Common use of Title and Terms Clause in Contracts

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section 303 hereof, as part of the same series as the Notes. The Notes shall be known and designated as the “5.750% Senior Notes due 2031” of the Issuers. The Stated Maturity of the Notes shall be October 1, 2031, and the Notes shall bear interest at the rate of 5.750% per annum from July 18, 2024, or from the most recent Interest Payment Date to which interest has been paid or duly provided for on the Notes. Interest on the Notes is payable semi-annually on April 1 and October 1 of each year, commencing on April 1, 2025 and at the applicable Stated Maturity, until the principal of such Note is paid or duly provided for and to the Person in whose name such Note (or any Predecessor Note), is registered at the close of business on March 15 and September 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers maintained for such purpose within the City and State of New York or, at the option of the Issuers, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Aircastle LTD)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued delivered under this Indenture Indenture, except for Notes authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Notes pursuant to this Indenture, is not limitedlimited to $100,000,000; provided, howeverthat subject to applicable law, that any Additional Notes issued under this Indenture are issued in accordance with Section 303 hereof, as part the maximum aggregate principal amount of the same Notes hereunder may be increased from time to time, if, when and as authorized by a Board Resolution and upon delivery to the Trustee of a Company Order. Unless the context otherwise requires, Original Notes and the Exchange Notes of like tenor and terms shall constitute one series as for all purposes under the NotesIndenture, including with respect to any amendment, waiver, acceleration or other Act of the Holders. The Notes shall be known and designated as the “5.750"6.70% Senior Notes due 2031” 2035" of the IssuersCompany. The Their Stated Maturity of the Notes shall be October November 1, 20312035, and the Notes they shall bear interest at the rate of 5.7506.70% per annum annum, from July 18November 3, 2024, 2005 or from and including the most recent Interest Payment Date to which interest has been paid or duly provided for on for, as the Notes. Interest on the Notes is case may be, payable semi-annually on April May 1 and October 1 of each yearNovember 1, commencing on April May 1, 2025 and at the applicable Stated Maturity2006, until and excluding such date on which the principal of such Note thereof is paid or duly provided made available for and to the Person payment. All amounts payable in whose name such Note (or any Predecessor Note), is registered at the close respect of business on March 15 and September 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable made in United States dollars. Payment of the principal of, and interest on, the Notes shall be made, subject to surrender of the Note in the case of payment of principal at the office or agency of the Issuers Company maintained for such that purpose within the in The City and State of New York orYork, at the option of the Issuers, payment of interest may be made by check mailed to the Holders at their respective addresses set forth address of the Person entitled thereto as such address shall appear in the Register, or in such other manner as may be mutually acceptable to the Company and the Trustee; provided, however, upon written request by any Holder given to the Trustee not later than 15 days prior to the Stated Maturity of principal or interest, payment of principal or interest due at the Stated Maturity may be made, subject to surrender of the Note Register in the case of Holders; provided that all payments payment of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of in immediately available funds at such place and to the accounts specified by the Holder or Holders thereof. Until otherwise such account as may be designated by the IssuersPerson entitled thereto pursuant to Section 3.09. As provided in Article 11, the Issuers’ office or agency in New York shall Notes may not be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notesredeemed, in whole or in part, in at the event option of a Change in Control pursuant either the Company or any Holder prior to the Stated Maturity. The provisions for Defeasance of the Notes under Section 101612.02 and Covenant Defeasance of the Notes under Section 12.03, apply to the Notes. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the due rank pari passu with other existing and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each future unsecured senior indebtedness of the GuarantorsCompany.

Appears in 1 contract

Sources: Indenture (Selective Insurance Group Inc)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued delivered under this Indenture is not limited; provided, however, that any unlimited. The aggregate principal amount of Original Notes issued hereunder shall be $150,000,000. Additional Notes may be issued under this Indenture are issued from time to time, subject to the limitations set forth in accordance with Section 303 1010 hereof, as part of the same series as the Notes. The Initial Notes shall be known and designated as the “5.750% 7¼% Senior Subordinated Notes due 20312012and the Exchange Notes shall be known and designated as the “7¼% Series B Senior Subordinated Notes due 2012,” in each case, of the IssuersCompany. The Stated Maturity of the Notes shall be October 1December 15, 20312012, and the Notes they shall bear interest at the rate of 5.750% 7¼% per annum annum, which rate may be increased in the event of a Registration Default pursuant to Section 5 of the Registration Rights Agreement dated December 29, 2004 by and among the Company and the parties named on the signature pages thereof, from July 18December 29, 20242004, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable June 15, 2001 and semi-annually thereafter on April 1 June 15 and October 1 of December 15 in each year, commencing on April 1, 2025 and at the applicable Stated Maturity, until the principal of such Note thereof is paid or duly provided for in full and to the Person in whose name such the Note (or any Predecessor predecessor Note), ) is registered at the close of business on March 15 and September 15 the June 1 or December 1 immediately preceding such interest payment date. Interest Payment Date will be computed on the basis of a 360-day year comprised of twelve 30-day months, until the principal thereof is paid or duly provided for. Interest on any overdue principal, interest (each, a “Regular Record Date”). The principal of (and to the extent lawful) or premium, if any) , shall be payable on demand. Principal of, premium, if any, interest and interest Liquidated Damages, if any, on the Notes shall will be payable at the office or agency of the Issuers Company maintained for such purpose within the City and State of New York oror at such other office or agency of the Company as may be maintained for such purposes, or at the option of the IssuersCompany, payment of liquidated damages, if any, or interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register register of HoldersHolders of Notes or by wire transfer to an account maintained by the payee located in the United States; provided that all payments of principal, premium, if any, interest and interest liquidated damages, if any, with respect to Notes represented by one or more Global permanent global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the IssuersCompany, the Issuers’ Company’s office or agency in New York shall will be the office of the trustee Trustee maintained for such purpose. Holders shall have the right to require the Issuers Company to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 1016. The Notes shall be subject to repurchase by the Company pursuant to an Asset Sale Offer as provided in Section 1017. The Notes shall be redeemable as provided in Article ElevenEleven and in the Notes. If The Indebtedness evidenced by the Notes are guaranteed, the due and punctual shall be subordinated in right of payment of principal of, premium, if any, and interest on the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the GuarantorsSenior Indebtedness as provided in Article Thirteen.

Appears in 1 contract

Sources: Indenture (Alliance Imaging Inc /De/)

Title and Terms. The aggregate principal amount of Notes Securities which may be authenticated and issued delivered under this Indenture is not limited; provided, however, limited to $115,000,000 (including $15,000,000 aggregate principal amount of Securities that any Additional Notes issued under this Indenture are issued in accordance with Section 303 hereof, as part may be sold to the Initial Purchasers by the Company upon exercise of the same series as over-allotment option granted pursuant to the NotesPurchase Agreement), 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, 906, 1108, 1302 or 1405. The Notes Securities shall be known and designated as the “5.750"5 3/4% Senior Convertible Subordinated Notes due 2031” 2004" of the IssuersCompany. The Their Stated Maturity of the Notes shall be October July 1, 2031, 2004 and the Notes they shall bear interest at the rate of 5.7505 3/4% per annum annum, from July 18, 2024, the date of original issuance of Securities pursuant to this Indenture or from the most recent Interest Payment Date to which interest has been paid or duly provided for on for, as the Notes. Interest on the Notes is case may be, payable semi-annually on April July 1 and October January 1 of each year, commencing on April January 1, 2025 and at the applicable Stated Maturity1998, until the principal of such Note thereof is paid or duly provided made available for and to the Person in whose name such Note (or any Predecessor Note), is registered at the close of business on March 15 and September 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”)payment. The principal of (and premium, if any) , and interest on the Notes Securities shall be payable (i) in respect of Securities held of record by the Depositary or its nominee in same day funds on or prior to the respective payment dates and (ii) in respect of Securities held of record by Holders other than the Depositary or its nominee in same day funds at the office or agency of the Issuers Company maintained for such purpose within the City and State of New York orpursuant to Section 1002; provided, however, that at the option of the Issuers, Company payment of interest to Holders of record other than the Depositary may be made by check mailed to the Holders at their respective addresses address of the Person entitled thereto as such address shall appear in the Security Register. The Securities shall be subject to the transfer restrictions set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016305. The Notes Securities shall be redeemable as provided in Article Eleven. If The Securities shall be subordinated in right of payment to Senior Indebtedness as provided in Article Twelve. The Securities shall be convertible as provided in Article Thirteen. The Securities shall be subject to repurchase at the Notes are guaranteed, the due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each option of the GuarantorsHolder as provided in Article Fourteen.

Appears in 1 contract

Sources: Indenture (Personnel Group of America Inc)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section 303 hereof, as part of the same series as the Notes. The Notes There shall be known and a series of Securities designated as the “5.750"5.375% Senior Notes due 2031” 2004" of the IssuersCompany. The Their Stated Maturity of the Notes shall be October 1, 20312004, and the Notes they shall bear interest at the rate of 5.7505.375% per annum from July 18September 28, 2024, or from the most recent Interest Payment Date to which interest has been paid or duly provided for on the Notes2001. Interest on the Notes is Securities will be payable semi-annually on April 1 and October 1 of each year, commencing on April 1, 2025 and at the applicable Stated Maturity2002, until the principal of such Note thereof is made available for payment. The interest so payable, and punctually paid or duly provided for and for, on any Interest Payment Date will be paid to the Person in whose name such Note the Notes (or any one or more Predecessor Note), Securities) is registered at the close of business on March 15 and September 15 the Regular Record Date immediately preceding such the applicable Interest Payment Date (eachDate, a “which Regular Record Date shall be initially fixed as the Business Day immediately preceding the applicable Interest Payment Date”). The aggregate principal amount of Securities which may be authenticated and delivered under this Supplemental Indenture is limited to $300,000,000, except for Securities authenticated and delivered upon registration or transfer of, or in exchange for, or in lieu of, other Notes pursuant to Section 304, 305, 306, 906 or 1107 of the Indenture as supplemented by this Supplemental Indenture and except for any Notes which, pursuant to Section 303 of the Indenture, are deemed never to have been authenticated and delivered under the Indenture. The Place of Payment for the principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Company in the City of New York, State of New York, maintained for such purpose within purpose, which shall be the City Corporate Trust Office of the Trustee, and State of New York orat any other office or agency maintained by the Company for such purpose; PROVIDED, HOWEVER, that at the option of the Issuers, Company payment of interest may be made by check mailed to the Holders at their respective addresses set forth address of the Person entitled thereto as such address shall appear in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Security Register. The Notes represented by one or more Global Notes registered in the name of or held shall be redeemable by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their NotesCompany at any time, in whole or in part, upon not less than 30 nor more than 60 days' notice, in cash at a redemption price equal to 100% of the event principal amount thereof plus accrued and unpaid interest through the redemption date plus the Make Whole Premium. Two Officers of a Change in Control pursuant to Section 1016. The Notes the Company shall be redeemable as provided in Article Eleven. If sign the Notes are guaranteedfor the Company by manual or facsimile signature. Notes bearing the manual or facsimile signatures of individuals who were at any time the proper officers of the Company shall bind the Company, the due and punctual payment notwithstanding that such individuals or any of principal of, premium, if any, and interest on the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, them have ceased to hold such offices prior to the extent set forth herein, by each authentication and delivery of such Notes or did not hold such offices at the Guarantorsdate of such Notes.

Appears in 1 contract

Sources: Second Supplemental Indenture (Niagara Mohawk Power Corp /Ny/)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, however that any Additional Notes issued under this Indenture rank pari passu with the Initial Notes, are issued in accordance with Section 303 Sections 202, 312, 1011 and 1012 hereof, form a single class with the Initial Notes and shall have the same terms as part to status, redemption or otherwise as the Initial Notes (except that any series of Notes that is not fungible with the Initial Notes for U.S. Federal income tax purposes may be treated for purposes of the same series provisions of this Indenture relating to transfer and exchange as the Notesa separate class that does not trade fungibly with Notes that have differing treatment under U.S. Federal income tax law and will be assigned a different CUSIP or other identification number). Any Additional Notes shall be issued pursuant to a supplemental indenture to this Indenture. The Notes shall be known and designated as the “5.75010.750% Senior Secured Junior Priority Notes due 20312023” of the IssuersCompany. The Stated Maturity of the Notes shall be October 1July 15, 2031, and the 2023. The Notes shall bear interest at the rate of 5.750% per annum set forth below from July 18June 25, 20242018, or from the most recent Interest Payment Date to which interest has been paid or duly provided for on the Notesfor. Interest on the Notes is payable on January 15, 2019 and semi-annually thereafter on April 1 January 15 and October 1 of July 15 in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on March 15 the January 1 and September 15 July 1 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Company maintained for such purpose within in the City and State of New York or, at the option of the IssuersCompany, payment payments of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest interest, if any, with respect to Notes represented by one or more Global Notes global notes registered in the name of or held by the Depositary Depository or its nominee will shall be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers Company to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 10161017. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 1018 and a Loss Proceeds Offer as provided in Section 1020. The Notes shall be redeemable as provided in Article ElevenEleven of this Indenture and Paragraph 6 of the Notes. If the Notes are guaranteed, the The due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers Company is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Aleris Corp)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 2.02, 3.13 and 10.11 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7506.750% Senior Notes due 2031Due 2034” of the IssuersIssuer. The Stated Maturity of the principal of Notes shall be October 1February 15, 20312034, and the Notes shall bear interest at the rate of 5.7506.750% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable commencing on the Notes. Interest on the Notes is payable February 15, 2026 and semi-annually thereafter in arrears on April 1 February 15 and October 1 August 15 of each year, commencing on April 1, 2025 and at the applicable Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business (if applicable) on March 15 the February 1 and September 15 August 1 (whether or not a Business Day) immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Paying Agent maintained for such purpose within the City and State of New York as set forth in Section 3.02, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of HoldersHolders or by wire transfer; provided that all payments of principal, premium, if any, and interest with respect to the Notes represented by one or more Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to in accordance with the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepository’s applicable procedures. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control Triggering Event pursuant to Section 101610.16. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 10.17. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (PennyMac Financial Services, Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section Sections 303 and 1011 hereof, as part of the same series as the Notes. The Notes shall be known and designated as the “5.75014.75% First-Priority Senior Secured Notes due 20312016” of the Issuers. The Stated Maturity of the Notes shall be October December 1, 20312016, and the Notes shall bear interest at the rate of 5.75014.75% per annum from July 18January 27, 20242012, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable June 1, 2012 and semi-annually thereafter on April June 1 and October December 1 of in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor predecessor Note), ) is registered at the close of business on March the May 15 and September November 15 (whether or not a Business Day) immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers maintained for such purpose within the City and State of New York or, at the option of the Issuers, payment of interest may be made by check mailed or wire transfer to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest interest, if any, with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 10161017. The Notes shall be subject to repurchase pursuant to an offer to purchase as provided in Section 1018. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers is are irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Subsidiary Guarantors.

Appears in 1 contract

Sources: Indenture (Clearwire Corp /DE)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture rank pari passu with the Initial Notes, are issued in accordance with Section 303 3.03 hereof, as part of form a single class with the Initial Notes and shall have the same series terms as to status, redemption or otherwise as the Initial Notes. Any Additional Notes shall be issued pursuant to a supplemental indenture to this Indenture. The Notes shall be known and designated as the “5.7505.50% Senior Notes due 2031Due 2023” of the IssuersCompany. The Stated Maturity stated maturity of the Notes shall be October March 1, 20312023 (the “Stated Maturity”), and the Notes shall bear interest at the rate of 5.750% per annum provided in the Notes from July August 18, 20242015, or from the most recent Interest Payment Date to which interest has been paid or duly provided for on the Notes. Interest on the Notes is payable semi-annually on April 1 and October 1 of each year, commencing on April 1, 2025 and at the applicable Stated Maturityfor, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on March the February 15 and September August 15 immediately preceding such Interest Payment Date (each, whether or not a Business Day, a “Regular Record Date”). The principal of (and premium, if any) ), interest and interest Additional Interest, if any, on the Notes shall be payable at the office or agency of the Issuers Company maintained for such purpose within the City and State of New York or, at the option of the IssuersCompany, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of HoldersRegister; provided that all payments of principal, premium, if any, and interest and Additional Interest, if any, with respect to Notes represented by one or more Global permanent global Notes registered in the name of or held by the Depositary or its nominee will shall be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers Company to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 101611.09. The Notes shall be subject to mandatory redemption pursuant as provided in Section 11.10. The Notes shall be redeemable as provided in Article ElevenEleven of this Indenture and Paragraph 5 of the Notes. If the Notes are guaranteed, the The due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers Company is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the GuarantorsGuarantor.

Appears in 1 contract

Sources: Indenture (Anixter International Inc)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, however that any Additional Notes issued under this Indenture rank pari passu with the Initial Notes, are issued in accordance with Section 303 Sections 202, 312 and 1011 hereof, as part of form a single class with the Initial Notes and shall have the same series terms as to status, redemption or otherwise as the Initial Notes. Any Additional Notes shall be issued pursuant to a supplemental indenture to this Indenture. The Notes shall be known and designated as the “5.7507 5/8% Senior Notes due 2031Due 2018” of the IssuersCompany. The Stated Maturity of the Notes shall be October 1February 15, 20312018, and the Notes shall bear interest at the rate of 5.750% per annum set forth below from July 18February 9, 20242011, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable August 15, 2011 and semi-annually thereafter on April 1 February 15 and October 1 of August 15 in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor predecessor Note), ) is registered at the close of business on March 15 the February 1 and September 15 August 1 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) ), Additional Interest, if any, and interest on the Notes shall be payable at the office or agency of the Issuers Company maintained for such purpose within in the City and State of New York Chicago or, at the option of the IssuersCompany, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest and Additional Interest, if any, with respect to Notes represented by one or more Global Notes permanent global notes registered in the name of or held by the Depositary Depository or its nominee will shall be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers Company to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 10161017. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 1018. The Notes shall be redeemable as provided in Article ElevenEleven of this Indenture and Paragraph 6 of the Notes. If the Notes are guaranteed, the The due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers Company is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Subsidiary Guarantors.

