The Securities. The Securities upon issuance:
The Securities. The Securities have been duly authorized by the Company and, when duly executed, authenticated, issued and delivered as provided in the Indenture and paid for as provided herein, will be duly and validly issued and outstanding and will constitute valid and legally binding obligations of the Company enforceable against the Company in accordance with their terms, subject to the Enforceability Exceptions, and will be entitled to the benefits of the Indenture.
The Securities. Section 301.
The Securities. SECTION 2.01.
The Securities. SECTION 301. Amount Unlimited; Issuable in Series. The aggregate principal amount of Securities which may be authenticated and delivered under this Indenture is unlimited. The Securities may be issued in one or more series. There shall be established in one or more Board Resolutions or pursuant to authority granted by one or more Board Resolutions and, subject to Section 303, set forth in an Officers' Certificate, or established in one or more indentures supplemental hereto, prior to the issuance of Securities of any series:
The Securities. Subject to the terms and conditions herein contained, the Company proposes to issue and sell to the Initial Purchasers $350,000,000 aggregate principal amount of its 4.875% Senior Notes due 2009, Series A (the “Notes”). The Notes are to be issued under an indenture (the “Indenture”) to be dated as of January 23, 2004 by and between the Company and US Bank Trust National Association, as Trustee (the “Trustee”). The Notes will be offered and sold to the Initial Purchasers without being registered under the Securities Act of 1933, as amended (the “Act”), in reliance on exemptions therefrom. In connection with the sale of the Notes, the Company has prepared a preliminary offering memorandum dated January 15, 2004 (the “Preliminary Memorandum”) and a final offering memorandum dated January 15, 2004 (the “Final Memorandum”; the Preliminary Memorandum and the Final Memorandum each herein being referred to as a “Memorandum”) setting forth or including a description of the terms of the Notes, the terms of the offering of the Notes, a description of the Company and any material developments relating to the Company occurring after the date of the most recent historical financial statements included therein. Any reference herein to the Preliminary Memorandum or the Final Memorandum shall be deemed to refer to and include the documents incorporated by reference therein. The Initial Purchasers and their direct and indirect transferees of the Notes will be entitled to the benefits of the Registration Rights Agreement, substantially in the form attached hereto as Exhibit A (the “Registration Rights Agreement”), pursuant to which the Company has agreed, among other things, to file a registration statement with the Securities and Exchange Commission (the “Commission”) registering the Notes or the Exchange Notes (as defined in the Registration Rights Agreement) under the Act.
The Securities. 16 SECTION 3.01. Amount Unlimited; Issuable in Series............................................ 16 SECTION 3.02. Denominations................................................................... 18 SECTION 3.03. Execution, Authentication, Delivery and Dating.................................. 18 SECTION 3.04. Temporary Securities............................................................ 19 SECTION 3.05. Registration, Registration of Transfer and Exchange............................. 19 SECTION 3.06. Mutilated, Destroyed, Lost and Stolen Securities................................ 20 SECTION 3.07. Payment of Interest; Interest Rights Preserved.................................. 21 SECTION 3.08. Persons Deemed Owners........................................................... 22 SECTION 3.09. Cancellation.................................................................... 22 SECTION 3.10. Computation of Interest......................................................... 22 ARTICLE IV.
The Securities. Each of the Company and the Guarantors agrees to issue and sell to the Initial Purchasers, severally and not jointly, all of the Securities, and the Initial Purchasers agree, severally and not jointly, to purchase from the Company and the Guarantors the aggregate principal amount of Securities set forth opposite their names on Schedule A, at a purchase price of 98.5% of the principal amount thereof payable on the Closing Date, in each case, on the basis of the representations, warranties and agreements herein contained, and upon the terms, subject to the conditions thereto, herein set forth.
The Securities. SECTION 3.1.
The Securities. ..11 Section 3.1 Amount Unlimited; Issuable in Series................11 Section 3.2 Denominations.......................................13 Section 3.3 Execution, Authentication, Delivery and Dating......13 Section 3.4
