May 18th, 2007 · Common Contracts · 415 similarNationwide Financial Services Inc/ – JUNIOR SUBORDINATED INDENTURE between NATIONWIDE FINANCIAL SERVICES, INC. and WILMINGTON TRUST COMPANY, as Trustee Dated as of May 18, 2007
* This cross-reference table does not constitute part of the Indenture and shall not affect the interpretation of any of its terms or provisions.
May 18th, 2007Nationwide Financial Services Inc/ – RECITALS
obligations with respect to the Alternative Payment Mechanism (i) only to the extent that it can do so and simultaneously satisfy its future fixed or contingent obligations under other securities and derivative instruments that provide for settlement or payment in shares of Common Stock or (ii) if the Corporation cannot increase the Share Cap amount as contemplated in the preceding clause, by requesting its board of directors, subject to its fiduciary duties, to adopt, subject to its fiduciary duties, a resolution for shareholder vote at the next occurring annual shareholders’ meeting to increase the number of shares of the Corporation’s authorized Common Stock for purposes of satisfying the Corporation’s obligations with respect to the Alternative Payment Mechanism, provided that such Share Cap shall not represent a lower proportion of the Corporation’s outstanding shares of Common Stock as of the date of issuance of such APM Qualifying Securities than the Share Cap Amount applicable
May 18th, 2007Nationwide Financial Services Inc/ – NATIONWIDE FINANCIAL SERVICES, INC. AND WILMINGTON TRUST COMPANY as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of May 18, 2007 to the INDENTURE Dated as of May 18, 2007
FIRST SUPPLEMENTAL INDENTURE, dated as of May 18, 2007 (the “Supplemental Indenture”), between NATIONWIDE FINANCIAL SERVICES, INC., a Delaware corporation (the “Company”) having its principal office at One Nationwide Plaza, Columbus, Ohio 43215, and WILMINGTON TRUST COMPANY, as Trustee (the “Trustee”).