Appears in 1 contract

Sources: Indenture (Aleris Ohio Management, Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 2.02, 3.13 and 10.11 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7507.125% Senior Notes due 20312032” of the IssuersIssuer. The Stated Maturity of the principal of Notes shall be October February 1, 20312032, and the Notes shall bear interest at the rate of 5.7507.125% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable commencing on the Notes. Interest on the Notes is payable August 1, 2024 and semi-annually thereafter in arrears on April February 1 and October August 1 of each year, commencing on April 1, 2025 and at the applicable Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business (if applicable) on March the January 15 and September July 15 (whether or not a Business Day) immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office offices or agency agencies of the Issuers Issuer maintained for such purpose within the City and State of New York as set forth in Section 3.02, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of HoldersHolders or by wire transfer; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to in accordance with the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepository’s applicable procedures. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 101610.16. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 10.17. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Mr. Cooper Group Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 202 and 1011 hereof, as part of the same series as the Initial Notes. The Notes shall be known and designated as the “5.7505.625% Senior Secured Notes due 20312026” of the Co-Issuers. The Stated Maturity of the Notes shall be October 1December 6, 20312026, and the Notes shall bear interest at the rate of 5.7505.625% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for on the Notes. Interest on the Notes is for, payable semi-annually in arrears on April June 1 and October December 1 of in each year, commencing on April December 1, 2025 2021, and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor predecessor Note), ) is registered at the close of business on March May 15 and September November 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). Interest on the Notes will accrue from the most recent date to which interest has been paid or, if no interest has been paid, from the Issue Date. The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Issuer maintained for such purpose within the City and State of New York or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary DTC or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereofin accordance with DTC’s applicable procedures. Until otherwise designated by the IssuersIssuer, the Issuers’ Issuer’s office or agency in New York shall will be the office of the trustee Trustee maintained for such purpose. Holders shall have the right to require the Co-Issuers to purchase their Notes, in whole or in part, in the event of a Change in of Control Triggering Event pursuant to Section 10161017. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 1018. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Telesat Canada)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 2.02, 3.13 and 10.11 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7506.375% Senior Notes due 2031Due 2026” of the IssuersIssuer. The Stated Maturity of the Notes shall be October May 1, 20312026, and the Notes shall bear interest at the rate of 5.7506.375% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable beginning on the Notes. Interest November 1, 2018 and semiannually thereafter on the Notes is payable semi-annually on April May 1 and October November 1 of in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on March April 15 and September October 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office offices or agency agencies of the Issuers maintained for such purpose within the City and State of New York Issuer set forth in Section 3.02, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepository. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control Repurchase Event pursuant to Section 101610.16. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 10.17. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Apergy Corp)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture rank pari passu with the Initial Notes, are issued in accordance with Section 303 2.02, Section 3.12 and Section 10.09 hereof, as part of form a single class with the Initial Notes and shall have the same series terms as to status, redemption or otherwise as the Initial Notes. Any Additional Notes shall be issued pursuant to a supplemental indenture to this Indenture. The Notes shall be known and designated as the “5.7506.250% Senior Secured Notes due 2031Due 2028” of the IssuersCompany. The Stated Maturity of the Notes shall be October 1July 15, 20312028, and the Notes shall bear interest at the rate of 5.750% per annum set forth below from July 188, 20242020, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable January 15, 2021 and semi-annually thereafter on April 1 July 15 and October 1 of January 15 in each yearyear (although Additional Notes may accrue interest from another date, commencing on April 1, 2025 to the extent permitted herein) and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor predecessor Note), ) is registered at the close of business on March 15 the January 1 and September 15 July 1 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) ), and interest on the Notes shall be payable at the office or agency of the Issuers Company maintained for such purpose within in the City and State of New York contiguous United States or, at the option of the IssuersCompany, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest interest, if any, with respect to Notes represented by one or more Global Notes permanent global notes registered in the name of or held by the Depositary Depository or its nominee will shall be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers Company to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 101610.15. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 10.16. The Notes shall be redeemable as provided in Article ElevenEleven and Paragraph 6 of the Notes. If the Notes are guaranteed, the The due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers Company is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Winnebago Industries Inc)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, however that any Additional Notes issued under this Indenture are shall rank pari passu with the Initial Notes, shall be issued in accordance with Section 303 Sections 202 and 312 hereof, shall form a single series with the Initial Notes and (except as part of set forth in Section 312) shall have the same series terms as to status, redemption or otherwise as the Initial Notes. The Notes shall be known and designated as the “5.7505.25% Senior Notes due 20312022” of the IssuersCompany. The Stated Maturity of the Notes shall be October September 1, 20312022, and the Notes shall bear interest at the rate of 5.750% per annum set forth below from July August 18, 20242017, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable March 1, 2018 and semi-annually thereafter on April March 1 and October September 1 of in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on March the February 15 and September August 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal initial annual interest rate of (and premium, if any) and interest 5.25% per annum is subject to adjustment from time to time based on changes to the ratings of the Notes shall be payable at the office or agency of the Issuers maintained for such purpose within the City and State of New York or, at the option of the Issuers, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in “nationally recognized statistical rating organizations” within the name meaning of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office Section 3(a)(62) of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their NotesExchange Act (each, in whole or in part, in the event of a Change in Control pursuant to Section 1016an “NRSRO”). The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the due and punctual payment of principal of, premium, if any, and annual interest rate on the Notes payable will increase by 0.25% beginning on the Issuers is irrevocably first day of any Six-Month Interest Period (as defined below) if as of such day the Notes have a Triple-B Rating (as defined below), and unconditionally guaranteedlikewise it will increase by 0.50% in excess of the initial rate beginning on the first day of any Six-Month Interest Period if as of such day the Notes have either a Non-IG Rating (as defined below) or no rating from any NRSRO. In the event that the annual interest rate on the Notes increases due to one or more downgrades, the rate will revert to the extent set forth hereininitial interest rate beginning on the first day of any Six-Month Interest Period if as of such day the notes have a Single-A Rating (as defined below), by each and it will revert to 0.25% over the initial interest rate beginning on the first day of any Six-Month Interest Period if as of such day the notes have been upgraded from a Non-IG Rating to a Triple-B Rating. The Company will notify the Trustee and Depository in writing of any change in the ratings of the Guarantors.Notes and the effective dates thereof, and in no event will the Trustee be responsible for monitoring such changes. Further, in no circumstances will the annual interest rate exceed the initial rate by more than 0.50% due to changes in ratings of the Notes, and in no event will it ever be less than the initial rate. For purposes of this Indenture, the following terms are defined thus:

Appears in 1 contract

Sources: Indenture (Ellington Financial LLC)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 2.02, 3.13 and 10.11 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7505.375% Senior Notes due 20312025” of the IssuersIssuer. The Stated Maturity of the principal of Notes shall be October 115, 20312025, and the Notes shall bear interest at the rate of 5.7505.375% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable commencing on the Notes. Interest on the Notes is payable April 15, 2021 and semi-annually thereafter in arrears on April 1 15 and October 1 15 of each year, commencing on April 1, 2025 and at the applicable Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business (if applicable) on March 15 the April 1 and September 15 October 1 (whether or not a Business Day) immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Paying Agent maintained for such purpose within the City and State of New York as set forth in Section 3.02, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of HoldersHolders or by wire transfer; provided that all payments of principal, premium, if any, and interest with respect to the Notes represented by one or more Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to in accordance with the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepository’s applicable procedures. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 101610.16. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 10.17. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (PennyMac Financial Services, Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture rank pari passu with the Initial Notes, are issued in accordance with Section 303 Sections 202 and 1011 hereof, as part of form a single class with the Initial Notes and shall have the same series terms as to status, redemption or otherwise as the Initial Notes. Any Additional Notes shall be issued pursuant to a supplemental indenture to this Indenture. The Notes shall be known and designated as the “5.7507.250% Senior Notes due 20312026” of the IssuersCompany. The Stated Maturity stated maturity of the Notes shall be October 1March 15, 20312026 (the “Stated Maturity”), and the Notes shall bear interest at the rate of 5.750% per annum provided in the Notes from July 18September 20, 20242017, or from the most recent Interest Payment Date to which interest has been paid or duly provided for on the Notes. Interest on the Notes is payable semi-annually on April 1 and October 1 of each year, commencing on April 1, 2025 and at the applicable Stated Maturityfor, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on the March 15 1 and September 15 1 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) ), interest and interest Additional Interest, if any, on the Notes shall be payable at the office or agency of the Issuers Company maintained for such purpose within the City and State of New York or, at the option of the IssuersCompany, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of HoldersRegister; provided that all payments of principal, premium, if any, and interest and Additional Interest, if any, with respect to Notes represented by one or more Global permanent global Notes registered in the name of or held by the Depositary Depository or its nominee will shall be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers Company to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 10161017. The Notes shall be subject to repurchase pursuant to an offer to purchase as provided in Section 1018. The Notes shall be redeemable as provided in Article ElevenEleven of this Indenture and Paragraph 5 of the Notes. If the Notes are guaranteed, the The due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers Company is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Subsidiary Guarantors.

Appears in 1 contract

Sources: Indenture (SemGroup Corp)

Title and Terms. The aggregate principal amount of Initial Senior Notes which may be authenticated and issued delivered under this Indenture for original issue is not limited; providedlimited to $60,000,000, however, that any Additional and the aggregate principal amount of Exchange Notes issued which may be authenticated and delivered under this Indenture are issued in accordance with Section 303 hereof, as part of the same series as the Notesfor original issue is limited to $60,000,000. The aggregate principal amount of Senior Notes Outstanding at any one time may not exceed such amount except as provided in Section 3.7 hereof. The Initial Senior Notes shall be known and designated as the “5.750"9 3/4% Senior Notes due 2031” 2003, Series B" of the IssuersCompany, and the Exchange Notes shall be known and designated as the "9 3/4% Senior Notes due 2003, Series C" of the Company. The Stated Maturity of the Senior Notes shall be October 115, 20312003, and the Notes they shall bear interest at the rate of 5.7509 3/4% per annum from July 18October 28, 20241998, or from the most recent Interest Payment Date to which interest has been paid or duly provided for on the Notes. Interest on the Notes is for, payable semi-annually semiannually in cash in arrears on April 1 15 and October 1 of 15 in each year, commencing on April 115, 2025 1999, and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such Note (or any Predecessor Note), is registered at the close of business on March 15 and September 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”)for. The principal of (and premium, if any, on) and interest on the Notes Securities shall be payable at the office or agency of the Issuers Company maintained for such purpose within in the City and State of New York orprovided, however, that, at the option of the IssuersCompany, payment of interest may be made paid on Certificated Senior Notes on or before the due date (i) by check mailed to addresses of the Holders at their respective Persons entitled thereto as such addresses set forth in shall appear on the Note Register of Holders; provided that all payments of principalSecurity Register, premium, if any, and interest or (ii) with respect to any Holder owning Senior Notes represented by one or more Global Notes registered in the name principal amount of $500,000 or held by the Depositary or its nominee will be made more, by wire transfer of immediately available funds to the accounts specified an account maintained by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, located in the event of United States, as specified in a Change in Control pursuant written notice to Section 1016the Trustee by any such Holder requesting payment by wire transfer and specifying the account to which transfer is requested. The Senior Notes shall rank pari passu in right of payment with the Series A Notes and senior in right of payment to all Subordinated Indebtedness. The Senior Notes shall be redeemable as provided in Article ElevenXI hereof. If The Senior Notes shall be subject to defeasance at the Notes are guaranteed, the due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each option of the GuarantorsCompany as provided in Article XII hereof.

Appears in 1 contract

Sources: Indenture (Veritas DGC Inc)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 2.02, 3.13 and 10.11 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7505.875% Senior Secured Notes due Due 2031” of the IssuersIssuer. The Stated Maturity of the principal of Notes shall be October 1May 15, 2031, and the Notes shall bear interest at the rate of 5.7505.875% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable November 15, 2026 and semi-annually thereafter in arrears on April 1 November 15 and October 1 May 15 of each year, commencing on April 1, 2025 and at the applicable Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business (if applicable) on March 15 the November 1 and September 15 May 1 (whether or not a Business Day) immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office offices or agency agencies of the Issuers Issuer maintained for such purpose within the City and State of New York as set forth in Section 3.02, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of HoldersHolders or by wire transfer; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to in accordance with the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepository’s applicable procedures. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 101610.16. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 10.17. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Academy Sports & Outdoors, Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 2.02, 3.13 and 10.11 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7506.500% Senior Notes due 20312029” of the IssuersIssuer. The Stated Maturity of the principal of Notes shall be October August 1, 20312029, and the Notes shall bear interest at the rate of 5.7506.500% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable commencing on the Notes. Interest on the Notes is payable February 1, 2025 and semi-annually thereafter in arrears on April February 1 and October August 1 of each year, commencing on April 1, 2025 and at the applicable Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business (if applicable) on March the January 15 and September July 15 (whether or not a Business Day) immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office offices or agency agencies of the Issuers Issuer maintained for such purpose within the City and State of New York as set forth in Section 3.02, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of HoldersHolders or by wire transfer; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to in accordance with the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepository’s applicable procedures. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 101610.16. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 10.17. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Mr. Cooper Group Inc.)

Title and Terms. The Trustee shall authenticate Notes for original issue on the Issue Date in the aggregate principal amount of $50,000,000 upon a written order of the Company in the form of an Officers' Certificate of the Company. Such written order shall specify the amount of Notes which may to be authenticated and issued under this Indenture is not limited; providedthe date on which the Notes are to be authenticated. Upon receipt of a Company Request and an Officers' Certificate certifying that a registration statement relating to an exchange offer specified in the Registration Rights Agreement or, however, that any Additional with respect to Notes issued under this Indenture subsequent to the Issue Date, a registration rights agreement substantially identical to the Registration Rights Agreement, is effective and that the conditions precedent to a private exchange thereunder have been met, the Trustee shall authenticate an additional series of Notes in an aggregate principal amount not to exceed $50,313,200 for issuance in exchange for the Notes tendered for exchange pursuant to such exchange offer registered under the Securities Act or pursuant to a Private Exchange. Exchange Notes or Private Exchange Notes may have such distinctive series designations and such changes in the form thereof as are issued specified in accordance with Section 303 hereofthe Company Request referred to in the preceding sentence. The Trustee shall, upon receipt of a Company Request and an Officers' Certificate certifying that the requirements of this Indenture for the issuance of PIK Notes have been met, authenticate additional series of Notes in an aggregate principal amount not to exceed $313,200 for issuance as part of the same series as the PIK Notes. The Notes shall be known and designated as the “5.750% Senior Secured Increasing Rate Notes due 2031” Due 2001 of the IssuersCompany. Their Stated Maturity shall be December 1, 2001. The Stated Maturity of the Notes shall be October 1, 2031, and the Notes shall will bear interest at an increasing rate per annum for any Quarterly Period equal to the sum of (x) 12.25% plus (y) the number of basis points set forth below (the "Spread"); PROVIDED that the maximum interest rate of 5.750shall not exceed 18% per annum from July 18at any time. The Spread for the first Quarterly Period will be zero basis points. Thereafter, 2024the Spread will be increased on the first day of each of the subsequent Quarterly Periods, or from commencing March 1, 1999, to 25 basis points over the most recent Spread for the immediately preceding Quarterly Period. Principal of and interest on each Note shall be payable in cash; PROVIDED that to the extent the per annum interest rate relating to any Interest Payment Date to which exceeds 14% per annum, the portion of interest has been paid or duly provided for on the Notes. Interest on the Notes is payable semi-annually on April 1 and October 1 such interest period in excess of each year14% per annum may, commencing on April 1, 2025 and at the applicable Stated Maturityoption of the Company, until the principal of such Note is be paid either in cash or duly provided for and by delivery to the Person holder thereof of additional PIK Notes, in whose name such Note (accordance with the terms of the Indenture. The PIK Notes will be issued only in fully registered form, without coupons, in denominations of $100.00 and integral multiples thereof. If issued at a time when Notes are publicly tradeable, PIK Notes must either be covered by an effective registration statement under the Securities Act or any Predecessor Note), is registered at otherwise be freely transferable without further registration under the close of business on March 15 and September 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”)Securities Act. The principal of (and premium, if any, on) and interest on the Notes shall be payable at the office or agency of the Issuers Company maintained for such purpose within the in The City and State of New York orYork, or at such other office or agency of the Company as may be maintained for such purpose; PROVIDED, HOWEVER, that, at the option of the IssuersCompany, payment of interest may be made paid by check mailed to the Holders at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for Persons entitled thereto as such purpose. Holders addresses shall have appear on the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016Security Register. The Notes shall be redeemable as provided in Article Eleven. If SECTION 302. Denominations. The Notes shall be issuable only in registered form without coupons in denominations of $1,000 and any integral multiple thereof, except that PIK Notes shall be in denominations of $100 and any integral multiple thereof. The Company shall pay cash in lieu of issuing PIK Notes in any denominations of less than $100. SECTION 303. Execution, Authentication, Delivery and Dating. One Officer shall sign the Notes are guaranteedfor the Company by manual or facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the due Note shall be valid nevertheless. At any time and punctual payment from time to time after the execution and delivery of principal ofthis Indenture, premiumthe Company may deliver Notes executed by the Company to the Trustee for authentication, if anytogether with a Company Order for the authentication and delivery of such Notes, and interest the Trustee in accordance with such Company Order shall authenticate and deliver such Notes. The Trustee shall have the right to decline to authenticate and deliver, or cause to be authenticated and delivered, any Notes if the Trustee, being advised by counsel, determines that such action may not lawfully be taken or if the Trustee in good faith shall determine that such action would expose the Trustee to personal liability to existing Holders. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein duly executed by the Trustee by manual signature of an authorized officer or authorized signatory, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder and is entitled to the benefits of this Indenture. In case the Company, pursuant to Article Eight, consolidated or merged with or into any other Person or shall sell, assign, convey, lease or transfer, of its properties and assets substantially as an entirety to any Person, and the successor Person resulting from such consolidation, or surviving such merger, or into which the Company shall have been merged, or the Person which shall have received a conveyance, transfer, lease or other disposition as aforesaid, shall have executed an indenture supplemental hereto with the Trustee pursuant to Article Eight, any of the Notes payable by authenticated or delivered prior to such consolidation, merger, conveyance, transfer, lease or other disposition may, from time to time, at the Issuers is irrevocably request of the successor Person, be exchanged for other Notes executed in the name of the successor Person with such changes in phraseology and unconditionally guaranteedform as may be appropriate, but otherwise in substance substantially identical to the extent set forth hereinNotes surrendered for such exchange and of like principal amount; and the Trustee, by each upon Company Request of the Guarantorssuccessor Person, shall authenticate and deliver Notes as specified in such request for the purpose of such exchange. If Notes shall at any time be authenticated and delivered in any new name of a successor Person pursuant to this Section in exchange or substitution for or upon registration of transfer of any Notes, such successor Person, at the option of the Holders but without expense to them, shall provide for the exchange of all Notes at the time outstanding for Notes authenticated and delivered in such new name.

Appears in 1 contract

Sources: Indenture (Louisiana Casino Cruises Inc)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 202, 312 and 1011 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7506.750% Senior Notes due 20312029” of the IssuersIssuer. The Stated Maturity of the Notes shall be October 1March 15, 20312029, and the Notes shall bear interest at the rate of 5.7506.750% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable September 15, 2024 and semi-annually thereafter on April 1 March 15 and October 1 of September 15 in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on March 15 1 and September 15 1 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office offices or agency agencies of the Issuers maintained for such purpose within the City and State of New York Issuer set forth in Section 302, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepository. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 1016. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 1017. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Aar Corp)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 202 and 313 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7503.625% Senior Unsecured Notes due 2031Due 2029” of the IssuersIssuer. The Stated Maturity of the Notes shall be October May 1, 20312029, and the Notes shall bear interest at the rate of 5.7503.625% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest November 1, 2021 and semiannually thereafter on the Notes is payable semi-annually on April May 1 and October November 1 of in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on March April 15 and September October 15 immediately preceding such Interest Payment Date Date, whether or not a Business Day (each, a “Regular Record Date”). The principal of (of, and premium, if any) , and interest on on, the Notes shall be payable at the office offices or agency agencies of the Issuers maintained for such purpose within the City and State of New York Issuer set forth in Section 302, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of HoldersRegister; provided provided, however, that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepositary. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control Repurchase Event pursuant to Section 10161013. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, and premium, if any, and interest on on, the Notes payable by the Issuers Issuer is irrevocably fully and unconditionally guaranteedGuaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Entegris Inc)

Title and Terms. The aggregate principal amount of Notes Securities which may be authenticated and issued delivered under this Indenture is not limitedunlimited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 hereof, as part the aggregate principal amount of $100,000,000 of the same series as Series C Notes (the "Initial Series C Notes") shall be issued on the date hereof. The Series C Notes shall be known and designated as the “5.750"11% Senior Subordinated Notes due 2031” 2008, Series C" of the IssuersCompany. The Series D Notes shall be known and designated as the "11% Senior Subordinated Notes due 2008, Series D" of the Company. The Stated Maturity of the Notes Securities shall be October 1August 15, 20312008, and the Notes they shall bear interest at the rate of 5.75011% per annum from July 18December 19, 20242001, or from the most recent Interest Payment Date interest payment date to which interest has been paid or duly provided for on the Notes. Interest on the Notes is for, payable semi-annually on April 1 semiannually in cash and October 1 of each year, commencing on April 1, 2025 and at the applicable Stated Maturity, until the principal of such Note is paid or duly provided for and in arrears to the Person in whose name such Note the Security (or any Predecessor Note), predecessor Security) is registered at the close of business on March the February 1 and August 1 immediately preceding the interest payment date on February 15 and September August 15 immediately preceding of each year, commencing the first February 15 or August 15 following the date such Security was originally issued. Interest Payment Date will be computed on the basis of a 360-day year comprised of twelve 30-day months, until the principal thereof is paid or duly provided for. Interest on any overdue principal, interest (eachto the extent lawful) or premium, a “Regular Record Date”)if any, shall be payable on demand. The principal of (and premium, if any) and interest on the Notes Securities shall be payable at the office or agency of the Issuers Company maintained for such purpose within the in The City and State of New York orYork, or at such other office or agency of the Company as may be maintained for such purpose; provided, however, that, at the option of the IssuersCompany, payment of interest may be made paid by check mailed to addresses of the Holders at their respective Persons entitled thereto as such addresses set forth in shall appear on the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeRegister. Holders shall have the right to require the Issuers Company to purchase their NotesSecurities, in whole or in part, in the event of a Change in of Control pursuant to Section 1016. The Notes Securities shall be subject to repurchase by the Company pursuant to an Asset Disposition as provided in Section 1017. The Securities shall be redeemable as provided in Article ElevenEleven and in the Securities. If the Notes are guaranteed, the due and punctual payment of principal of, premium, if any, and interest on the Notes payable The Indebtedness evidenced by the Issuers is irrevocably and unconditionally guaranteed, Securities shall be subordinated in right of payment to the extent set forth herein, by each of the GuarantorsSenior Indebtedness as provided in Article Thirteen.

