of issuance of such Additional Notes, or if the date of issuance of such Additional Notes is an Interest Payment Date, from such date of issuance; provided that if any Note is surrendered for exchange on or after a record date for an Interest Payment Date that will occur on or after the date of such exchange, interest on the Note received in exchange thereof will accrue from the date of such Interest Payment Date. The principal of, and premium, if any, and interest on, the Notes shall be payable, and the Notes may be exchanged or transferred, at the office or agency of the Company maintained for that purpose (which initially shall be the Corporate Trust Office of the Trustee) (the “Place of Payment”); provided, however, that at the option of the Company payment of interest on a Note may be made by check mailed to the address of the Person entitl...
Title and Terms. 23 SECTION 3.2. Denominations. .................................................................. 25 SECTION 3.3. Execution, Authentication, Delivery and Dating. ................................. 25 SECTION 3.4. Temporary Securities. ........................................................... 27 SECTION 3.5. Registration, Transfer and Exchange. ............................................ 27 SECTION 3.6. Mutilated, Destroyed, Lost and Stolen Securities. ............................... 29 SECTION 3.7. Payment of Interest; Interest Rights Preserved. ................................. 30 SECTION 3.8. Persons Deemed Owners. .......................................................... 31 SECTION 3.9. Cancellation. ................................................................... 32 SECTION 3.10. Computation of Interest. ........................................................ 32 SECTION 3.11. Deferrals of Interest Payment Dates. ............................................ 32 SECTION 3.12. Right of Set-Off. ............................................................... 33
Title and Terms. 25 SECTION 3.2 Denominations. .............................................. 28 SECTION 3.3 Execution, Authentication, Delivery and Dating. ............. 29 SECTION 3.4
Title and Terms. 26 Section 3.2. Denominations........................................................... 29 Section 3.3. Execution, Authentication, Delivery and Dating.......................... 29 Section 3.4. Temporary Securities.................................................... 30 Section 3.5. Global Securities.....................................................
Title and Terms. The aggregate Principal Amount of Notes that may be authenticated and delivered under this Indenture is initially limited to $5,000,000,000 (consisting of $500,000,000 aggregate Principal Amount of 2014 Notes, $2,500,000,000 aggregate Principal Amount of 2020 Notes and $2,000,000,000 aggregate Principal Amount of 2040 Notes), except for Notes authenticated and delivered upon registration or transfer of, or in exchange for, or in lieu of, other Notes pursuant to Section 2.06, 2.07, 2.08, 5.06 and 10.06. The Notes may be reopened, without the consent of the Holders thereof, for increases in the aggregate principal amount of the Notes and issuance of additional Notes; provided that such additional Notes must be part of the same issue, and fungible with, the initially issued Notes for U.S. federal income tax purposes. Any additional Notes shall be consolidated and form a single series with, and shall have the same terms as to status, redemption or otherwise as the Notes then outstanding, except for issue date, issue price and, if applicable, first interest payment date. No additional Notes may be issued if an Event of Default under the Indenture has occurred and is continuing with respect to the Notes. The 2014 Notes shall be designated as “2.90% Senior Notes due 2014”, the 2020 Notes shall be designated as “4.45% Senior Notes due 2020” and the 2040 Notes shall be designated as “5.50% Senior Notes due 2040.” The 2014 Notes, the 2020 Notes and the 2040 Notes shall each represent a separate series of Notes. The Notes of each series shall rank equally and pari passu with the Notes of each other series and with all other unsecured and unsubordinated debt of the Company. The Principal Amount and accrued interest on the Notes shall be payable at the office or agency of the Company in The City of New York maintained for such purpose and at any other office or agency maintained by the Company for such purpose; provided that, except in the case of a Global Note, the Company will pay interest (i) by check mailed to the address of the Person entitled thereto as such address shall appear in the Note Register or (ii) by wire transfer in immediately available funds to a Holder with an aggregate Principal Amount of Notes of any series in excess of $2.0 million, to the place and account designated in writing at least 15 days prior to the interest payment date by the Person entitled thereto as specified in the Note Register. If the Stated Maturity or Redemption Date for any No...