Deposited Money and U. S. Government Obligations To Be Held in Trust; Other Miscellaneous Provisions.......................74 Section 9.6. Reinstatement..................................................74 Section 9.7. Moneys Held by Paying Agent....................................75 Section 9.8. Moneys Held by Trustee.........................................75
Deposited Money and U. S. Government Obligations to Be Held in Trust; Miscellaneous Provisions.... 52
Deposited Money and U. S. AND FOREIGN GOVERNMENT OBLIGATIONS TO BE HELD IN TRUST; OTHER MISCELLANEOUS PROVISIONS. All money, U.S. Government Obligations and Foreign Government Obligations (including the proceeds thereof) deposited with the Trustee pursuant to Section 9.4 in respect of the outstanding Securities shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent as the Trustee may determine, to the Holders of such Securities, of all sums due and to become due thereon in respect of principal, accrued interest and premium, if any, but such money need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations and Foreign Government Obligations deposited pursuant to Section 9.4 or the principal, interest and premium, if any, received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the outstanding Securities. Anything in this Article 9 to the contrary notwithstanding, but subject to payment of any of its outstanding fees and expenses, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money, U.S. Government Obligations or Foreign Government Obligations held by the Trustee as provided in Section 9.4 which, in the opinion of a nationally-recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof which would then be required to be deposited to effect an equivalent Legal Defeasance or Covenant Defeasance.
Deposited Money and U. S. Government Obligations To Be Held in Trust; Other Miscellaneous Provisions. 60 SECTION 9.06. Reinstatement. 61 SECTION 9.07. Moneys Held by Paying Agent. 61 SECTION 9.08. Moneys Held by Trustee. 61 Page ARTICLE TEN GUARANTEE OF NOTES SECTION 10.01. Guarantee. 62 SECTION 10.02. Execution and Delivery of Guarantee. 63 SECTION 10.03. Limitation of Guarantee. 63 SECTION 10.04. Release of Guarantor. 64 SECTION 10.05. Waiver of Subrogation. 64 ARTICLE ELEVEN [INTENTIONALLY OMITTED] ARTICLE TWELVE MISCELLANEOUS SECTION 12.01. Trust Indenture Act Controls. 65 SECTION 12.02. Notices. 65 SECTION 12.03. Communications by Holders with Other Holders. 66 SECTION 12.04. Certificate and Opinion as to Conditions Precedent. 67 SECTION 12.05. Statements Required in Certificate and Opinion. 67 SECTION 12.06. Rules by Trustee and Agents. 67 SECTION 12.07. Business Days; Legal Holidays. 67 SECTION 12.08. Governing Law; Waiver of Jury Trial. 68 SECTION 12.09. No Adverse Interpretation of Other Agreements. 68 SECTION 12.10. No Recourse Against Others. 68 SECTION 12.11. Successors. 69 SECTION 12.12. Multiple Counterparts. 69 SECTION 12.13. Table of Contents, Headings, etc. 69 SECTION 12.14. Separability. 69 SECTION 12.15. U.S.A. Patriot Act. 69 SECTION 12.16. Force Majeure. 69 EXHIBITS Exhibit A. Form of Note A-1 Exhibit B. Form of Legend for Rule 144A Notes and Other Notes That Are Restricted Notes B-1 Exhibit C. Form of Legend for Regulation S Note C-1 Exhibit D. Form of Legend for Global Note D-1 Exhibit E. Form of Certificate To Be Delivered in Connection with Transfers to Non-QIB Accredited Investors E-1 Exhibit F. Form of Certificate To Be Delivered in Connection with Transfers Pursuant to Regulation S F-1 Exhibit G. Form of Guarantee G-1 INDENTURE, dated as of June 2, 2015, among MERITAGE HOMES CORPORATION, a Maryland corporation, as issuer (the “Issuer”), the Guarantors (as hereinafter defined) and XXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”). Each party agrees as follows for the benefit of the other parties and for the equal and ratable benefit of the Holders. ARTICLE ONE
Deposited Money and U. S. GOVERNMENT OBLIGATIONS TO BE HELD IN TRUST; OTHER MISCELLANEOUS PROVISIONS. All money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee pursuant to Section 9.04 hereof in respect of the outstanding Notes shall be held in trust and applied by the Trustee, in accordance with the provisions of such Notes and this Indenture, to the payment, either directly or through any Paying Agent, to the Holders of such Notes, of all sums due and to become due thereon in respect of principal, premium, if any, and accrued interest, but such money need not be segregated from other funds except to the extent required by law. The Company and any Guarantors shall (on a joint and several basis) pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 9.04 hereof or the principal, premium, if any, and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the outstanding Notes. Anything in this Article Nine to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon a Company Request any money or U.S. Government Obligations held by it as provided in Section 9.04 hereof which, in the opinion of a nationally-recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof which would then be required to be deposited to effect an equivalent Legal Defeasance or Covenant Defeasance.
Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions............................. 84 Section 9.6. Reinstatement....................................... 85 Section 9.7. Moneys Held by Paying Agent......................... 85 Section 9.8. Moneys Held in Trust................................ 86
Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions................................... 56 Section 14.06 Reinstatement............................................................. 56 ARTICLE XV. IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS
Deposited Money and U. S. Government Securities to Be Held in Trust; Other Miscellaneous Provisions 86 Section 11.03. Repayment to the Company 86 ARTICLE TWELVE MISCELLANEOUS 87 Section 12.01. No Adverse Interpretation of Other Agreements 87 Section 12.02. Notices 87 Section 12.03. Communication by Holders of Notes with Other Holders of Notes 88 Section 12.04. Certificate and Opinion as to Conditions Precedent 88 Section 12.05. Statements Required in Certificate or Opinion 89 Section 12.06. Rules by Trustee and Agents 89 Section 12.07. No Personal Liability of Directors, Officers, Employees and Stockholders 89 Section 12.08. Governing Law 89 Section 12.09. Consent to Jurisdiction 90 Section 12.10. Trust Indenture Act Controls 90 Section 12.11. Successors 90 Section 12.12. Severability 90 Section 12.13. Counterpart Originals 90 Section 12.14. Acts of Holders 91 Section 12.15. Benefit of Indenture 92 Section 12.16. Table of Contents, Headings, Etc. 92 Section 12.17. Force Majeure 92 EXHIBITS Exhibit A Form of Note Exhibit B-1 Form of Certificate of Transfer Exhibit B-2 Form of Certificate of Transfer for Institutional Accredited Investors Exhibit C Form of Certificate of Exchange Exhibit D Form of Notation of Guarantee Exhibit E Form of Guarantor Supplemental Indenture INDENTURE (this “Indenture”), dated as of April 5, 2013, among Continental Resources, Inc., an Oklahoma corporation (the “Company”), the Initial Guarantors (as defined below) and Wilmington Trust, National Association (a national banking association), as trustee (the “Trustee”). The Company, the Initial Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the 41/2% Senior Notes due 2023 (the “Initial Notes” and, together with any Exchange Notes and Additional Notes, each as defined herein, the “Notes”):
Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions.
Deposited Money and U. S. Government obligations to Be Held in Trust; Miscellaneous Provisions 67 Section 13.06. Reinstatement 68