Appears in 1 contract

Sources: Indenture (Colortyme Inc)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 2.02, 3.13 and 10.11 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7506.875% Senior Notes due 2031Due 2032” of the IssuersIssuer. The Stated Maturity of the principal of Notes shall be October 1May 15, 20312032, and the Notes shall bear interest at the rate of 5.7506.875% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable commencing on the Notes. Interest on the Notes is payable November 15, 2025 and semi-annually thereafter in arrears on April 1 May 15 and October 1 November 15 of each year, commencing on April 1, 2025 and at the applicable Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business (if applicable) on March 15 the May 1 and September 15 November 1 (whether or not a Business Day) immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Paying Agent maintained for such purpose within the City and State of New York as set forth in Section 3.02, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of HoldersHolders or by wire transfer; provided that all payments of principal, premium, if any, and interest with respect to the Notes represented by one or more Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to in accordance with the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepository’s applicable procedures. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control Triggering Event pursuant to Section 101610.16. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 10.17. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (PennyMac Financial Services, Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 202 and 1011 hereof, as part of the same series as the Initial Notes. The Notes shall be known and designated as the “5.7508.875% Senior Notes due 20312024” of the Co-Issuers. The Stated Maturity of the Notes shall be October 1November 15, 20312024, and the Notes shall bear interest at the rate of 5.7508.875% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for on the Notes. Interest on the Notes is for, payable semi-annually on April 1 May 15 and October 1 of November 15 in each yearyear beginning May 15, commencing on April 12017, 2025 and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor predecessor Note), ) is registered at the close of business on March 15 May 1 and September 15 November 1 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Issuer maintained for such purpose within the in The City and State of New York or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereofin accordance with DTC’s applicable procedures. Until otherwise designated by the IssuersIssuer, the Issuers’ Issuer’s office or agency in New York shall will be the office of the trustee Trustee maintained for such purpose. Holders shall have the right to require the Co-Issuers to purchase their Notes, in whole or in part, in the event of a Change in of Control Triggering Event pursuant to Section 10161017. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 1018. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Telesat Holdings Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section 303 hereof, as part of the same series as the Notes. The Notes shall be known and designated as the “5.7508.25% Senior Exchangeable Notes due 20312040” of the Issuers. The Stated Maturity of the Notes shall be October December 1, 20312040, and the Notes shall bear interest at the rate of 5.7508.25% per annum from July 18December 8, 20242010, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable June 1, 2011 and semi-annually thereafter on April June 1 and October December 1 of in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor predecessor Note), ) is registered at the close of business on March the May 15 and September November 15 (whether or not a Business Day) immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers maintained for such purpose within the City and State of New York or, at the option of the Issuers, payment of interest may be made by check mailed or wire transfer to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest interest, if any, with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016. The Notes shall be redeemable and subject to repurchase as provided in Article ElevenEleven and exchangeable as provided in Article Thirteen. If the Notes are guaranteed, the The due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers is are irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Clearwire Corp /DE)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, however that any Additional Notes issued under this Indenture rank pari passu with the Initial Notes, are issued in accordance with Section 303 Sections 202, 312 and 1011 hereof, as part of form a single class with the Initial Notes and shall have the same series terms as to status, redemption or otherwise as the Initial Notes. Any Additional Notes shall be issued pursuant to a supplemental indenture to this Indenture. The Notes shall be known and designated as the “5.7506.500% Senior Notes due 20312025” of the IssuersCompany. The Stated Maturity of the Notes shall be October May 1, 20312025, and the Notes shall bear interest at the rate of 5.750% per annum set forth below from July 18April 28, 20242020, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable November 1, 2020 and semi-annually thereafter on April May 1 and October November 1 of in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor predecessor Note), ) is registered at the close of business on March the April 15 and September October 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Company maintained for such purpose within the City and State of New York or, at the option of the IssuersCompany, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of HoldersRegister; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary Depository or its nominee will shall be made by wire transfer of immediately available funds to the accounts within the United States as specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office and all payments of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the due and punctual payment of principal ofprincipal, premium, if any, and interest on with respect to one or more Certificated Notes at Stated Maturity shall be made against presentation of such Certificated Note at the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each office or agency of the GuarantorsCompany maintained for such purpose.

Appears in 1 contract

Sources: Indenture (Kaiser Aluminum Corp)

Title and Terms. The aggregate principal amount of Notes Securities which may be authenticated and issued delivered under this Indenture is not limited; providedunlimited. Concurrently with the execution and delivery of this Indenture, however, that any Additional Notes issued the aggregate principal amount of Initial Securities to be authenticated and delivered under this Indenture are issued in accordance with Section 303 hereofis $300,000,000. Additional Securities, as part of which may be Initial Securities or Exchange Securities ("Additional Securities"), may be authenticated and delivered under this Indenture at any time from time to time, and such Securities will have the same series terms and conditions as, and be treated as the Notesa single class (for all purposes under this Indenture) with, all such previously authenticated and delivered Securities. The Notes Initial Securities shall be known and designated as the “5.750"5.90% Senior Notes due 2031” of 2007" and the Issuers. Exchange Securities shall be known and designated as the "5.09% Senior Notes due 2007, Series B." The Stated Maturity of the Notes Securities shall be October 1January 15, 20312007, and the Notes Securities shall bear interest at the rate of 5.7505.90% per annum from July 18, 2024their date of original issue, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable semiannually in arrears on the Notes. Interest on the Notes is payable semi-annually on April 1 January 15 and October 1 of July 15 in each year, commencing on April 1, 2025 and at the applicable Stated Maturitydate set forth in the definitive form of such Securities, until the principal of such Note thereof is paid or duly provided for and for, to the Person in whose name such Note the Security (or any Predecessor Note), Security) is registered at the close of business on March 15 and September 15 immediately the January 1 or July 1 next preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes Securities shall be payable payable, and the Securities shall be exchangeable and transferable, at the office or agency of the Issuers Company in (i) The City of New York and, (ii) so long as the Securities are listed on the Luxembourg Stock Exchange, and the rules of such stock exchange require, in Luxembourg, in each case maintained for such purpose within purposes, (which initially shall be the City office of the Trustee located at SunTrust Bank, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇, ▇▇▇▇▇, Attention: Corporate Trust Operations and State the office of New York the Luxembourg Paying Agent located at Banque Generale de Luxembourg S.A., ▇▇ ▇▇▇▇▇▇ ▇.▇. ▇▇▇▇▇▇▇, L-2951 Luxembourg) or, at the option of the IssuersCompany, payment of interest may be made paid by check mailed to the Holders at their respective addresses set forth in address of the Note Register of HoldersPerson entitled thereto as such address shall appear on the Security Register; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one Securities the Holders of which have given wire transfer instructions to the Trustee (or more Global Notes registered in the name of or held other Paying Agent)) by the Depositary or its nominee Regular Record Date for such payment, will be required to be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by Securities that remain outstanding after the Issuers, the Issuers’ office or agency in New York shall be the office consummation of the trustee maintained for such purpose. Holders shall have Exchange Offer and Exchange Securities issued in connection with the right to require the Issuers to purchase their Notes, in whole or in part, in the event Exchange Offer will be treated as a single class of a Change in Control pursuant to Section 1016securities under this Indenture. The Notes Securities shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the GuarantorsXI.

Appears in 1 contract

Sources: Indenture (Amvescap PLC/London/)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section Sections 303 and 1011 hereof, as part of the same series as either the 2017 Notes or the 2020 Notes. The 2017 Notes shall be known and designated as the “5.7506.75% Senior Notes due 20312017” of the IssuersCompany. The Stated Maturity of the 2017 Notes shall be October 1April 15, 20312017, and the 2017 Notes shall bear interest at the rate of 5.7506.75% per annum from July 18April 4, 20242012, or from the most recent Interest Payment Date to which interest has been paid or duly provided for on the 2017 Notes. The 2020 Notes shall be known and designated as the “7.625% Senior Notes due 2020” of the Company. The Stated Maturity of the 2020 Notes shall be April 15, 2020, and the 2020 Notes shall bear interest at the rate of 7.625% per annum from April 4, 2012, or from the most recent Interest Payment Date to which interest has been paid or duly provided for on the 2020 Notes. Interest on the Notes is payable on October 15, 2012 and semi-annually thereafter on April 1 15 and October 1 15 of each year, commencing on April 1, 2025 year and at the applicable Stated Maturity, until the principal of such Note is paid or duly provided for and to the Person in whose name such Note (or any Predecessor Note), is registered at the close of business on March 15 the April 1 and September 15 October 1 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Company maintained for such purpose within the in The City and State of New York or, at the option of the IssuersCompany, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the IssuersCompany, the Issuers’ Company’s office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers Company to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016. The Notes shall be subject to repurchase pursuant to an offer to purchase as provided in Section 1017. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers Company is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Aircastle LTD)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section 303 hereof, as part of the same series as the Notes. (a) The Notes shall be known and designated as the “5.7504.125% Senior Notes due 2031” of the IssuersIssuer. The Stated Maturity aggregate principal amount that may be authenticated and delivered under this Supplemental Indenture of the Notes is limited to €1,000,000,000; except for Add On Notes issued in accordance with Section 2.9 and Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Section 2.5. The Notes shall be issuable in minimum denominations of €100,000 principal amount and integral multiples of €1,000 in excess of €100,000. (b) The Notes shall mature on June 1, 2031, unless earlier redeemed by the Issuer. (c) Interest on the Notes shall accrue from May 28, 2025, applicable to the Notes at the Interest Rate until the principal thereof is paid or made available for payment. Interest shall be payable annually in arrears on each Interest Payment Date. (d) Interest on the Notes shall be October 1, 2031, and the Notes shall bear interest at the rate of 5.750% per annum from July 18, 2024, or from the most recent Interest Payment Date to which interest has been paid or duly provided for computed on the Notes. Interest on the Notes is payable semibasis of a 360-annually on April 1 and October 1 day year of each year, commencing on April 1, 2025 and at the applicable Stated Maturity, until the principal twelve 30-day months. (e) A Holder of such any Note is paid or duly provided for and to the Person in whose name such Note (or any Predecessor Note), is registered at the close of business on March 15 and September 15 immediately preceding a Regular Record Date shall be entitled to receive interest on such Note on the corresponding Interest Payment Date Date. (each, a “Regular Record Date”). The principal of (and premium, if anyf) and interest Payments on the Global Notes will be made through the Paying Agent. Payments on the Notes will be made in Euros at the specified office or agency of the Paying Agent; provided that all such payments with respect to Notes represented by one or more Global Notes deposited with and registered in the name of the Common Depositary or its nominee for the accounts of Euroclear and Clearstream, will be by wire transfer of immediately available funds to the account specified in writing by the holder or holders thereof to the Common Depositary. (g) Payments on Physical Notes shall be payable at the office or agency of the Issuers Issuer maintained for such purpose within purpose, initially the City and State specified office or agency of New York orthe Paying Agent and, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts account specified by the Holder or Holders thereof. Until otherwise designated by thereof as notified to the Issuers, Paying Agent in writing at least 15 days prior to the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016. relevant payment date. (h) The Notes shall be redeemable at the option of the Issuer as provided in Article Eleven. If the Notes are guaranteed, the due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors4.

Appears in 1 contract

Sources: Fifth Supplemental Senior Indenture (Teva Pharmaceutical Industries LTD)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 2.02, 3.13 and 10.11 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7506.875% Senior Notes due 2031Due 2033” of the IssuersIssuer. The Stated Maturity of the principal of Notes shall be October 1February 15, 20312033, and the Notes shall bear interest at the rate of 5.7506.875% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable commencing on the Notes. Interest on the Notes is payable August 15, 2025 and semi-annually thereafter in arrears on April 1 February 15 and October 1 August 15 of each year, commencing on April 1, 2025 and at the applicable Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business (if applicable) on March 15 the February 1 and September 15 August 1 (whether or not a Business Day) immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Paying Agent maintained for such purpose within the City and State of New York as set forth in Section 3.02, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of HoldersHolders or by wire transfer; provided that all payments of principal, premium, if any, and interest with respect to the Notes represented by one or more Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to in accordance with the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepository’s applicable procedures. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control Triggering Event pursuant to Section 101610.16. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 10.17. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (PennyMac Financial Services, Inc.)

Title and Terms. The On the Issue Date, the Trustee shall authenticate and deliver U.S.$700,000,000 aggregate principal amount of 5.375% Notes which due 2027. The Issuer may be authenticated from time to time, without the consent of the Holders of the Notes, create and issued under this Indenture is not limitedissue additional Notes having the same terms and conditions as the Notes in all respects, except for issue date, issue price and the first payment of interest thereon; provided, however, that any unless such Additional Notes are issued under this Indenture separate CUSIP number, either such Additional Notes are issued in accordance with Section 303 hereof, as part of the same “issue” for U.S. federal income tax purposes or are issued pursuant to a “qualified reopening” for U.S. federal income tax purposes. Additional Notes issued shall be consolidated with and shall form a single series as with the Notespreviously issued Notes for all purposes hereof. The Notes shall be known and designated as the “5.7505.375% Senior Notes due 20312027” of the IssuersIssuer. The Stated Maturity of the Notes shall be October 1May 4, 2031, and the 2027. The Notes shall bear interest at the rate of 5.7505.375% per annum annum, from July 18May 4, 2024, 2017 or from the most recent Interest Payment Date thereafter to which interest has been paid or duly provided for for, as the case may be, payable semiannually in arrears on the Notes. Interest on the Notes is payable semi-annually on April 1 May 4 and October 1 of each yearNovember 4, commencing on April 1November 4, 2025 and at the applicable Stated Maturity2017, until the principal of such Note thereof is paid or duly provided made available for payment. In the case of a default in payment of principal and premium, if any, upon acceleration or redemption, interest (and Additional Amounts, if any) shall be payable pursuant to the Person in whose name second paragraph of this Section 3.1 on such Note (or any Predecessor Note), is registered at the close of business on March 15 and September 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The overdue principal of (and premium, if any), such interest shall be payable on demand and, if not so paid on demand, such interest shall itself bear interest at the rate per annum stated in the form of security contained herein plus 1% per annum (to the extent that the payment of such interest shall be legally enforceable), and shall accrue from the date such principal and/or premium, as the case may be, was due and payable to the date payment of such interest (and Additional Amounts, if any) has been made or duly provided for, and such interest on unpaid interest shall also be payable on demand. The principal of and premium, if any, and interest on the Notes shall be payable at the Corporate Trust Office, the office of the Paying Agents and at any other office or agency of maintained by the Issuers maintained Issuer for such purpose within the City and State of New York orpurpose; provided, however, that at the option of the IssuersIssuer upon five (5) Business Days’ notice to the applicable Paying Agent, payment of interest may be made by check mailed to the Holders at their respective addresses set forth address of the Person entitled thereto as such address shall appear in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016Register. The Notes shall be redeemable or repurchasable as provided in Article ElevenXI. If The Notes shall not have the benefit of any sinking fund obligations. The Notes shall be subject to defeasance at the option of the Issuer as provided in Article XII. Unless the context otherwise requires, the Notes are guaranteedshall constitute one series for all purposes under this Indenture, the due and punctual payment of principal ofincluding, premiumwithout limitation, if anyamendments, and interest on the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.waivers or redemptions

Appears in 1 contract

Sources: Indenture (VM Holding S.A.)

Title and Terms. There is hereby created under the Indenture a series of Debt Securities known and designated as the “6.350% Senior Notes due 2028.” The aggregate principal amount of Notes which that may be authenticated and issued delivered under this Second Supplemental Indenture is not limited; providedinitially limited to $600,000,000, howeverexcept for Notes authenticated and delivered upon reregistration of, that transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 2.07, 2.08, 2.09 or 9.04 of the Indenture. The Company shall be the Issuer of the Notes (the “Issuer”) and the Parent shall be a Guarantor of the Notes. The Guarantor fully and unconditionally guarantees, pursuant to the terms of the Guarantee contained in Article XIII of the Indenture, to each Holder of the Notes the due and punctual payment of the principal of, any Additional premium and interest on, with respect to the Notes issued under this Indenture are issued and the due, when and as the same shall become due and payable, whether at maturity, by acceleration, redemption, repayment or otherwise, in accordance with Section 303 hereof, as part the terms of the Notes, this Second Supplemental Indenture and the Indenture. The Issuer may, without notice to or the consent of the Holders of the Notes, issue in separate offerings additional notes having the same series ranking, interest rate, maturity and other terms (except for the date of issuance and, in some cases, the price to the public and the initial interest payment date) as the Notes. The Any such additional notes, together with the Notes, will constitute a single series of Debt Securities under the Indenture; provided that such additional notes are fungible with the Notes shall be known and designated as the “5.750% Senior Notes due 2031” of the Issuersfor U.S. federal income tax purposes. The Stated Maturity of for the Notes shall be October 1August 18, 2031, and 2028 for payment of principal of the Notes. The Notes shall bear interest at the rate of 5.7506.350% per annum from July August 18, 2024, 2023 or from the most recent Interest Payment Date interest payment date to which interest has been paid or duly provided for on the Notes. Interest on the Notes is for, payable semi-annually in arrears on April 1 February 18 and October 1 August 18 of each yearyear (beginning February 18, commencing on April 12024), 2025 and at the applicable Stated Maturity, until the principal of such Note is paid or duly provided for and to the Person Persons in whose name such Note (or any Predecessor Note), is names the Notes are registered at the close of business on March 15 and September 15 immediately February 3 or August 3, as the case may be, next preceding such interest payment date, until principal thereof is paid or made available for payment. Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at calculated on the office or agency basis of the Issuers maintained for such purpose within the City and State a 360-day year comprised of New York or, at the option of the Issuers, payment of interest may twelve 30-day months. All dollar amounts resulting from this calculation will be made by check mailed rounded to the Holders at their respective addresses set forth in nearest cent. If any interest payment date, any redemption date, the Note Register maturity date or any other date on which the principal of Holders; provided that all payments of principal, or premium, if any, or interest on a Note becomes due and interest with respect to Notes represented by one or more Global Notes registered in payable falls on a day that is not a Business Day, the name of or held by the Depositary or its nominee will required payment shall be made by wire transfer of immediately available funds to on the accounts specified by next Business Day as if it were made on the Holder date the payment was due, and no interest shall accrue on the amount so payable for the period from and after the interest payment date, redemption date, maturity date or Holders thereof. Until otherwise designated by other date, as the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016case may be. The Notes shall be redeemable as provided initially issued in Article Eleven. If the form of one or more Global Securities and the depositary for the Notes are guaranteedshall be The Depository Trust Company, the due New York, New York. The Notes shall not be subject to any sinking fund. The Notes shall be in registered form without coupons and punctual payment shall be issuable in minimum denominations of principal of, premium, if any, $2,000 and interest on integral multiples of $1,000 in excess thereof. The form of the Notes payable by the Issuers attached hereto as Exhibit A is irrevocably and unconditionally guaranteedhereby adopted, pursuant to the extent set forth herein, by each Section 9.01(i) of the GuarantorsIndenture, as the form of Debt Securities that consist of the Notes.

Appears in 1 contract

Sources: Second Supplemental Indenture (Jacobs Solutions Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section 303 3.03 hereof, as part of the same series as the NotesNotes and pursuant to the terms of the Note Purchase Agreement; provided, further, that the first $120 million of Notes issued under this Indenture shall be issued in such a manner so as to be able to be cancelled pursuant Section 13.01(b) hereof. The Notes shall be known and designated as the “5.7501.00% Senior Exchangeable Notes due 20312018” of the Issuers. The Stated Maturity of the Notes shall be October June 1, 20312018, and the Notes shall bear interest at the rate of 5.7501.00% per annum from July 18, 2024the date of their issuance, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on June 1 and December 1 in each year commencing on the Notes. Interest on first June 1 or December 1 to occur after the Notes is payable semi-annually on April 1 and October 1 of each year, commencing on April 1, 2025 have been issued and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor predecessor Note), ) is registered at the close of business on March the May 15 and September November 15 (whether or not a Business Day) immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers maintained for such purpose within the City and State of New York or, at the option of the Issuers, payment of interest may be made by check mailed or wire transfer to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest interest, if any, with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016. The Notes shall be redeemable subject to repurchase as provided in Article ElevenEleven and exchangeable as provided in Article Thirteen. If the Notes are guaranteed, the The due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers is are irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Clearwire Corp /DE)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, however that any Additional Notes issued under this Indenture rank pari passu with the Initial Notes, are issued in accordance with Section 303 Sections 202, 312 and 1011 hereof, as part of form a single class with the Initial Notes and shall have the same series terms as to status, redemption or otherwise as the Initial Notes. Any Additional Notes shall be issued pursuant to a supplemental indenture to this Indenture. The Notes shall be known and designated as the “5.7508.250% Senior Notes due 2031Due 2020” of the IssuersCompany. The Stated Maturity of the Notes shall be October June 1, 20312020, and the Notes shall bear interest at the rate of 5.750% per annum set forth below from July 18May 23, 20242012, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable December 1, 2012 and semi-annually thereafter on April June 1 and October December 1 of in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor predecessor Note), ) is registered at the close of business on March the May 15 and September November 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) ), Additional Interest, if any, and interest on the Notes shall be payable at the office or agency of the Issuers Company maintained for such purpose within the City and State of New York Minneapolis, MN or, at the option of the IssuersCompany, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of HoldersRegister; provided that all payments of principal, premium, if any, and interest and Additional Interest, if any, with respect to Notes represented by one or more Global Notes permanent global notes registered in the name of or held by the Depositary Depository or its nominee will shall be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Kaiser Aluminum Corp)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 202 and 1011 hereof, as part of the same series as the Initial Notes. The Notes shall be known and designated as the “5.75012.5% Senior Subordinated Notes due 2031Due 2017” of the Co-Issuers. The Stated Maturity of the Notes shall be October November 1, 20312017, and the Notes shall bear interest at the rate of 5.75012.5% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for on the Notes. Interest on the Notes is for, payable semi-annually on April May 1 and October November 1 of in each year, commencing on April year beginning November 1, 2025 2008, and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor predecessor Note), ) is registered at the close of business on March April 15 and September October 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) ), interest and interest Special Interest, if any, on the Notes shall be payable at the office or agency of the Issuers Issuer maintained for such purpose within the in The City and State of New York or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest and Special Interest, if any, with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the IssuersIssuer, the Issuers’ Issuer’s office or agency in New York shall be the office of the trustee Trustee maintained for such purpose. Holders shall have the right to require the Co-Issuers to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 10161017. The Notes shall be subject to repurchase pursuant to an Offer to Purchase as provided in Section 1018. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Senior Subordinated Indenture (Infosat Communications LP)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 2.02, 3.13 and 10.11 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7507.875% Senior Notes due 2031Due 2029” of the IssuersIssuer. The Stated Maturity of the principal of Notes shall be October 1December 15, 20312029, and the Notes shall bear interest at the rate of 5.7507.875% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable commencing on the Notes. Interest on the Notes is payable June 15, 2024 and semi-annually thereafter in arrears on April 1 June 15 and October 1 December 15 of each year, commencing on April 1, 2025 and at the applicable Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business (if applicable) on March 15 the June 1 and September 15 December 1 (whether or not a Business Day) immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Paying Agent maintained for such purpose within the City and State of New York as set forth in Section 3.02, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of HoldersHolders or by wire transfer; provided that all payments of principal, premium, if any, and interest with respect to the Notes represented by one or more Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to in accordance with the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepository’s applicable procedures. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 101610.16. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 10.17. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (PennyMac Financial Services, Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 2.02, 3.13 and 10.11 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7506.000% Senior Secured Notes due 2031Due 2027” of the IssuersIssuer. The Stated Maturity of the principal of Notes shall be October 1November 15, 20312027, and the Notes shall bear interest at the rate of 5.7506.000% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable May 15, 2021 and semi-annually thereafter in arrears on April 1 May 15 and October 1 November 15 of each year, commencing on April 1, 2025 and at the applicable Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business (if applicable) on March 15 the May 1 and September 15 November 1 (whether or not a Business Day) immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office offices or agency agencies of the Issuers Issuer maintained for such purpose within the City and State of New York as set forth in Section 3.02, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of HoldersHolders or by wire transfer; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to in accordance with the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepository’s applicable procedures. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 101610.16. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 10.17. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Academy Sports & Outdoors, Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 2.02, 3.13 and 10.11 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7504.500% Senior Secured Notes due 20312029” of the IssuersIssuer. The Stated Maturity of the principal of Notes shall be October 1April 15, 20312029, and the Notes shall bear interest at the rate of 5.7504.500% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable October 15, 2021 and semi-annually thereafter in arrears on April 1 15 and October 1 15 of each year, commencing on April 1, 2025 and at the applicable Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business (if applicable) on March 15 the April 1 and September 15 October 1 (whether or not a Business Day) immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Paying Agent maintained for such purpose within the City and State of New York as set forth in Section 3.02, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of HoldersHolders or by wire transfer; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to in accordance with the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepository’s applicable procedures. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 101610.16. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 10.17. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Ww International, Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 2.02, 3.13 and 10.11 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.750% Senior Notes due Due 2031” of the IssuersIssuer. The Stated Maturity of the principal of Notes shall be October 1September 15, 2031, and the Notes shall bear interest at the rate of 5.750% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable commencing on the Notes. Interest on the Notes is payable March 15, 2022 and semi-annually thereafter in arrears on April 1 March 15 and October 1 September 15 of each year, commencing on April 1, 2025 and at the applicable Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business (if applicable) on the March 15 1 and September 15 1 (whether or not a Business Day) immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Paying Agent maintained for such purpose within the City and State of New York as set forth in Section 3.02, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of HoldersHolders or by wire transfer; provided that all payments of principal, premium, if any, and interest with respect to the Notes represented by one or more Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to in accordance with the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepository’s applicable procedures. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 101610.16. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 10.17. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (PennyMac Financial Services, Inc.)

Title and Terms. The aggregate principal amount of the Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections ‎2.02, 3.13 and ‎10.07 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7504.625% Senior Notes due 20312029” of the IssuersIssuer. The Stated Maturity of the Notes shall be October May 1, 20312029, whether or not a Business Day, and the Notes shall bear interest at the rate of 5.7504.625% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable November 1, 2021 whether or not a Business Day, and semi-annually thereafter on April 1 and October 1 of each year, commencing on April May 1, 2025 whether or not a Business Day, and November 1, whether or not a Business Day, in each year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on March 15 April 15, whether or not a Business Day, and September 15 October 15, whether or not a Business Day, immediately preceding such Interest Payment Date (each, a “Regular Record Date”). Interest on the Notes will accrue from the most recent date to which interest has been paid or, if no interest has been paid, from and including the Issue Date. Interest on the Notes will be computed on the basis of a 360-day year comprised of twelve 30-day months. Each interest period will end on (but not include) the relevant interest payment date. The principal of (and premium, if any) and interest on the Notes shall be payable at the office offices or agency agencies of the Issuers maintained for such purpose within the City and State of New York Issuer set forth in ‎Section 3.02, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to the Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to the accounts specified by Depository. If the due date for any payment in respect of any Notes is not a Business Day at the place at which such payment is due to be paid, the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall thereof will not be the office entitled to payment of the trustee maintained for amount due until the next succeeding Business Day at such purposeplace, and will not be entitled to any further interest or other payment as a result of any such delay. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 1016‎Section 10.12. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in ‎Section 10.13. The Notes shall be redeemable as provided in Article Eleven‎Article 11. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (GMS Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, however that any Additional Notes issued under this Indenture rank pari passu with the Initial Notes, are issued in accordance with Section 303 Sections 202, 312 and 1011 hereof, as part of form a single class with the Initial Notes and shall have the same series terms as to status, redemption or otherwise as the Initial Notes. Any Additional Notes shall be issued pursuant to a supplemental indenture to this Indenture. The Notes shall be known and designated as the “5.7505.875% Senior Notes due 20312024” of the IssuersCompany. The Stated Maturity of the Notes shall be October 1May 15, 20312024, and the Notes shall bear interest at the rate of 5.750% per annum set forth below from July 18May 12, 20242016, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable November 15, 2016 and semi-annually thereafter on April 1 May 15 and October 1 of November 15 in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor predecessor Note), ) is registered at the close of business on March 15 the May 1 and September 15 November 1 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) ), Additional Interest, if any, and interest on the Notes shall be payable at the office or agency of the Issuers Company maintained for such purpose within the City and State of New York or, at the option of the IssuersCompany, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of HoldersRegister; provided that all payments of principal, premium, if any, and interest and Additional Interest, if any, with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary Depository or its nominee will shall be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office and all payments of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the due and punctual payment of principal ofprincipal, premium, if any, and interest on and Additional Interest, if any, with respect to one or more Certificated Notes at Stated Maturity shall be made against presentation of such Certificated Note at the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each office or agency of the GuarantorsCompany maintained for such purpose.

Appears in 1 contract

Sources: Indenture (Kaiser Aluminum Corp)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 202, 312 and 1007 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7505.000% Senior Notes due 20312027” of the IssuersIssuer. The Stated Maturity of the Notes shall be October 1September 30, 20312027, and the Notes shall bear interest at the rate of 5.7505.000% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable March 31, 2020 and semi-annually thereafter on April 1 March 31 and October 1 of September 30 in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on March 15 and September 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office offices or agency agencies of the Issuers maintained for such purpose within the City and State of New York Issuer set forth in Section 302, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepository. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 10161012. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 1013. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Advanced Drainage Systems, Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, however that any Additional Notes issued under this Indenture rank pari passu with the Initial Notes, are issued in accordance with Section 303 Sections 202 and 312 hereof, as part of form a single class with the Initial Notes and shall have the same series terms as to status, redemption or otherwise as the Initial Notes. The Notes shall be known and designated as the “5.7506.50% Senior Notes due 20312026” of the IssuersCompany. The Stated Maturity of the Notes shall be October June 1, 20312026, and the Notes shall bear interest at the rate of 5.750% per annum set forth below from July 18May 20, 20242016, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable December 1, 2016 and semi-annually thereafter on April June 1 and October December 1 of in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor predecessor Note), ) is registered at the close of business on March the May 15 and September November 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) ), Additional Interest, if any, and interest on the Notes shall be payable at the office or agency of the Issuers Company maintained for such purpose within the City and State of New York or, at the option of the IssuersCompany, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of HoldersRegister; provided that all payments of principal, premium, if any, and interest and Additional Interest, if any, with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary Depository or its nominee will shall be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office and all payments of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the due and punctual payment of principal ofprincipal, premium, if any, and interest on and Additional Interest, if any, with respect to one or more Certificated Notes at Stated Maturity shall be made against presentation of such Certificated Note at the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each office or agency of the GuarantorsCompany maintained for such purpose.

Appears in 1 contract

Sources: Indenture (HomeStreet, Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 2.02, 3.13 and 10.11 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7505.500% Senior Notes due 20312028” of the IssuersIssuer. The Stated Maturity of the principal of Notes shall be October 1August 15, 20312028, and the Notes shall bear interest at the rate of 5.7505.500% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable commencing on the Notes. Interest on the Notes is payable February 15, 2021 and semi-annually thereafter in arrears on April 1 February 15 and October 1 August 15 of each year, commencing on April 1, 2025 and at the applicable Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business (if applicable) on March 15 the February 1 and September 15 August 1 (whether or not a Business Day) immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office offices or agency agencies of the Issuers Issuer maintained for such purpose within the City and State of New York as set forth in Section 3.02, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of HoldersHolders or by wire transfer; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to in accordance with the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepository’s applicable procedures. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 101610.16. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 10.17. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Mr. Cooper Group Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section 303 hereof, as part of the same series as the Notes. The Notes shall be known and designated as the “5.7505.250% Senior Notes due 20312030” of the Issuers. The Stated Maturity of the Notes shall be October 1March 15, 20312030, and the Notes shall bear interest at the rate of 5.7505.250% per annum from July 18January 31, 20242025, or from the most recent Interest Payment Date to which interest has been paid or duly provided for on the Notes. Interest on the Notes is payable semi-annually on April 1 March 15 and October 1 September 15 of each year, commencing on April 1September 15, 2025 and at the applicable Stated Maturity, until the principal of such Note is paid or duly provided for and to the Person in whose name such Note (or any Predecessor Note), is registered at the close of business on March 15 1 and September 15 1 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers maintained for such purpose within the City and State of New York or, at the option of the Issuers, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Aircastle LTD)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, however that any Additional Notes issued under this Indenture are shall rank pari passu with the Initial Notes, shall be issued in accordance with Section 303 Sections 2.2 and 3.12 hereof, shall form a single series with the Initial Notes and (except as part of set forth in Section 3.12) shall have the same series terms as to status, redemption or otherwise as the Initial Notes. The Notes shall be known and designated as the “5.7508.875% Senior Notes due 20312027” of the IssuersIssuer. The Stated Maturity of the Notes shall be October September 1, 20312027, and the Notes shall bear interest at the rate of 5.750% per annum set forth below from July 18August 26, 20242022, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable March 1, 2023 and semi-annually thereafter on April March 1 and October September 1 of in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on March the February 15 and September August 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal initial annual interest rate of (and premium, if any) and interest 8.875% per annum is subject to adjustment as described below based on certain changes to the ratings of the Notes shall be payable at the office or agency of the Issuers maintained for such purpose within the City and State of New York or, at the option of the Issuers, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016Designated NRSROs. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the due and punctual payment of principal of, premium, if any, and annual interest rate on the Notes payable will increase by 1.00% from the Issuers initial annual interest rate beginning on the first day of any Six-Month Interest Period (as defined below) if as of the last day of the immediately preceding Six-Month Interest Period the Notes either have a Non-IG Rating (as defined below) or the Notes have no rating from any Designated NRSRO (such interest rate increase, a “Credit Rating Interest Increase”). Notwithstanding the prior sentence, if ▇▇▇▇-▇▇▇▇▇ Ratings Company ceases to be a Designated NRSRO, or discontinues or otherwise no longer provides credit ratings for Parent Guarantor, the Notes, or the industry sector of Parent Guarantor, and such cessation, discontinuance or other lapse in such credit rating is irrevocably and unconditionally guaranteednot the result of any action, inaction or other fault of the Issuer or the Guarantors, such cessation, discontinuance or other lapse in such credit rating will not trigger a Credit Rating Interest Increase. In the event the annual interest rate on the Notes increases due to a downgrade or because the Notes have no rating from any Designated NRSRO, the rate will revert to the extent set forth herein, by each initial annual interest rate beginning on the first day of any Six-Month Interest Period if as of such day the Notes have at least a Triple-B Rating (as defined below). The Issuer will notify the Trustee and the Holders in writing of any change in the ratings of the Guarantors.Notes requiring a change in the interest rate on the Notes and the effective dates thereof, and in no event will the Trustee be responsible for monitoring the ratings of the Notes, determining whether any interest rate on the Notes is subject to change or notifying Holders of any of the foregoing. Further, in no circumstances will the annual interest rate exceed the initial annual interest rate by more than 1.00% due to changes in ratings of the Notes or the Notes not having a rating from a Designated NRSRO, and in no event will it ever be less than the initial rate. For purposes of this Indenture, the following terms are defined thus:

Appears in 1 contract

Sources: Indenture (Great Ajax Corp.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 2.02, 3.13 and 10.11 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7505.125% Senior Notes due 20312030” of the IssuersIssuer. The Stated Maturity of the principal of Notes shall be October 1December 15, 20312030, and the Notes shall bear interest at the rate of 5.7505.125% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable commencing on the Notes. Interest on the Notes is payable June 15, 2021 and semi-annually thereafter in arrears on April 1 June 15 and October 1 December 15 of each year, commencing on April 1, 2025 and at the applicable Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business (if applicable) on March 15 the June 1 and September 15 December 1 (whether or not a Business Day) immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office offices or agency agencies of the Issuers Issuer maintained for such purpose within the City and State of New York as set forth in Section 3.02, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of HoldersHolders or by wire transfer; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to in accordance with the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepository’s applicable procedures. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 101610.16. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 10.17. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Mr. Cooper Group Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued delivered under this Indenture Indenture, except for Notes authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Notes pursuant to this Indenture, is not limitedlimited to $50,000,000; provided, howeverthat subject to applicable law, that any Additional Notes issued under this Indenture are issued in accordance with Section 303 hereof, as part the maximum aggregate principal amount of the same Notes hereunder may be increased from time to time, if, when and as authorized by a Board Resolution and upon delivery to the Trustee of a Company Order. Unless the context otherwise requires, Original Notes and the Exchange Notes of like tenor and terms shall constitute one series as for all purposes under the NotesIndenture, including with respect to any amendment, waiver, acceleration or other Act of the Holders. The Notes shall be known and designated as the “5.750"7.25% Senior Notes due 2031” 2034" of the IssuersCompany. The Their Stated Maturity of the Notes shall be October 1November 15, 20312034, and the Notes they shall bear interest at the rate of 5.7507.25% per annum annum, from July 18November 16, 2024, 2004 or from and including the most recent Interest Payment Date to which interest has been paid or duly provided for on for, as the Notes. Interest on the Notes is case may be, payable semi-annually on April 1 May 15 and October 1 of each yearNovember 15, commencing on April 1May 15, 2025 and at the applicable Stated Maturity2005, until and excluding such date on which the principal of such Note thereof is paid or duly provided made available for and to the Person payment. All amounts payable in whose name such Note (or any Predecessor Note), is registered at the close respect of business on March 15 and September 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable made in United States dollars. Payment of the principal of, and interest on, the Notes shall be made, subject to surrender of the Note in the case of payment of principal at the office or agency of the Issuers Company maintained for such that purpose within the in The City and State of New York orYork, at the option of the Issuers, payment of interest may be made by check mailed to the Holders at their respective addresses set forth address of the Person entitled thereto as such address shall appear in the Register, or in such other manner as may be mutually acceptable to the Company and the Trustee; provided, however, upon written request by any Holder given to the Trustee not later than 15 days prior to the Stated Maturity of principal or interest, payment of principal or interest due at the Stated Maturity may be made, subject to surrender of the Note Register in the case of Holders; provided that all payments payment of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of in immediately available funds at such place and to the accounts specified by the Holder or Holders thereof. Until otherwise such account as may be designated by the IssuersPerson entitled thereto pursuant to Section 3.09. As provided in Article 11, the Issuers’ office or agency in New York shall Notes may not be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notesredeemed, in whole or in part, in at the event option of a Change in Control pursuant either the Company or any Holder prior to the Stated Maturity. The provisions for Defeasance of the Notes under Section 101612.02 and Covenant Defeasance of the Notes under Section 12.03, apply to the Notes. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the due rank pari passu with other existing and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each future unsecured senior indebtedness of the GuarantorsCompany.

Appears in 1 contract

Sources: Indenture (Selective Insurance Group Inc)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 3.03 and 10.10 hereof, as part of the same series as the Notes. The Notes shall be known and designated as the “5.7509.750% Senior Notes due 20312017” of the IssuersIssuer. The Stated Maturity of the Notes shall be October 1May 15, 20312017, and the Notes shall bear interest at the rate of 5.7509.750% per annum from July 18May 10, 20242010, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable November 15, 2010 and semi-annually thereafter on April 1 May 15 and October 1 of November 15 in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on March 15 November 1 and September 15 May 1 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and of, premium, if any) , and interest and Additional Interest, if any, on the Notes shall be payable at the office or agency of the Issuers Issuer maintained for such purpose within the City and State of New York or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, interest and interest Additional Interest, if any, with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the IssuersIssuer, the Issuers’ Issuer’s office or agency in New York shall will be the office of the trustee Trustee maintained for such purpose. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 101610.15. The Notes shall be subject to repurchase pursuant to an offer to purchase as provided in Section 10.16. The Notes shall be redeemable as provided in Article Eleven11. If the Notes are guaranteed, the The due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Lantheus MI Intermediate, Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 2.02, 3.13, 10.11 and 10.12 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7509.000% Senior Secured Second Lien Notes due 20312026” of the IssuersIssuer. The Stated Maturity of the principal of the Notes shall be October April 1, 20312026, and the Notes shall bear interest at the rate of 5.7509.000% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, initially payable on the Notes. Interest on the Notes is payable October 1, 2019 and semi-annually thereafter in arrears on April 1 and October 1 of each year, commencing on April 1, 2025 and at the applicable Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business (if applicable) on the March 15 and September 15 (whether or not a Business Day) immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Paying Agent maintained for such purpose within the City and State of New York as set forth in Section 3.02, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of HoldersHolders or by wire transfer; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to in accordance with the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the GuarantorsDepository’s applicable procedures.

Appears in 1 contract

Sources: Indenture (Manitowoc Co Inc)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, however that any Additional Notes issued under this Indenture rank pari passu with the Initial Notes, are issued in accordance with Section 303 Sections 202, 312 and 1011 hereof, as part of form a single class with the Initial Notes and shall have the same series terms as to status, redemption or otherwise as the Initial Notes. Any Additional Notes shall be issued pursuant to a supplemental indenture to this Indenture. The Notes shall be known and designated as the “5.7504.625% Senior Notes due 20312028” of the IssuersCompany. The Stated Maturity of the Notes shall be October March 1, 20312028, and the Notes shall bear interest at the rate of 5.750% per annum set forth below from July 18November 26, 20242019, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable March 1, 2020 and semi-annually thereafter on April March 1 and October September 1 of in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor predecessor Note), ) is registered at the close of business on March the February 15 and September August 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Company maintained for such purpose within the City and State of New York or, at the option of the IssuersCompany, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of HoldersRegister; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary Depository or its nominee will shall be made by wire transfer of immediately available funds to the accounts within the United States as specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office and all payments of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the due and punctual payment of principal ofprincipal, premium, if any, and interest on with respect to one or more Certificated Notes at Stated Maturity shall be made against presentation of such Certificated Note at the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each office or agency of the GuarantorsCompany maintained for such purpose.

Appears in 1 contract

Sources: Indenture (Kaiser Aluminum Corp)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section Sections 303 and 1011 hereof, as part of the same series as the Notes. The Notes shall be known and designated as the “5.75011% Senior Secured Notes due 20312019” of the Issuers. The Stated Maturity of the Notes shall be October 1August 15, 20312019, and the Notes shall bear interest at the rate of 5.75011% per annum from July 18August 9, 20242012, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable February 15, 2013 and semi-annually thereafter on April 1 February 15 and October 1 of August 15 in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on March 15 the February 1 and September 15 August 1 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers maintained for such purpose within the City and State of New York or, at the option of the Issuers, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest interest, if any, with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 10161017. The Notes shall be subject to repurchase pursuant to an offer to purchase as provided in Section 1018. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (TRAC Intermodal LLC)

Title and Terms. (a) The aggregate principal amount of 2022 Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section 303 hereof, as part of the same series as the Notes. The 2025 Notes shall be known and designated as the “5.7503.250% Senior Notes due 20312022” and the “4.500% Senior Notes due 2025” of the IssuersIssuer, respectively. The Stated Maturity aggregate principal amount that may be authenticated and delivered under this Supplemental Indenture of (i) the 2022 Notes is limited to €700,000,000 and (ii) the 2025 Notes is limited to €900,000,000; except, in each case, for Add On Notes of the applicable series issued in accordance with Section 2.9 and Notes of any series authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes of the same series pursuant to Section 2.5. The Notes of each series shall be issuable in minimum denominations of €100,000 principal amount and integral multiples of €1,000 in excess of €100,000. (b) The 2022 Notes shall mature on April 15, 2022 and the 2025 Notes shall mature on March 1, 2025. (c) Interest on the Notes shall accrue from March 14, 2018, at the Interest Rate applicable to Notes of such series until the principal thereof is paid or made available for payment. Interest shall be payable semi-annually in arrears on each Interest Payment Date. (d) Interest on the Notes shall be October 1, 2031, and the Notes shall bear interest at the rate of 5.750% per annum from July 18, 2024, or from the most recent Interest Payment Date to which interest has been paid or duly provided for computed on the Notes. Interest on the Notes is payable semibasis of a 360-annually on April 1 and October 1 day year of each year, commencing on April 1, 2025 and at the applicable Stated Maturity, until the principal twelve 30-day months. (e) A Holder of such any Note is paid or duly provided for and to the Person in whose name such Note (or any Predecessor Note), is registered at the close of business on March 15 and September 15 immediately preceding a Regular Record Date shall be entitled to receive interest on such Note on the corresponding Interest Payment Date Date. (each, a “Regular Record Date”)f) Payments on the Global Notes will be made through the Paying Agent. The principal of (and premium, if any) and interest Payments on the Notes shall will be payable made in Euros at the specified office or agency of the Issuers maintained for such purpose within the City and State of New York or, at the option of the Issuers, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of HoldersPaying Agent; provided that all such payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes deposited with and registered in the name of or held by the Common Depositary or its nominee for the accounts of Euroclear and Clearstream, will be made by wire transfer of immediately available funds to the accounts account specified in writing by the holder or holders thereof to the Common Depositary. (g) Payments on Definitive Notes, shall be payable at the office or agency of the Issuer maintained for such purpose, initially the specified office or agency of the Paying Agent and, at the option of the Issuer, may be made by wire transfer to the account specified by the Holder or Holders thereof. Until otherwise designated by thereof as notified to the Issuers, Paying Agent in writing at least 15 days prior to the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016. relevant payment date. (h) The Notes shall be redeemable at the option of the Issuer as provided in Article Eleven. If the Notes are guaranteed, the due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors4.

Appears in 1 contract

Sources: First Supplemental Senior Indenture (Teva Pharmaceutical Industries LTD)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 202 and 1011 hereof, as part of the same series as the Initial Notes. The Notes shall be known and designated as the “5.7506.875% Senior Notes due 20312022” of the IssuersIssuer. The Stated Maturity of the Notes shall be October August 1, 20312022, and the Notes shall bear interest at the rate of 5.7506.875% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for on the Notes. Interest on the Notes is for, payable semi-annually on April February 1 and October August 1 of in each year, commencing on April year beginning February 1, 2025 2016, and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor predecessor Note), ) is registered at the close of business on March January 15 and September July 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Issuer maintained for such purpose within the in The City and State of New York or, solely with respect to certificated Notes, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the IssuersIssuer, the Issuers’ Issuer’s office or agency in New York shall will be the office of the trustee Trustee maintained for such purpose. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 10161017. The Notes shall be subject to repurchase pursuant to an Offer to Purchase as provided in Section 1018. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Liberty Global PLC)

Title and Terms. The aggregate principal amount Principal Amount of Notes which that may be authenticated and issued delivered under this Indenture is not limited; providedinitially limited to $[•], howeverexcept for Notes authenticated and delivered upon registration or transfer of, that any Additional or in exchange for, or in lieu of, other Notes issued under this Indenture are issued in accordance with Section 303 hereofpursuant to Sections 2.06, 2.07, 2.08, 5.06 and 10.06. The 2009 Notes shall be designated as part “Floating Rate Senior Notes due 2009,” the 2011 Notes shall be designated as “[•]% Senior Notes due 2011” and the 2016 Notes shall be designated as “[•]% Senior Notes due 2016.” The 2009 Notes, the 2011 Notes and the 2016 Notes shall each represent a separate series of the same series as the Notes. The Notes of each series shall be known rank equally and designated as pari passu with the “5.750% Senior Notes due 2031” of each other series and with all other unsecured and unsubordinated debt of the IssuersCompany. The Stated Maturity of the Notes shall be October 1, 2031, Principal Amount and the Notes shall bear interest at the rate of 5.750% per annum from July 18, 2024, or from the most recent Interest Payment Date to which interest has been paid or duly provided for on the Notes. Interest on the Notes is payable semi-annually on April 1 and October 1 of each year, commencing on April 1, 2025 and at the applicable Stated Maturity, until the principal of such Note is paid or duly provided for and to the Person in whose name such Note (or any Predecessor Note), is registered at the close of business on March 15 and September 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and accrued interest on the Notes shall be payable at the office or agency of the Issuers Company in The City of New York maintained for such purpose within and at any other office or agency maintained by the City and State Company for such purpose; provided that, except in the case of New York ora Global Note, at the option of the Issuers, payment of Company will pay interest may be made (i) by check mailed to the Holders at their respective addresses set forth address of the Person entitled thereto as such address shall appear in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made (ii) by wire transfer of 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 accounts specified place and account designated in writing at least 15 calendar days prior to the interest payment date by the Holder Person entitled thereto as specified in the Note Register. If the Stated Maturity or Holders thereof. Until otherwise designated by the IssuersRedemption Date for any Note falls on a day that is not a Business Day, the Issuers’ office payment of principal and interest will be made on the next succeeding Business Day, and no interest on such payment shall accrue for the period from and after the Stated Maturity or agency Redemption Date, as the case may be. If an interest payment date for the 2011 Notes or the 2016 Notes falls on a day that is not a Business Day, the interest payment shall be postponed to the next succeeding Business Day, and no interest on such payment shall accrue for the period from and after such interest payment date. If an interest payment date for the 2009 Notes falls on a day that is not a Business Day, the interest payment date shall be postponed to the next succeeding Business Day unless such next succeeding Business Day would be in New York the following month, in which case, the interest payment date shall be the office of immediately preceding Business Day. Interest on the trustee maintained for such purpose. Holders shall have Notes will be paid to but excluding the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016relevant interest payment date. The Notes shall be redeemable as provided in Article Eleven. If not have the Notes are guaranteed, the due and punctual payment benefit of principal of, premium, if any, and interest on the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantorsa sinking fund.

Appears in 1 contract

Sources: Indenture (Seagate Technology HDD Holdings)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided$30,000,000. The terms and provisions contained in the Notes shall constitute, howeverand are hereby expressly made, that a part of this Indenture, and the Issuer and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any Additional Notes issued under provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture are issued in accordance with Section 303 hereof, as part of the same series as the Notesshall govern and be controlling. The Notes shall be known and designated as the “5.75010.75% Senior Step-Up Notes due 20312023” of the IssuersIssuer. The Stated Maturity of the principal of Notes shall be October 1June 15, 20312023; provided, and that if the Indebtedness outstanding under the Senior Credit Agreement is extended, renewed, refunded, refinanced, replaced, defeased or discharged (such date, the “Refinance Date”), the Stated Maturity of the principal of Notes shall be June 15, 2022. The Notes shall bear interest at the rate of 5.75010.75% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for; provided, that the Notes shall bear interest at the rate of 13.00% per annum beginning on the Notesearlier of (i) December 15, 2020 and (ii) if the Refinance Date has occurred, the later of the Refinance Date and June 15, 2020. Interest on the Notes is shall be payable semi-annually on April 1 September 15, 2018 and October 1 quarterly thereafter in arrears on March 15, June 15, September 15 and December 15 of each year, commencing on April 1, 2025 and at the applicable Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business (if applicable) on the March 15 1, June 1, September 1 and September 15 December 1 (whether or not a Business Day) immediately preceding such Interest Payment Date (each, a “Regular Record Date”). Any changes to the terms of the Notes under this Section 3.01 shall be evidenced by an Officer’s Certificate. The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Paying Agent maintained for such purpose within the City and State of New York as set forth in Section 3.02, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of HoldersHolders or by wire transfer; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to in accordance with the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016Depository’s applicable procedures. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (International Seaways, Inc.)

Title and Terms. The (a) Subject to the provisions of this Indenture and applicable law, the aggregate principal amount of Notes which may be authenticated and issued delivered under this Indenture is not limited; providedunlimited. The Company may issue Exchange Notes from time to time pursuant to an exchange offer, howeverin each case pursuant to a Board Resolution and subject to Section 303, that in authorized denominations in exchange for a like principal amount of Original Notes and Additional Notes, if any. Upon any Additional such exchange, the Original Notes issued under this Indenture are issued shall be cancelled in accordance with Section 303 hereof, as part of the same series as the Notes309 and shall no longer be deemed Outstanding for any purpose. The Company may from time to time issue Additional Notes pursuant to a Board Resolution and subject to Section 312. (b) The Notes (including Additional Notes) shall be known and designated as the “5.750% Senior Subordinated Notes due 20312013” of the IssuersCompany. The Stated Maturity of the Notes Their final maturity date shall be October March 1, 2031, 2013 and the Notes they shall bear interest at the rate of 5.750% per annum annum, from July 18February 24, 20242005, or from the most recent Interest Payment Date to which interest has been paid or duly provided for on for, as the Notes. Interest on the Notes is case may be, regardless of when issued, payable semi-annually in arrears on April March 1 and October September 1, commencing September 1, 2005, until the principal thereof is paid or made available for payment. Notwithstanding the foregoing, Special Interest shall be payable on the Notes under the circumstances and in the manner specified in the Registration Rights Agreement. Accrued Special Interest, if any, shall be paid in cash in arrears semi-annually on March 1 and September 1 of each year. Whenever in this Indenture there is mentioned, commencing on April 1in any context, 2025 and at the applicable Stated Maturityinterest on, until the principal or in respect of, any Note, such mention shall be deemed to include mention of such Note is paid or duly provided for and Special Interest to the Person extent that, in whose name such Note context, Special Interest is, was or would be accrued or payable in respect thereof and express mention of Special Interest in any provisions hereof shall not be construed as excluding Special Interest in those provisions hereof where such express mention is not made. (or any Predecessor Note), is registered at the close of business on March 15 and September 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). c) The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Company in The City of New York, New York, maintained for such purpose within or at any other office or agency maintained by the City and State Company for such purpose (which shall initially be an office or agency of New York orthe Trustee); provided, however, that at the option of the Issuers, payment of Company interest may be made paid (1) by check mailed to the Holders at their respective addresses set forth address of the Person entitled thereto as such address shall appear in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made (2) by wire transfer of immediately available funds to an account located in the accounts specified United States maintained by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. payee. (d) Holders shall have the right to require the Issuers Company to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 10161015. The Notes shall be subject to repurchase by the Company pursuant to a Prepayment Offer as provided in Sections 1013. (e) The Notes shall be redeemable as provided in Article Eleven. If Eleven and in the Notes are guaranteed, the Notes. (f) The due and punctual payment of principal of, and premium, if any, and interest on the Notes payable by the Issuers Company is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Notes Guarantors. (g) The Notes shall be subject to defeasance at the option of the Company as provided in Article Thirteen. (h) The Notes do not have the benefit of any sinking fund obligation. (i) Unless the context otherwise requires, the Original Notes, the Additional Notes and the Exchange Notes shall constitute one class and series of securities for all purposes under this Indenture, including with respect to any amendment, waiver, acceleration or other Act of Holders or, redemption, Prepayment Offer or Change of Control Offer.

Appears in 1 contract

Sources: Indenture (Sanmina-Sci Corp)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 2.02, 3.13, 10.11 and 10.12 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7509.250% Senior Secured Second Lien Notes due 2031” of the IssuersIssuer. The Stated Maturity of the principal of the Notes shall be October 1, 2031, and the Notes shall bear interest at the rate of 5.7509.250% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, initially payable on the Notes. Interest on the Notes is payable April 1, 2025 and semi-annually thereafter in arrears on April 1 and October 1 of each year, commencing on April 1, 2025 and at the applicable Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business (if applicable) on the March 15 and September 15 (whether or not a Business Day) immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Paying Agent maintained for such purpose within the City and State of New York as set forth in Section 3.02, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of HoldersHolders or by wire transfer; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to in accordance with the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the GuarantorsDepository’s applicable procedures.

Appears in 1 contract

Sources: Indenture (Manitowoc Co Inc)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 202, 312 and 1011 hereof, as part of the same series as the Initial Notes. The Notes shall be known and designated as the “5.7507.750% Senior Notes due 2031Due 2021” of the IssuersCompany. The Stated Maturity of the Notes shall be October May 1, 20312021, and the Notes shall bear interest at the rate of 5.7507.750% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest November 1, 2013 and semi annually thereafter on the Notes is payable semi-annually on April May 1 and October November 1 of in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on March April 15 and September October 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Company maintained for such purpose within the City and State of New York or, at the option of the IssuersCompany, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the IssuersCompany, the Issuers’ Company’s office or agency in New York shall be the office of the trustee Trustee maintained for such purpose. Holders shall have the right to require the Issuers Company to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 1016. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 1017. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Company is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Affinia Group Intermediate Holdings Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section Sections 303 and 1011 hereof, as part of the same series as the Notes. The Notes shall be known and designated as the “5.7509.25% Senior Secured Notes due 20312017” of the IssuersCompany. The Stated Maturity of the Notes shall be October July 1, 20312017, and the Notes shall bear interest at the rate of 5.7509.25% per annum from July 18June 23, 20242009, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable January 1, 2010 and semi-annually thereafter on April July 1 and October January 1 of in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on March the June 15 and September December 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Company maintained for such purpose within the in The City and State of New York or, at the option of the IssuersCompany, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest interest, if any, with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the IssuersCompany, the Issuers’ Company’s office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers Company to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 10161017. The Notes shall be subject to repurchase pursuant to an offer to purchase as provided in Section 1018. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers Company is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Railamerica Inc /De)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 202 and 313 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7504.375% Senior Unsecured Notes due 2031Due 2028” of the IssuersIssuer. The Stated Maturity of the Notes shall be October 1April 15, 20312028, and the Notes shall bear interest at the rate of 5.7504.375% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable semi-annually October 15, 2020 and semiannually thereafter on April 1 15 and October 1 of 15 in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on March 15 April 1 and September 15 October 1 immediately preceding such Interest Payment Date Date, whether or not a Business Day (each, a “Regular Record Date”). The principal of (of, and premium, if any) , and interest on on, the Notes shall be payable at the office offices or agency agencies of the Issuers maintained for such purpose within the City and State of New York Issuer set forth in Section 302, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of HoldersRegister; provided provided, however, that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepositary. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control Repurchase Event pursuant to Section 10161013. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, and premium, if any, and interest on on, the Notes payable by the Issuers Issuer is irrevocably fully and unconditionally guaranteedGuaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Entegris Inc)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued delivered under this Indenture is not limited; providedlimited to U.S.$500 million (of which U.S.$250 million shall be issued, howeverauthenticated and delivered the date hereof), that any Additional except for Notes issued under this Indenture are issued authenticated and delivered upon registration of transfer of, or in accordance with exchange for, or in lieu of, other Notes pursuant to Section 303 hereof304, as part of the same series as the Notes305, 308, 906, 1010 or 1108. The Notes shall be known and designated as the “5.7508.50% Senior Notes due 2031February 1, 2011” of the IssuersCompany. The Stated Maturity of the Notes shall be October mature February 1, 2031, 2011 and the Notes they shall bear interest at the rate of 5.7508.50% per annum from July 18January 19, 20242001, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest August 1, 2001 and semiannually thereafter on the Notes is payable semi-annually on April February 1 and October August 1 of in each year, commencing on April 1, 2025 year and at the applicable Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such Note (or any Predecessor Note), is registered at the close of business on March 15 and September 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”)for. The principal of (and of, premium, if any) , and interest on the Notes shall be payable at the office or agency of the Issuers Company maintained for such purpose within in the Borough of Manhattan, The City and State of New York orYork, or at such other office or agency of the Company as may be maintained for such purpose; provided, however, that, at the option of the IssuersCompany, payment of interest may be made paid by check mailed to the Holders at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for Persons entitled thereto as such purpose. Holders addresses shall have appear on the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016Security Register. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the due and punctual payment of All references in this Indenture to principal of, premiumpremium and interest in respect of Notes shall, unless the context otherwise requires, be deemed to mean and include all Additional Amounts, if any, and interest on payable in respect thereof as set forth in Section 1008. Additional Notes ranking pari passu with the Notes payable issued the date hereof may be created and issued from time to time by the Issuers is irrevocably and unconditionally guaranteed, Company without notice or consent to the extent set forth hereinHolders and shall be consolidated with and form a single series with the Notes initially issued and shall have the same terms as to status, by each redemption or otherwise as the Notes originally issued, provided that, the aggregate principal amount of Notes issued shall be no more than U.S.$500 million; and provided further that, the GuarantorsCompany's ability to issue Additional Notes shall be subject to the Company's compliance with Section 1011. Any Additional Notes shall be issued with the benefit of an indenture supplemental to this Indenture.

Appears in 1 contract

Sources: Indenture (Tembec Industries Inc)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 202, 312 and 1011 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7505.375% Senior Notes due 20312026” of the IssuersIssuer. The Stated Maturity of the Notes shall be October 1July 15, 20312026, and the Notes shall bear interest at the rate of 5.7505.375% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable July 15, 2018 and semi-annually thereafter on April 1 January 15 and October 1 of July 15 in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on March 15 January 1 and September 15 July 1 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office offices or agency agencies of the Issuers maintained for such purpose within the City and State of New York Issuer set forth in Section 302, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepository. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 1016. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 1017. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (BWX Technologies, Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 2.02, 3.13 and 10.11 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7505.75% Senior Notes due 2031” of the IssuersIssuer. The Stated Maturity of the principal of Notes shall be October 1November 15, 2031, and the Notes shall bear interest at the rate of 5.7505.75% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable commencing on the Notes. Interest on the Notes is payable May 15, 2022 and semi-annually thereafter in arrears on April 1 May 15 and October 1 November 15 of each year, commencing on April 1, 2025 and at the applicable Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business (if applicable) on March 15 the May 1 and September 15 November 1 (whether or not a Business Day) immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office offices or agency agencies of the Issuers Issuer maintained for such purpose within the City and State of New York as set forth in Section 3.02, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of HoldersHolders or by wire transfer; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to in accordance with the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepository’s applicable procedures. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 101610.16. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 10.17. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Mr. Cooper Group Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 202, 312 and 1007 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7506.375% Senior Notes due 20312030” of the IssuersIssuer. The Stated Maturity of the Notes shall be October 1June 15, 20312030, and the Notes shall bear interest at the rate of 5.7506.375% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable January 15, 2023 and semi-annually thereafter on April 1 January 15 and October 1 of July 15 in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on March 15 January 1 and September 15 July 1 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office offices or agency agencies of the Issuers maintained for such purpose within the City and State of New York Issuer set forth in Section 302, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepository. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 10161012. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 1013. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the 45 The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Advanced Drainage Systems, Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 202 and 313 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7504.625% Senior Unsecured Notes due 2031Due 2026” of the IssuersIssuer. The Stated Maturity of the Notes shall be October 1February 10, 20312026, and the Notes shall bear interest at the rate of 5.7504.625% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest February 15, 2018 and semiannually thereafter on the Notes is payable semi-annually on April 1 February 15 and October 1 of August 15 in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on March 15 February 1 and September 15 August 1 immediately preceding such Interest Payment Date Date, whether or not a Business Day (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office offices or agency agencies of the Issuers maintained for such purpose within the City and State of New York Issuer set forth in Section 302, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of HoldersRegister; provided provided, however, that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepository. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control Repurchase Event pursuant to Section 10161013. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably fully and unconditionally guaranteedGuaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Entegris Inc)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 202 and 1011 hereof, as part of the same series as the Initial Notes. The Notes shall be known and designated as the “5.7506.500% Senior Notes due 20312027” of the Co-Issuers. The Stated Maturity of the Notes shall be October 115, 20312027, and the Notes shall bear interest at the rate of 5.7506.500% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for on the Notes. Interest on the Notes is for, payable semi-annually in arrears on April 1 15 and October 1 of 15 in each year, commencing on April 115, 2025 2020, and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor predecessor Note), ) is registered at the close of business on March 15 April 1 and September 15 October 1 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). Interest on the Notes will accrue from the most recent date to which interest has been paid or, if no interest has been paid, from the Issue Date. The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Issuer maintained for such purpose within the City and State of New York or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary DTC or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereofin accordance with DTC’s applicable procedures. Until otherwise designated by the IssuersIssuer, the Issuers’ Issuer’s office or agency in New York shall will be the office of the trustee Trustee maintained for such purpose. Holders shall have the right to require the Co-Issuers to purchase their Notes, in whole or in part, in the event of a Change in of Control Triggering Event pursuant to Section 10161017. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 1018. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Telesat Canada)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued delivered under this Indenture is not limited; providedlimited to $190.0 million, howeverexcept for Notes authenticated and delivered upon registration of transfer of, that any Additional or in exchange for, or in lieu of, other Notes issued under this Indenture are issued pursuant to Section 304, 305, 306, 906 or 1108 or in accordance connection with Section 303 hereofan Asset Sale Offer or Change of Control Offer pursuant to Sections 1015 or 1014, as part of the same series as the Notesrespectively. The Initial Notes shall be known and designated as the “5.750"13% Series A Senior Subordinated Notes due 2031” 2009" of the Issuers. The Stated Maturity of Company and the Exchange Notes shall be October 1known and designated as the "13% Series B Senior Subordinated Notes due 2009" of the Company. Their Stated Maturity shall be August 15, 2031, 2009 and the Notes they shall bear interest at the rate of 5.75013% per annum from July 18, 2024, or from the most recent Interest Payment Date to which and interest has been paid or duly provided for on the Notes. Interest on the Notes is shall be payable in cash semi-annually in arrears on April 1 February 15 and October 1 of each yearAugust 15, commencing on April 1February 15, 2025 2000. The Company shall make each interest payment to the holders of record on the immediately preceding February 1 and August 1 until the principal thereof is paid or made available for payment, and at the applicable Stated Maturityrate of 13% per annum on any overdue principal and premium, if any, and on any overdue installment of interest and Liquidated Damages, if any, until paid. The Notes shall be senior subordinated unsecured obligations of the principal Company, are subordinated in right of such Note is paid payment to all existing and future Senior Indebtedness of the Company and shall rank senior or duly provided for PARI PASSU in right of payment with all existing and future subordinated Indebtedness of the Company. Holders shall be entitled to the Person benefits of the Subsidiary Guarantees. If a Holder has given wire transfer instruction to the Company, the Company shall make all principal, premium and interest payment on the Holder's Notes in whose name accordance with such Note (or any Predecessor Note), is registered at instruction. All other payments of the close of business on March 15 and September 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest (and Liquidated Damages, if any) on the Notes shall be payable at the office or agency of the Issuers maintained for such purpose Paying Agent and Registrar within the City and State of New York ormaintained for such purpose and at any other office or agency maintained by the Company for such purpose; PROVIDED, HOWEVER, that at the option of the Issuers, Company payment of interest may be made by check mailed to the Holders at their respective addresses set forth address of the Person entitled thereto as such address shall appear in the Note Register of Register. The Company initially appoints the Trustee as the Paying Agent and the Registrar. The Company may change the Paying Agent or Registrar without prior notice to the Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one the Company or more Global Notes registered any of its Subsidiaries may act as Paying Agent or Registrar. The Company shall notify the Trustee in writing of the name and address of any Registrar or held by the Depositary or its nominee will be made by wire transfer of immediately available funds Paying Agent not a party to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016this Indenture. The Notes shall be redeemable subject to repurchase by the Company pursuant to an Asset Sale Offer or Change of Control Offer, respectively, as provided in Sections 1015 and 1014. The Notes shall be subject to defeasance at the option of the Company as provided in Article Eleven. If the Notes are guaranteed, the due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the GuarantorsTwelve.

Appears in 1 contract

Sources: Indenture (Oci Holdings Inc)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section 303 202 hereof, as part of the same series as the Initial Notes. The Notes shall be known and designated as the “5.7507.375% Senior Secured Notes due 20312025” of the IssuersCompany. The Stated Maturity of the Notes shall be October June 1, 20312025, and the Notes shall bear interest at the rate of 5.7507.35% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for on the Notes. Interest on the Notes is for, payable semi-annually in arrears on April June 1 and October December 1 of in each year, commencing on April December 1, 2025 2020, and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor predecessor Note), ) is registered at the close of business on March May 15 and September November 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). Interest on the Notes will accrue from the most recent date to which interest has been paid or, if no interest has been paid, from the Issue Date. The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Company maintained for such purpose within the City and State of New York or, at the option of the IssuersCompany, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary DTC or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereofin accordance with DTC’s applicable procedures. Until otherwise designated by the IssuersCompany, the Issuers’ Company’s office or agency in New York shall will be the office of the trustee Trustee maintained for such purpose. Holders shall have the right to require the Issuers Company to purchase their Notes, in whole or in part, in the event of a Change in of Control Triggering Event pursuant to Section 10161009. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers Company is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (NMI Holdings, Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section Sections 303 and 1011 hereof, as part of the same series as the Notes. The Notes shall be known and designated as the “5.75010.875% Senior Secured Notes due 20312016” of the IssuersCompany. The Stated Maturity of the Notes shall be October 1April 15, 20312016, and the Notes shall bear interest at the rate of 5.75010.875% per annum from July 18May 29, 20242009, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable October 15, 2009 and semi-annually thereafter on April 1 15 and October 1 of 15 in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor predecessor Note), ) is registered at the close of business on March 15 the April 1 and September 15 October 1 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Company maintained for such purpose within the in The City and State of New York or, at the option of the IssuersCompany, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest interest, if any, with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the IssuersCompany, the Issuers’ Company’s office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers Company to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 10161017. The Notes shall be subject to repurchase pursuant to an offer to purchase as provided in Section 1018. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers Company is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Sealy Corp)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section 303 hereof, as part of the same series as the Notes. The Notes shall be known and designated as the “5.7505.950% Senior Notes due 20312029” of the IssuersCompany. The Stated Maturity of the Notes shall be October 1February 15, 20312029, and the Notes shall bear interest at the rate of 5.7505.950% per annum from July 18January 22, 2024, or from the most recent Interest Payment Date to which interest has been paid or duly provided for on the Notes. Interest on the Notes is payable semi-annually on April 1 February 15 and October 1 August 15 of each year, commencing on April 1August 15, 2025 2024 and at the applicable Stated Maturity, until the principal of such Note is paid or duly provided for and to the Person in whose name such Note (or any Predecessor Note), is registered at the close of business on March 15 February 1 and September 15 August 1 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Company maintained for such purpose within the City and State of New York or, at the option of the IssuersCompany, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the IssuersCompany, the Issuers’ Company’s office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers Company to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers Company is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Aircastle LTD)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 202 and 1011 hereof, as part of the same series as the Initial Notes. The Notes shall be known and designated as the “5.75011.0% Senior Notes due 2031Due 2015” of the Co-Issuers. The Stated Maturity of the Notes shall be October November 1, 20312015, and the Notes shall bear interest at the rate of 5.75011.0% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for on the Notes. Interest on the Notes is for, payable semi-annually on April November 1 and October November 1 of in each year, commencing on April year beginning November 1, 2025 2008, and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor predecessor Note), ) is registered at the close of business on March April 15 and September October 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) ), interest and interest Special Interest, if any, on the Notes shall be payable at the office or agency of the Issuers Issuer maintained for such purpose within the in The City and State of New York or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest and Special Interest, if any, with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the IssuersIssuer, the Issuers’ Issuer’s office or agency in New York shall be the office of the trustee Trustee maintained for such purpose. Holders shall have the right to require the Co-Issuers to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 10161017. The Notes shall be subject to repurchase pursuant to an Offer to Purchase as provided in Section 1018. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Senior Indenture (Infosat Communications LP)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 202 and 1011 hereof, as part of the same series as the Initial Notes. The Notes shall be known and designated as the “5.7506.0% Senior Notes due 2031Due 2017” of the Co-Issuers. The Stated Maturity of the Notes shall be October 1May 15, 20312017, and the Notes shall bear interest at the rate of 5.7506.0% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for on the Notes. Interest on the Notes is for, payable semi-annually on April 1 May 15 and October 1 of November 15 in each yearyear beginning November 15, commencing on April 12012, 2025 and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor predecessor Note), ) is registered at the close of business on March 15 May 1 and September 15 November 1 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Issuer maintained for such purpose within the in The City and State of New York or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the IssuersIssuer, the Issuers’ Issuer’s office or agency in New York shall will be the office of the trustee Trustee maintained for such purpose. Holders shall have the right to require the Co-Issuers to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 10161017. The Notes shall be subject to repurchase pursuant to an Offer to Purchase as provided in Section 1018. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Telesat Canada)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section 303 hereof, as part of the same series as the Notes. (a) The Notes shall be known and designated as the “5.7503.000% Senior Notes due 20312015” of the IssuersIssuer. The Stated Maturity aggregate principal amount of the Notes which may be authenticated and delivered under this Supplemental Indenture is limited to $1,000,000,000, except for Add On Notes issued in accordance with Section 2.8 and Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Section 2.5. The Notes shall be issuable in minimum denominations of $2,000 principal amount and integral multiples of $1,000 in excess of $2,000. (b) The Notes shall mature on June 15, 2015. (c) Interest on the Notes shall accrue from June 18, 2010 at the Interest Rate until the principal thereof is paid or made available for payment. Interest shall be payable semiannually in arrears on each Interest Payment Date. (d) Interest on the Notes shall be October 1, 2031, and the Notes shall bear interest at the rate of 5.750% per annum from July 18, 2024, or from the most recent Interest Payment Date to which interest has been paid or duly provided for computed on the Notes. Interest on the Notes is payable semibasis of a 360-annually on April 1 and October 1 day year of each year, commencing on April 1, 2025 and at the applicable Stated Maturity, until the principal twelve 30-day months. (e) A Holder of such any Note is paid or duly provided for and to the Person in whose name such Note (or any Predecessor Note), is registered at the close of business on March 15 and September 15 immediately preceding a Regular Record Date shall be entitled to receive interest on such Note on the corresponding Interest Payment Date Date. (each, a “Regular Record Date”). The principal f) Principal of (and premium, if any) and interest on Global Notes shall be payable to the Depositary in immediately available funds. (g) Principal on Physical Notes shall be payable at the office or agency of the Issuers Issuer maintained for such purpose within purpose, initially the Corporate Trust Office of the Trustee. Interest on Physical Notes will be payable by (i) U.S. Dollar check drawn on a bank in The City and State of New York ormailed to the address of the Person entitled thereto as such address shall appear in the register of the Notes, or (ii) upon application to the Registrar not later than the relevant Record Date by a Holder of an aggregate principal amount of Notes in excess of $5,000,000, wire transfer in immediately available funds, which application shall remain in effect until the Holder notifies, in writing, the Registrar to the contrary. (h) The Notes shall be redeemable at the option of the Issuers, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016. The Notes shall be redeemable Issuer as provided in Article Eleven. If the Notes are guaranteed, the due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors4.

Appears in 1 contract

Sources: First Supplemental Senior Indenture (Teva Pharmaceutical Industries LTD)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 2.02 and 3.13 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7503.875% Senior Notes due 2031Due 2028” of the IssuersIssuer. The Stated Maturity of the Notes shall be October September 1, 20312028, and the Notes shall bear interest at the rate of 5.7503.875% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest March 1, 2021 and semiannually thereafter on the Notes is payable semi-annually on April March 1 and October September 1 of in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on March February 15 and September August 15 immediately preceding such Interest Payment Date Date, whether or not a Business Day (each, a “Regular Record Date”). The principal of (of, and premium, if any) , and interest on on, the Notes shall be payable at the office offices or agency agencies of the Issuers maintained for such purpose within the City and State of New York Issuer set forth in Section 3.02, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of HoldersRegister; provided provided, however, that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepositary. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control Repurchase Event pursuant to Section 101610.13. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, and premium, if any, and interest on on, the Notes payable by the Issuers Issuer is irrevocably fully and unconditionally guaranteedGuaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (On Semiconductor Corp)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued delivered under this Indenture is not limited; providedlimited to $40,000,000, howeverexcept for Notes authenticated and delivered upon registration of transfer of, that any Additional or in exchange for, or in lieu of, other Notes issued under this Indenture are issued in accordance with pursuant to Section 303 hereof304, as part of the same series as the Notes305, 306, 906, or 1108. The Notes shall be known and designated as the “5.750"__% Senior Subordinated Notes due 2031” ___________, 2007" of the IssuersCompany. The Their Stated Maturity of the Notes shall be October 1____________, 20312007, and the Notes they shall bear interest at the rate of 5.750____% per annum annum, from July 18, 2024, the date of issuance or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, as the case may be, payable quarterly on the Notes. Interest on the Notes is payable semi-annually on April 1 fifteenth days of January, April, July and October 1 of each yearcommencing October 15, commencing on April 1, 2025 and at the applicable Stated Maturity1997, until the principal of such Note thereof is paid or duly provided made available for and to the Person in whose name such Note (or any Predecessor Note), is registered at the close of business on March 15 and September 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”)payment. The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers maintained for such purpose within the City and State of New York or, at the option of the Issuers, payment of interest may be made by check mailed to the Holders at their respective addresses set forth (i) in the Note Register case of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the a Depositary or its nominee, to such Depositary or such nominee will and (ii) in the case of any Notes issued in definitive registered form, to the persons in whose names the Notes are registered at the office or agency of the Company in Los Angeles, California maintained for such purpose and at any other office or agency maintained by the Company for such purpose; provided, however, that, -------- ------- except with respect to a Global Note, at the option of the Company payment of interest may be made by wire transfer of immediately available funds check mailed to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office address of the trustee maintained for Person entitled thereto as such purpose. Holders address shall have the right to require the Issuers to purchase their Notes, in whole or in part, appear in the event of a Change in Control pursuant to Section 1016Note Register. The Notes shall be redeemable as provided in Article Eleven. If the The Notes are guaranteed, the due and punctual shall be subordinated in right of payment of principal of, premium, if anyto Senior Indebtedness as provided in Article Twelve, and interest on shall rank pari passu in all ---- ----- respects with the Notes payable by the Issuers is irrevocably and unconditionally guaranteedCompany's 10.52% Subordinated Debentures due 2000, issued pursuant to the extent set forth hereina Debenture Purchase Agreement dated as of August 31, by each of the Guarantors1990.

Appears in 1 contract

Sources: Indenture (GBC Bancorp)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture rank pari passu with the Initial Notes, are issued in accordance with Section 303 3.03 hereof, as part of form a single class with the Initial Notes and shall have the same series terms as to status, redemption or otherwise as the Initial Notes. Any Additional Notes shall be issued pursuant to a supplemental indenture to this Indenture. The Notes shall be known and designated as the “5.7506.00% Senior Notes due 2031Due 2025” of the IssuersCompany. The Stated Maturity stated maturity of the Notes shall be October December 1, 20312025 (the “Stated Maturity”), and the Notes shall bear interest at the rate of 5.750% per annum provided in the Notes from July 18November 13, 20242018, or from the most recent Interest Payment Date to which interest has been paid or duly provided for on the Notes. Interest on the Notes is payable semi-annually on April 1 and October 1 of each year, commencing on April 1, 2025 and at the applicable Stated Maturityfor, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on March the May 15 and September November 15 immediately preceding such Interest Payment Date (each, whether or not a Business Day, a “Regular Record Date”). The principal of (and premium, if any) ), interest and interest Additional Interest, if any, on the Notes shall be payable at the office or agency of the Issuers Company maintained for such purpose within the City and State of New York or, at the option of the IssuersCompany, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of HoldersRegister; provided that all payments of principal, premium, if any, and interest and Additional Interest, if any, with respect to Notes represented by one or more Global permanent global Notes registered in the name of or held by the Depositary or its nominee will shall be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers Company to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 101611.09. The Notes shall be redeemable as provided in Article ElevenEleven of this Indenture and Paragraph 5 of the Notes. If the Notes are guaranteed, the The due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers Company is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the GuarantorsGuarantor.

Appears in 1 contract

Sources: Indenture (Anixter International Inc)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 2.02, 3.13 and 10.11 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7504.250% Senior Notes due 20312029” of the IssuersIssuer. The Stated Maturity of the principal of Notes shall be October 1February 15, 20312029, and the Notes shall bear interest at the rate of 5.7504.250% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable commencing on the Notes. Interest on the Notes is payable August 15, 2021 and semi-annually thereafter in arrears on April 1 February 15 and October 1 August 15 of each year, commencing on April 1, 2025 and at the applicable Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business (if applicable) on March 15 the February 1 and September 15 August 1 (whether or not a Business Day) immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Paying Agent maintained for such purpose within the City and State of New York as set forth in Section 3.02, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of HoldersHolders or by wire transfer; provided that all payments of principal, premium, if any, and interest with respect to the Notes represented by one or more Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to in accordance with the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepository’s applicable procedures. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 101610.16. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 10.17. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (PennyMac Financial Services, Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, however that any Additional additional Notes issued under this Indenture are issued in accordance with Section 303 3.03 hereof, as part of the same series as the Initial Notes, form a single class with the Initial Notes and shall have the same terms as to status, redemption, conversion or otherwise as the Initial Notes. The Notes shall be known and designated as the “5.7507.00% Senior Subordinated Convertible Notes due 2031” of the IssuersCompany. The Stated Maturity of the Notes shall be October December 31, 2031. Interest on the Notes will be payable semi-annually on June 30 and December 31 of each year starting on December 31, 2021 to Holders of record at the close of business on the preceding June 1 and December 1, 2031respectively. Interest shall accrue on the Notes at a rate of 7.0% per annum. Interest will accrue on the Notes from and including the Issuance Date or from, and including, the Notes shall bear interest at the rate last date in respect of 5.750% per annum from July 18, 2024, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, as the case may be, to, but excluding, the next Interest Payment Date or the Maturity Date, as the case may be. Interest will be computed on the Notes. Interest on the Notes is payable semibasis of a 360-annually on April 1 and October 1 day year comprised of each year, commencing on April 1, 2025 and at the applicable Stated Maturitytwelve 30-day months, until the principal of such Note thereof is paid or duly provided for and for. Interest on any overdue principal, interest (to the Person extent lawful) or premium, if any, shall be payable on demand in whose name such Note (or any Predecessor Note), is registered at the close of business on March 15 and September 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”)form as provided in Article Fourteen hereof. The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Company maintained for such purpose within the City and State of New York orpurpose; provided, however, that, at the option of the IssuersCompany, payment of interest may be made paid by check mailed to addresses of the Holders at their respective Persons entitled thereto as such addresses set forth in shall appear on the Note Register of HoldersRegister; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York The Notes shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control convertible into Common Stock pursuant to Section 1016Article Fourteen. The Notes shall be redeemable as provided in Article Eleven. If Eleven and in the Notes are guaranteed, the due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the GuarantorsNotes.

Appears in 1 contract

Sources: Indenture (Wheeler Real Estate Investment Trust, Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 2.02, 3.13 and 10.11 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7507.125% Senior Notes due 2031Due 2030” of the IssuersIssuer. The Stated Maturity of the principal of Notes shall be October 1November 15, 20312030, and the Notes shall bear interest at the rate of 5.7507.125% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable commencing on the Notes. Interest on the Notes is payable November 15, 2024 and semi-annually thereafter in arrears on April 1 May 15 and October 1 November 15 of each year, commencing on April 1, 2025 and at the applicable Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business (if applicable) on March 15 the May 1 and September 15 November 1 (whether or not a Business Day) immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Paying Agent maintained for such purpose within the City and State of New York as set forth in Section 3.02, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of HoldersHolders or by wire transfer; provided that all payments of principal, premium, if any, and interest with respect to the Notes represented by one or more Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to in accordance with the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepository’s applicable procedures. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 101610.16. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 10.17. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (PennyMac Financial Services, Inc.)

Title and Terms. (a) The aggregate principal amount of Notes which may be authenticated and issued delivered under this Indenture is not limited; providedlimited originally to $250,000,000, howeverexcept for Notes authenticated and delivered upon registration of transfer of, that any Additional or in exchange for, or in lieu of, other Notes issued under this Indenture are issued in accordance with pursuant to Section 303 hereof3.5, as part of the same series as the Notes. 3.6, 3.7, 9.6 or 11.8. (b) The Notes shall be known and designated as the “5.7507.85% Senior Notes due 20312010” of the IssuersCorporation. The Their Stated Maturity of the Notes shall be October 1August 30, 20312010, and the Notes they shall bear interest at the rate of 5.7507.85% per annum from July 18August 28, 20242000, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable February 28, 2001 and semi-annually thereafter on April 1 February 28 and October 1 of August 30 in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such Note for. (or any Predecessor Note), is registered at the close of business on March 15 and September 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). c) The principal of (and premium, if any) and interest (and Additional Amounts and Additional Amounts (U.S.), if any) on the Notes shall be payable at the office or agency of the Issuers Corporation maintained for such purpose within the City and State of New York orin Calgary, Alberta, provided however, that at the option of the IssuersCorporation, payment of interest may be made paid (i) by check cheque mailed to addresses of the Holders at their respective Persons entitled thereto as such addresses set forth in shall appear on the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made (ii) by wire transfer of immediately available funds to the accounts specified an account maintained by the Holder or Holders thereof. Until otherwise designated payee located in Canada if appropriate wire transfer instructions have been received in writing by the Issuers, Trustee not less than 15 days prior to such Stated Maturity. Any such wire transfer instructions received by the Issuers’ office or agency Trustee shall remain in New York shall be the office of the trustee maintained for effect until revoked by such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016. Holder. (d) The Notes shall be redeemable as provided in Article Eleven. If 11. (e) Additional Notes ranking pari passu with the Notes are guaranteed, the due and punctual payment of principal of, premium, if any, and interest issued on the Notes payable date hereof may be created and issued from time to time by the Issuers is irrevocably and unconditionally guaranteed, Corporation without notice to the extent set forth herein, by each or consent of the GuarantorsHolders and shall be consolidated with and form a single series with the Notes initially issued and shall have the same terms as to status, redemption or otherwise as the Notes originally issued. Any Additional Notes shall be issued with the benefit of an indenture supplemental to this Indenture.

Appears in 1 contract

Sources: Indenture (Nova Chemicals Corp /New)

Title and Terms. The aggregate principal amount of Series A Notes which may be authenticated and issued delivered under this Indenture for original issue is not limited; providedlimited to $200,000,000, however, that any Additional the aggregate principal amount of Series B Notes issued which may be authenticated and delivered under this Indenture are issued for original issue is limited to $200,000,000, and the amount of Notes outstanding at any one time may not exceed $200,000,000 except as provided in accordance with Section 303 2.08 hereof, as part of the same series as the Notes. The Series A Notes shall be known and designated as the “5.750"8 1/2% Series A Senior Subordinated Notes due 2031” 2007" of the IssuersCompany. The Stated Maturity of the Series B Notes shall be October 1known and designated as the "8 1/2% Series B Senior Subordinated Notes due 2007" of the Company. Their Stated Maturity shall be February 15, 20312007, and the Notes they shall bear interest at the rate of 5.7508 1/2% per annum from July 18February 14, 20241997, or from the most recent Interest Payment Date (on either the Series A Notes or the Series B Notes) to which interest has been paid or duly provided for for, payable semiannually on the Notes. Interest on the Notes is payable semi-annually on April 1 August 15 and October 1 of February 15 in each year, commencing on April 1August 15, 2025 1997, and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such Note (or any Predecessor Note), is registered at the close of business on March 15 and September 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”)for. The principal of (and premium, if any, on) and interest on the Notes shall be payable at the office or agency of the Issuers Company maintained for such purpose within the in The City and State of New York orYork, or at such other office or agency of the Company as may be maintained for such purpose; provided, however, that, at the option of the IssuersCompany, payment of interest may will be made paid on Physical Securities by check mailed to addresses of the Holders at their respective Persons entitled thereto as such addresses set forth in shall appear on the Note Register Register. Upon the occurrence of Holders; a Registration Default (as defined in Exhibit A hereto), additional interest will accrue on the Series A Notes for the period and at the rates provided in Exhibit A. Accrued but unpaid interest on any Series A Note that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds is exchanged for a Series B Note pursuant to the accounts specified by Exchange Offer shall thereupon cease to accrue on such Series A Note, effective as of the Holder or Holders thereofdate it shall constitute accrued but unpaid interest on and commence to accrue on such Series B Note. Until otherwise designated by The Series A Notes and the Issuers, the Issuers’ office or agency in New York Series B Notes shall be the office considered collectively to be a single class for purposes of the trustee maintained for such purpose. Holders shall have the right this Indenture, including without limitation, waivers, amendments, redemptions and offers to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016purchase. The Notes shall be redeemable as provided in Article Eleven3 hereof. If The Notes shall be subject to defeasance at the Notes are guaranteed, the due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each option of the GuarantorsCompany as provided in Article 8 hereof. The Notes shall be subordinated in right of payment to Senior Indebtedness as provided in Article 10 hereof. The Notes shall be guaranteed by Subsidiary Guarantors as provided in Article 11 hereof.

Appears in 1 contract

Sources: Indenture (Forcenergy Inc)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 2.02 and 3.13 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7505.875% Senior Notes due 2031” Due 2033 of the IssuersIssuer. The Stated Maturity of the Notes shall be October 1, 20312033, and the Notes shall bear interest at the rate of 5.7505.875% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable semi-annually April 1, 2026 and semiannually thereafter on April 1 and October 1 of in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on March 15 and September 15 immediately preceding such Interest Payment Date Date, whether or not a Business Day (each, a “Regular Record Date”). The principal of (of, and premium, if any) , and interest on on, the Notes shall be payable at the office offices or agency agencies of the Issuers maintained for such purpose within the City and State of New York Issuer set forth in Section 3.02, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of HoldersRegister; provided provided, however, that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepositary. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control Repurchase Event pursuant to Section 101610.13. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, and premium, if any, and interest on on, the Notes payable by the Issuers Issuer is irrevocably fully and unconditionally guaranteedGuaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Amkor Technology, Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 202, 312 and 1011 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7506.000% Senior Unsecured Notes due 2031Due 2022” of the IssuersIssuer. The Stated Maturity of the Notes shall be October April 1, 20312022, and the Notes shall bear interest at the rate of 5.7506.000% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable semi-October 1, 2014 and semi annually thereafter on April 1 and October 1 of in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on March 15 and September 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office offices or agency agencies of the Issuers maintained for such purpose within the City and State of New York Issuer set forth in Section 302, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided provided, however, that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepository. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 1016. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 1017. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Entegris Inc)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued delivered under this Indenture is not limited; providedlimited to $145,000,000, howeverexcept for Notes authenticated and delivered upon registration of transfer of, that any Additional or in exchange for, or in lieu of, other Notes issued under this Indenture are issued in accordance with 43 pursuant to Section 303 hereof304, as part of the same series as the Notes305, 306, 307, 308, 906, 1015, 1016 or 1108, pursuant to an Exchange Offer or pursuant to Section 312. The Initial Notes shall be known and designated as the “5.750"9 3/4% Senior Subordinated Notes due 2031” of Due 2008" and the Issuers. The Stated Maturity of the Exchange Notes shall be October 1known and designated as the "9 3/4% Series B Senior Subordinated Notes Due 2008" of the Company. Their Stated Maturity shall be April 15, 20312008, and the Notes they shall bear interest at the rate of 5.7509.75% per annum from July 18April 23, 20241998, or from the most recent Interest Payment Date to which interest has been paid or duly provided for on the Notes. Interest on the Notes is for, payable semi-annually semiannually on April 1 15 and October 1 of 15 in each year, commencing on April 1October 15, 2025 and at the applicable Stated Maturity1998, until the principal of such Note thereof is paid or duly provided for and for, to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on March 15 and September 15 immediately the April 1 or October 1 next preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) ), and interest on the Notes shall be payable payable, and the Notes shall be exchangeable and transferable, at the office or agency of the Issuers Company in The City of New York maintained for such purpose within purposes (which initially shall be the City and State office of New York the Trustee located in the care of the Depositary Trust Company, at 55 W▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇41) or, at the option of the IssuersCompany, payment of interest may be made paid by check mailed to the Holders at their respective addresses set forth in address of the Note Register of HoldersPerson entitled thereto as such address shall appear on the Register; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more the Global Notes registered in and the name Physical Notes the Holders of or held by which have given wire transfer instructions to the Depositary or its nominee Company will be required to be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by Notes that remain outstanding after the Issuers, the Issuers’ office or agency in New York shall be the office consummation of the trustee maintained for such purpose. Holders shall have Exchange Offer and Exchange Notes issued in connection with the right to require the Issuers to purchase their Notes, in whole or in part, in the event Exchange Offer will be treated as a single class of a Change in Control pursuant to Section 1016securities under this Indenture. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Afa Products Inc)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued delivered under this the Indenture is not limited; providedlimited to $100,000,000, howeverexcept for Notes authenticated and delivered upon registration of transfer of, that any Additional or in exchange for, or in lieu of, other Notes issued under this Indenture are issued in accordance with pursuant to Section 303 hereof2.06, as part 2.07, 2.09 and 3.06 of the same series as Indenture and except for any Notes which, pursuant to Section 2.03 of the NotesIndenture, are deemed never to have been authenticated and delivered thereunder. The Notes shall be known and designated as the “5.750"7.30% Senior Notes due 2031” 2007" of the IssuersCompany. The Stated Maturity maturity of the Notes shall be October 1July 16, 2031, 2007 and the Notes shall bear interest at the rate of 5.7507.30% per annum from July 18, 2024, the date of initial issuance of the Notes or from the most recent Interest Payment Date interest payment date to which interest has been paid or duly provided for on the Notes. Interest on the Notes is paid, payable semi-annually on April 1 January 15 and October 1 July 15 of each year, commencing on April 1January 15, 2025 and at the applicable Stated Maturity1998, until the principal of such Note is paid or duly provided for and to the Person in whose name such Note (or any Predecessor Note), is registered Holders of Notes at the close of business on March 15 and September 15 the December 31 or June 30 immediately preceding such interest payment date, as the case may be. Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest will be computed on the Notes shall be payable at the office or agency of the Issuers maintained for such purpose within the City and State of New York or, at the option of the Issuers, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event basis of a Change in Control pursuant to Section 1016360-day year comprised of twelve 30-day months. The Notes shall be redeemable as provided initially issued in Article Eleven. If the Notes are guaranteedform of one or more Global Securities deposited with the Depository Trust Company or a nominee thereof (including any successors thereto, the due "Depositary") in accordance with Section 2.15 of the Indenture. Interests in such Global Security or Securities may be exchanged for definitive Notes only under the circumstances provided for in Section 2.06 of the Indenture. The principal of and punctual payment of principal of, premium, if any, and interest on the Notes shall be payable, and the transfer of Notes may be registered, at any office or agency of the Company or the Trustee maintained for that purpose; provided, that interest payable with respect to the Notes may be paid, at the option of the Company, by check mailed to the Person entitled thereto as shown on the security register relating to the Notes. The foregoing notwithstanding, principal of and premium, if any, and interest on Notes which are represented by Global Securities held of record by the Issuers is irrevocably Depositary will be payable in same-day funds. The Notes shall be redeemable at the option of the Company as provided in Article Three hereof and unconditionally guaranteedin accordance with the procedures for redemption provided for in Article 3 of the Indenture; provided, that the provisions of Section 3.01(a) of the Indenture shall not be applicable to the extent Notes. The Notes shall be subject to the covenants set forth herein, by each in Article 4 of the GuarantorsIndenture and the additional covenants set forth in Article Four hereof. Events of Default with respect to the Notes shall be as set forth in Section 6.01 of the Indenture, as modified by Article Five hereof. The Notes shall be subject to the provisions of Article 8 of the Indenture.

Appears in 1 contract

Sources: Second Supplemental Indenture (National Health Investors Inc)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section 303 hereof, as part of the same series as the Notes. The Notes shall be known and designated as the “5.7505.000% Senior Notes due 20312030” of the Issuers. The Stated Maturity of the Notes shall be October 1September 15, 20312030, and the Notes shall bear interest at the rate of 5.7505.000% per annum from July 1817, 20242025, or from the most recent Interest Payment Date to which interest has been paid or duly provided for on the Notes. Interest on the Notes is payable semi-annually on April 1 March 15 and October 1 September 15 of each year, commencing on April 1March 15, 2025 2026 and at the applicable Stated Maturity, until the principal of such Note is paid or duly provided for and to the Person in whose name such Note (or any Predecessor Note), is registered at the close of business on March 15 1 and September 15 1 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers maintained for such purpose within the City and State of New York or, at the option of the Issuers, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Aircastle LTD)

Title and Terms. The aggregate principal amount of Second-Priority Notes which may be authenticated and issued under this Second-Priority Indenture is not limited; provided, however, that any Additional Second-Priority Notes issued under this Second-Priority Indenture are issued in accordance with Section Sections 303 and 1011 hereof, as part of the same series as the Second-Priority Notes. The Second-Priority Notes shall be known and designated as the “5.75012% Senior Second-Priority Secured Notes due 20312017” of the Issuers. The Stated Maturity of the Second-Priority Notes shall be October December 1, 20312017, and the Second-Priority Notes shall bear interest at the rate of 5.75012% per annum from July 18December 9, 20242010, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable June 1, 2010 and semi-annually thereafter on April June 1 and October December 1 of in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Second-Priority Note (or any Predecessor predecessor Second-Priority Note), ) is registered at the close of business on March the May 15 and September November 15 (whether or not a Business Day) immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Second-Priority Notes shall be payable at the office or agency of the Issuers maintained for such purpose within the City and State of New York or, at the option of the Issuers, payment of interest may be made by check mailed or wire transfer to the Holders of the Second-Priority Notes at their respective addresses set forth in the Second-Priority Note Register of Holders; provided that all payments of principal, premium, if any, and interest interest, if any, with respect to Second-Priority Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee Second Lien Trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Second-Priority Notes, in whole or in part, in the event of a Change in Control pursuant to Section 10161017. The Second-Priority Notes shall be subject to repurchase pursuant to an offer to purchase as provided in Section 1018. The Second-Priority Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, premium, if any, and interest on the Second-Priority Notes payable by the Issuers is are irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Subsidiary Guarantors.

Appears in 1 contract

Sources: Second Priority Indenture (Clearwire Corp /DE)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section Sections 303 and 1011 hereof, as part of the same series as the Notes. The Notes shall be known and designated as the “5.7509.750% Senior Notes due 20312018” of the IssuersCompany. The Stated Maturity of the Notes shall be October August 1, 20312018, and the Notes shall bear interest at the rate of 5.7509.750% per annum from July 1830, 20242010, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable February 1, 2011 and semi-annually thereafter on April February 1 and October August 1 of in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on March the January 15 and September July 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Company maintained for such purpose within the in The City and State of New York or, at the option of the IssuersCompany, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the IssuersCompany, the Issuers’ Company’s office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers Company to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016. The Notes shall be subject to repurchase pursuant to an offer to purchase as provided in Section 1017. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers Company is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Aircastle LTD)

Title and Terms. The aggregate principal amount of Senior Notes which may be authenticated and issued delivered under this Indenture is not limited; providedlimited to $225,000,000, howeverexcept for Senior Notes authenticated and delivered upon registration of transfer of, that any Additional or in exchange for, or in lieu of, other Senior Notes issued under this Indenture are issued in accordance with pursuant to Section 303 hereof3.04, as part of 3.05, 3.06, 9.06, 10.15, 10.16 or 11.08 or pursuant to the same series as the NotesExchange Offer. The Senior Notes shall be known and designated as the “5.750"Series A 11 3/4% Senior Notes due 2031” 2008" and the "Series B 11 3/4% Senior Notes due 2008", as the case may be, of the IssuersCompany. The Their Stated Maturity of the Notes shall be October April 1, 20312008, and the Notes they shall bear interest at the rate of 5.75011.75% per annum from July 18March 31, 20241998, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable semi-annually October 1, 1998 and semiannually thereafter on April 1 and October 1 of each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such Note (or any Predecessor Note), is registered at the close of business on March 15 and September 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”)for. The principal of (and premiuminterest and Additional Amounts and Liquidated Damages, if any) and interest , on the Senior Notes shall be payable at the office or agency Corporate Trust Office of the Issuers maintained for such purpose within the Principal Paying Agent in The City and State of New York orand at the office of the Paying Agent, in the City of Buenos Aires and, subject to fiscal or other laws and regulations applicable thereto, specified offices of any other Paying Agent appointed by the Company for such purpose; provided, however, that at the option of the Issuers, Company payment of interest may be made by check mailed to the Holders at their respective addresses set forth address of the Person entitled thereto as such address shall appear in the Note Register or, in the case of Holders; a holder of at least US$1,000,000 principal amount of Senior Notes, by wire transfer to a US Dollar account maintained by the payee with a bank in the United States or in Argentina, provided that the Holder so elects by giving written notice to such effect designating such account with appropriate wire transfer instructions which is received by the Principal Paying Agent no later than the Regular Record Date immediately preceding such Interest Payment Date. Unless such designation is revoked, any such designation made by such Holder with respect to such Senior Notes will remain in effect with respect to any future payments with respect to such Senior Note payable to such Holder. In the event of any foreign exchange restriction or prohibition in Argentina, any and all payments in respect of the Securities shall be made, to the extent permitted by such restriction or prohibition, in US Dollars through (i) the sale of Bonex or of any other public or private bond issued in US Dollars in Argentina or (ii) any other legal mechanism for the acquisition of US Dollars in any exchange market. All costs, including any taxes, relative to such operations to obtain US Dollars shall be borne by the Company. Unless otherwise required by law, all payments made by the Company or any Subsidiary Guarantor will be made without withholding or deduction for or on account of any present or future taxes, duties, assessments or governmental charges or penalties and interest related thereto ("TAXES") of whatever nature imposed, levied, collected, withheld or assessed by or within Argentina or any authority therein or thereof or having power to tax. In the event any such Taxes are so imposed on any payments made by the Company or any such Subsidiary Guarantor, the Company or such Subsidiary Guarantor, as the case may be, will pay such Additional Amounts as may be necessary in order that the net amounts received by each Holder (including Additional Amounts and Liquidated Damages) after any withholding or deduction in respect of such Taxes shall equal the respective amounts of principal, premium, if any, and interest that would have been received in respect of the Senior Notes in the absence of such withholding or deduction; except that no such Additional Amounts will be payable with respect to Notes represented any withholding or deduction in respect of any payment under a Senior Note or a Subsidiary Guarantee to, or to a third party on behalf of, a Holder for or on account of any such Taxes imposed (i) by one reason of the Holder being a resident of Argentina or more Global Notes registered having some connection with Argentina (or any political subdivision or authority thereof) other than the mere holding of such Senior Note or Subsidiary Guarantee or the receipt of any payment thereunder or the exercise of rights under the Senior Notes, the Subsidiary Guarantee, if any, or the Indenture; (ii) if presentation is required in the name respect of a Senior Note or held a Subsidiary Guarantee, by the Depositary or its nominee will be made by wire transfer reason of immediately available funds to the accounts specified presentation by the Holder for payment on a date more than thirty (30) days after the date on which such payment first became due and payable or Holders the date on which such payment is duly provided, whichever occurs later, except to the extent that the Holder would have been entitled to such Additional Amounts on presenting such Senior Note or Guarantee for payment on the last date of such period of thirty (30) days; (iii) any estate, asset (other than Personal Asset Taxes), inheritance, gift, sales or transfer tax or similar tax assessment or governmental charge; (iv) any tax, assessment or other governmental charge (other than Personal Asset Taxes) which is payable otherwise than by withholding from payments on or in respect of any Senior Note; or (v) any combination of the reasons set forth in clauses (i), (ii), (iii) or (iv) above. Furthermore, no Additional Amounts shall be paid to a Holder that is a fiduciary or partnership or other than the sole beneficial owner of such payment to the extent that a beneficiary or settlor with respect to such fiduciary or a member of such partnership or beneficial owner would not have been entitled to receive the Additional Amounts had such beneficiary, settlor, member or beneficial owner been the Holder. At least 30 calendar days prior to each date on which any payment under or with respect to the Senior Notes is due and payable, if the Company or any Subsidiary Guarantor, as applicable, will be obligated to pay Additional Amounts with respect to such payment, the Company or such Subsidiary Guarantor will deliver to the Trustee an Officers' Certificate stating the fact that such Additional Amounts will be payable and the amounts so payable and will set forth such other information necessary to enable the Trustee to pay such Additional Amounts to holders on the payment date and specifying the amount required to be deducted or withheld on the payments of principal and interests (and premium, if any) due on such payment date for or on account of Taxes and certifying that such amount will be deducted or withheld and paid by the Company or Subsidiary Guarantor, as the case may be, to the appropriate taxing or governmental authority. The Company hereby agrees to indemnify each of the Trustee, the Principal Paying Agent and each other paying agent for, and to hold it harmless against any loss, liability, or expense incurred without negligence, bad faith or willful misconduct on its part, arising out of or in connection with actions taken or omitted by it in reliance on any certificate furnished pursuant to this Section or the failure to furnish such a certificate. The obligations of the Company under this Section shall survive the payment of the Senior Notes and the resignation or removal of the Trustee, the Principal Paying Agent or any other paying agent and the termination of this Indenture. Whenever in the Indenture there is mentioned, in any context, the payment of principal, premium, if any, interest, Liquidated Damages, if any, or any other amount payable, under or with respect to any Senior Note or Guarantee, such mention shall be deemed to include mention of the payment of Additional Amounts to the extent that, in such context, Additional Amounts are payable in respect thereof. Until otherwise designated by If the IssuersCompany is held liable for any Personal Asset Taxes imposed on the Holders or direct owners of Senior Notes with respect to the Senior Notes, the Issuers’ office Company hereby agrees to waive any right that it may have as a matter of Argentine law to seek reimbursement from such Holders or agency direct owners of Senior Notes for any such Personal Asset Taxes paid. In addition, the Company will pay any stamp, issue, registration, documentary or other similar taxes and duties, including interest and penalties, payable in New York shall be Argentina or the office United States or any political subdivision thereof or taxing authority thereof or in the foregoing in respect of the trustee maintained for such purpose. Holders shall have creation, issue and offering of the right to require the Issuers to purchase their Senior Notes, and will pay any court, documentary or similar taxes and duties required to be paid in whole or in part, in connection with the event enforcement of a Change in Control pursuant to Section 1016the Senior Notes following the incurrence of any Event of Default. The Senior Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Leitesol Industry & Commerce Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 202, 312 and 1007 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7505.375% Senior Notes due 20312034” of the IssuersIssuer. The Stated Maturity of the Notes shall be October March 1, 20312034, and the Notes shall bear interest at the rate of 5.7505.375% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable September 1, 2026 and semi-annually thereafter on April March 1 and October September 1 of in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on March February 15 and September August 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office offices or agency agencies of the Issuers maintained for such purpose within the City and State of New York Issuer set forth in Section 302, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepository. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 10161012. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 1013. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Advanced Drainage Systems, Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, however that any Additional additional Notes issued under this Indenture are issued in accordance with Section 303 3.03 hereof, as part of the same series as the Initial Notes, form a single class with the Initial Notes and shall have the same terms as to status, redemption, conversion or otherwise as the Initial Notes. The Notes shall be known and designated as the “5.7507.00% Senior Subordinated Convertible Notes due 2031” of the IssuersCompany. The Stated Maturity of the Notes shall be October December 31, 2031. Interest on the Notes will be payable semi-annually on June 30 and December 31 of each year starting on December 31, 2021 to Holders of record at the close of business on the preceding June 1 and December 1, 2031respectively. Interest shall accrue on the Notes at a rate of 7.0% per annum. Interest will accrue on the Notes from and including the Issuance Date or from, and including, the Notes shall bear interest at the rate last date in respect of 5.750% per annum from July 18, 2024, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, as the case may be, to, but excluding, the next Interest Payment Date or the Maturity Date, as the case may be. Interest will be computed on the Notes. Interest on the Notes is payable semibasis of a 360-annually on April 1 and October 1 day year comprised of each year, commencing on April 1, 2025 and at the applicable Stated Maturitytwelve 30-day months, until the principal of such Note thereof is paid or duly provided for and for. Interest on any overdue principal, interest (to the Person extent lawful) or premium, if any, shall be payable on demand in whose name such Note (or any Predecessor Note), is registered at the close of business on March 15 and September 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”)form as provided in Article Fourteen hereof. The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Company maintained for such purpose within the City and State of New York orpurpose; provided, however, that, at the option of the IssuersCompany, payment of interest may be made paid by check mailed to addresses of the Holders at their respective Persons entitled thereto as such addresses set forth in shall appear on the Note Register of HoldersRegister; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York The Notes shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control convertible into Common Stock pursuant to Section 1016Article Fourteen. The Notes shall be redeemable as provided in Article Eleven. If Eleven and in the Notes are guaranteed, the due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the GuarantorsNotes.

Appears in 1 contract

Sources: Indenture (Wheeler Real Estate Investment Trust, Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 2.02, 3.13 and 10.11 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7507.375% Senior Secured Notes due 20312032” of the IssuersIssuer. The Stated Maturity of the principal of Notes shall be October 1, 20312032, and the Notes shall bear interest at the rate of 5.7507.375% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable April 1, 2026 and semi-annually thereafter in arrears on April 1 and October 1 of each year, commencing on April 1, 2025 and at the applicable Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business (if applicable) on the March 15 and September 15 (whether or not a Business Day) immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office offices or agency agencies of the Issuers Issuer maintained for such purpose within the City and State of New York as set forth in Section 3.02, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of HoldersHolders or by wire transfer; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to in accordance with the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepository’s applicable procedures. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 101610.16. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 10.17. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (GMR Solutions Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, that any Additional Notes issued under this Indenture are issued in accordance with Section Sections 303 and 1011 hereof, as part of the same series as the Notes. The Notes shall be known and designated as the “5.7506.25% Senior Notes due 20312019” of the IssuersCompany. The Stated Maturity of the Notes shall be October December 1, 20312019, and the Notes shall bear interest at the rate of 5.7506.25% per annum from July 18November 30, 20242012, or from the most recent Interest Payment Date to which interest has been paid or duly provided for on the Notes. Interest on the Notes is payable on June 1, 2013 and semi-annually thereafter on April June 1 and October December 1 of each year, commencing on April 1, 2025 year and at the applicable Stated Maturity, until the principal of such Note is paid or duly provided for and to the Person in whose name such Note (or any Predecessor Note), is registered at the close of business on March the May 15 and September November 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Company maintained for such purpose within the in The City and State of New York or, at the option of the IssuersCompany, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the IssuersCompany, the Issuers’ Company’s office or agency in New York shall be the office of the trustee maintained for such purpose. Holders shall have the right to require the Issuers Company to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016. The Notes shall be subject to repurchase pursuant to an offer to purchase as provided in Section 1017. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the due and punctual payment of principal of, premium, if any, and interest on the Notes payable by the Issuers Company is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Aircastle LTD)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 202, 312 and 1011 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7508.875% Senior Notes due 20312024” of the IssuersIssuer. The Stated Maturity of the Notes shall be October September 1, 20312024, and the Notes shall bear interest at the rate of 5.7508.875% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable March 1, 2017 and semi-annually thereafter on April March 1 and October September 1 of in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on March February 15 and September August 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office offices or agency agencies of the Issuers maintained for such purpose within the City and State of New York Issuer set forth in Section 302, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepository. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 1016. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 1017. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (Engility Holdings, Inc.)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, however that any Additional Notes issued under this Indenture rank pari passu with the Initial Notes, are issued in accordance with Section 303 Sections 202, 312 and 1011 hereof, as part of form a single class with the Initial Notes and shall have the same series terms as to status, redemption or otherwise as the Initial Notes. Any Additional Notes shall be issued pursuant to a supplemental indenture to this Indenture. The Notes shall be known and designated as the “5.7504.50% Senior Notes due 2031” of the IssuersCompany. The Stated Maturity of the Notes shall be October June 1, 2031, and the Notes shall bear interest at the rate of 5.750% per annum set forth below from July 18May 20, 20242021, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable December 1, 2021 and semi-annually thereafter on April June 1 and October December 1 of in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor predecessor Note), ) is registered at the close of business on March the May 15 and September November 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). If any interest payment date falls on a day that is not a Business Day, the required payment will be made on the succeeding Business Day and no interest on such payment will be payable on such Interest Payment Date in respect of the delay. The principal of (and premium, if any) and interest on the Notes shall be payable at the office or agency of the Issuers Company maintained for such purpose within the City and State of New York or, at the option of the IssuersCompany, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of HoldersRegister; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary Depository or its nominee will shall be made by wire transfer of immediately available funds to the accounts within the United States as specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office and all payments of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their Notes, in whole or in part, in the event of a Change in Control pursuant to Section 1016. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the due and punctual payment of principal ofprincipal, premium, if any, and interest on with respect to one or more Certificated Notes at Stated Maturity shall be made against presentation of such Certificated Note at the Notes payable by the Issuers is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each office or agency of the GuarantorsCompany maintained for such purpose.

Appears in 1 contract

Sources: Indenture (Kaiser Aluminum Corp)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, however that any Additional Notes issued under this Indenture are shall rank pari passu with the Initial Notes, shall be issued in accordance with Section 303 Sections 202 and 312 hereof, shall form a single series with the Initial Notes and (except as part of set forth in Section 312) shall have the same series terms as to status, redemption or otherwise as the Initial Notes. The Notes shall be known and designated as the “5.7505.50% Senior Notes due 20312022” of the Issuers. The Stated Maturity of the Notes shall be October September 1, 20312022, and the Notes shall bear interest at the rate of 5.750% per annum set forth below from July 18February 13, 20242019, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable March 1, 2019 and semi-annually thereafter on April March 1 and October September 1 of in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on March the February 15 and September August 15 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal initial annual interest rate of (and premium, if any) and interest 5.50% per annum is subject to adjustment from time to time based on changes to the ratings of the Notes shall be payable at the office or agency of the Issuers maintained for such purpose within the City and State of New York or, at the option of the Issuers, payment of interest may be made by check mailed to the Holders at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more Global Notes registered in “nationally recognized statistical rating organizations” within the name meaning of or held by the Depositary or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office Section 3(a)(62) of the trustee maintained for such purpose. Holders shall have the right to require the Issuers to purchase their NotesExchange Act (each, in whole or in part, in the event of a Change in Control pursuant to Section 1016an “NRSRO”). The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the due and punctual payment of principal of, premium, if any, and annual interest rate on the Notes payable will increase by 0.25% beginning on the Issuers is irrevocably first day of any Six-Month Interest Period (as defined below) if as of such day the Notes have a Triple-B Rating (as defined below), and unconditionally guaranteedlikewise it will increase by 0.50% in excess of the initial rate beginning on the first day of any Six-Month Interest Period if as of such day the Notes have either a Non-IG Rating (as defined below) or no rating from any NRSRO. In the event that the annual interest rate on the Notes increases due to one or more downgrades, the rate will revert to the extent set forth hereininitial interest rate beginning on the first day of any Six-Month Interest Period if as of such day the notes have a Single-A Rating (as defined below), by each and it will revert to 0.25% over the initial interest rate beginning on the first day of any Six-Month Interest Period if as of such day the notes have been upgraded from a Non-IG Rating to a Triple-B Rating. The Issuers will notify the Trustee and Depository in writing of any change in the ratings of the Guarantors.Notes and the effective dates thereof, and in no event will the Trustee be responsible for monitoring such changes. Further, in no circumstances will the annual interest rate exceed the initial rate by more than 0.50% due to changes in ratings of the Notes, and in no event will it ever be less than the initial rate. For purposes of this Indenture, the following terms are defined thus:

Appears in 1 contract

Sources: Indenture (Ellington Financial LLC)

Title and Terms. The aggregate principal amount of Notes which may be authenticated and issued under this Indenture is not limited; provided, however, provided that any Additional Notes issued under this Indenture are issued in accordance with Section 303 Sections 202, 312 and 1011 hereof, as part of the same series as the Initial Notes. The terms and provisions contained in the Notes shall constitute, and are hereby expressly made, a part of this Indenture, and the Issuer, the Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. However, to the extent any provision of any Note conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. The Notes shall be known and designated as the “5.7504.125% Senior Notes due 20312029” of the IssuersIssuer. The Stated Maturity of the Notes shall be October 1April 15, 20312029, and the Notes shall bear interest at the rate of 5.7504.125% per annum from July 18, 2024the Issue Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for for, payable on the Notes. Interest on the Notes is payable October 15, 2021 and semi-annually thereafter on April 1 15 and October 1 of 15 in each year, commencing on April 1, 2025 year and at the applicable said Stated Maturity, until the principal of such Note thereof is paid or duly provided for and to the Person in whose name such the Note (or any Predecessor Note), ) is registered at the close of business on March 15 April 1 and September 15 October 1 immediately preceding such Interest Payment Date (each, a “Regular Record Date”). The principal of (and premium, if any) and interest on the Notes shall be payable at the office offices or agency agencies of the Issuers maintained for such purpose within the City and State of New York Issuer set forth in Section 302, or, at the option of the IssuersIssuer, payment of interest may be made by check mailed to the Holders of the Notes at their respective addresses set forth in the Note Register of Holders; provided that all payments of principal, premium, if any, and interest with respect to Notes represented by one or more permanent Global Notes registered in the name of or held by the Depositary Depository or its nominee will be made by wire transfer of immediately available funds to the accounts specified by the Holder or Holders thereof. Until otherwise designated by the Issuers, the Issuers’ office or agency in New York shall be the office of the trustee maintained for such purposeDepository. Holders shall have the right to require the Issuers Issuer to purchase their Notes, in whole or in part, in the event of a Change in of Control pursuant to Section 1016. The Notes shall be subject to repurchase pursuant to an Asset Sale Offer as provided in Section 1017. The Notes shall be redeemable as provided in Article Eleven. If the Notes are guaranteed, the The due and punctual payment of principal of, of (and premium, if any, ) and interest on the Notes payable by the Issuers Issuer is irrevocably and unconditionally guaranteed, to the extent set forth herein, by each of the Guarantors.

Appears in 1 contract

Sources: Indenture (BWX Technologies, Inc.)