Common use of Defeasance and Discharge Clause in Contracts

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 of the option applicable to this Section 1202, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities on the date the conditions set forth in Section 1204 are satisfied (hereinafter, “defeasance”). For this purpose, such defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, and to have satisfied all their other obligations under such Securities and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (C) the rights, obligations and immunities of the Trustee under the Indenture and (D) this Article Twelve. Subject to compliance with this Article Twelve, the Issuer may exercise its option under this Section 1202 notwithstanding the prior exercise of its option under Section 1203 with respect to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiary.

Appears in 13 contracts

Samples: Supplemental Indenture (Level 3 Communications Inc), Supplemental Indenture (Level 3 Communications Inc), Supplemental Indenture (Level 3 Communications Inc)

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Defeasance and Discharge. Upon the Issuer’s Company's exercise under Section 1201 of the above option applicable to this Section 1202with respect to any Securities of or within a series, the Issuer and the Guarantors Company shall be deemed to have been discharged from their its obligations with respect to all such Outstanding Securities and any coupons appertaining thereto on the date the conditions set forth in Section 1204 1404 are satisfied (hereinafter, "defeasance"). For this purpose, such defeasance means that the Issuer Company shall be deemed to have paid and discharged the entire indebtedness represented by the such Outstanding SecuritiesSecurities and any coupons appertaining thereto, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 1205 1405 and the other Sections of this Indenture referred to in clauses (A) and (B) below, and to have satisfied all their of its other obligations under such Securities and any coupons appertaining thereto and this Indenture insofar as such Securities and any coupons appertaining thereto are concerned (and the Trustee, at the expense of the IssuerCompany, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A) the Issuer’s rights of Holders of such Outstanding Securities and any coupons appertaining thereto to receive, solely from the trust fund described in Section 1404 and as more fully set forth in such Section, payments in respect of the principal of (and premium or Make-Whole Amount, if any) and interest, if any, on such Securities and any coupons appertaining thereto when such payments are due, (B) the Company's obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303305, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts1003, (C) the rights, obligations powers, trusts, duties and immunities of the Trustee under the Indenture hereunder and (D) this Article TwelveArticle. Subject to compliance with this Article TwelveFourteen, the Issuer Company may exercise its option under this Section 1202 notwithstanding the prior exercise of its option under Section 1203 1403 with respect to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note such Securities and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiarycoupons appertaining thereto.

Appears in 12 contracts

Samples: Indenture (Wyman Gordon Co), Indenture (Trinet Corporate Realty Trust Inc), Indenture (Apex Mortgage Capital Inc)

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 11.01 of the option applicable to this Section 120211.02, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities on the date the conditions set forth in Section 1204 11.04 are satisfied (hereinafter, “defeasance”). For this purpose, such defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 11.05 and the other Sections of this Indenture referred to in clauses (Aa) and (Bb) below, and to have satisfied all their other obligations under such Securities and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (Aa) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 3033.03, 3063.06, 3073.07, 1002 9.02 and 1003 9.03 and the Issuer’s rights under Section 110110.01, (Bb) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 10169.07) and any rights of the Holders with respect to such amounts, (Cc) the rights, obligations and immunities of the Trustee under the this Indenture and (Dd) this Article Twelve11. Subject to compliance with this Article Twelve11, the Issuer may exercise its option under this Section 1202 11.02 notwithstanding the prior exercise of its option under Section 1203 11.03 with respect to the Securities. If the Issuer exercises its option under this Section 120211.02, (uv) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Loan Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Loan Proceeds Note, (y) the Offering Loan Proceeds Note may be canceled and (z) all obligations to provide Offering Loan Proceeds Note Guarantees shall terminate and all references in the this Indenture to Offering Loan Proceeds Note Guarantees and Offering Loan Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Level 3 Parent or any Restricted Subsidiary. Upon the Issuer’s exercise under Section 11.01 of the option applicable to this Section 11.02, all Liens on the Collateral securing the Indebtedness evidenced by the Securities shall be released and the Collateral Documents shall cease to be of further effect.

Appears in 6 contracts

Samples: Indenture (Qwest Corp), Indenture (Qwest Corp), Indenture (Qwest Corp)

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 1101 of the option applicable to this Section 12021102, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities on the date the conditions set forth in Section 1204 1104 are satisfied (hereinafter, “defeasance”). For this purpose, such defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 1105 and the other Sections of this Indenture referred to in clauses (A) and (B) below, and to have satisfied all their other obligations under such Securities and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 902 and 1003 903 and the Issuer’s rights under Section 11011001, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016907) and any rights of the Holders with respect to such amounts, (C) the rights, obligations and immunities of the Trustee under the this Indenture and (D) this Article TwelveEleven. Subject to compliance with this Article TwelveEleven, the Issuer may exercise its option under this Section 1202 1102 notwithstanding the prior exercise of its option under Section 1203 1103 with respect to the Securities. If the Issuer exercises its option under this Section 12021102, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the this Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Level 3 Parent or any Restricted Subsidiary.

Appears in 4 contracts

Samples: Agreement (Level 3 Parent, LLC), Offering Proceeds Note Guarantee Agreement (Level 3 Parent, LLC), Indenture (Level 3 Parent, LLC)

Defeasance and Discharge. Upon the IssuerCompany’s exercise under Section 1201 401 of the option applicable to this Section 1202402, the Issuer and Company, each of the Guarantors and any other obligor upon the Securities, if any, shall be deemed to have been discharged from their its obligations with respect to all Outstanding the Defeased Securities under this Indenture on the date the conditions set forth in Section 1204 below are satisfied (hereinafter, “defeasance”). For this purpose, such defeasance means that the Issuer Company, each of the Guarantors, if any, and any other obligor under this Indenture shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the Outstanding Defeased Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 405 and the other Sections of this Indenture referred to in clauses (Aa) and (Bb) below, and to have satisfied all their its other obligations under such Securities and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the IssuerCompany, and, upon written request, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (Aa) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders of Defeased Securities to receive payment receive, solely from the trust fund described in Section 404 and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on such Securities when such payments are due, (but not b) the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders Company’s obligations with respect to such amountsDefeased Securities under Sections 304, 305, 306, 307, 308, 1002 and 1003, (Cc) the rights, obligations powers, trusts, duties and immunities of the Trustee hereunder, including, without limitation, the Trustee’s rights under the Indenture Section 606, and (Dd) this Article TwelveFour. Subject to compliance with this Article TwelveFour, the Issuer Company may exercise its option under this Section 1202 402 notwithstanding the prior exercise of its option under Section 1203 403 with respect to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiary.

Appears in 4 contracts

Samples: Indenture (Sinclair Broadcast Group Inc), Indenture (Sinclair Broadcast Group Inc), Indenture (Sinclair Broadcast Group Inc)

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 of the above option applicable to this Section 1202with respect to any Securities of a series, the Issuer and the Guarantors shall be deemed to have been discharged from their its obligations with respect to all such Outstanding Securities on the date the conditions set forth in Section 1204 1404 are satisfied (hereinafter, “legal 66 defeasance”). For this purpose, such legal defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness represented by the such Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 1405 and the other Sections of this Indenture referred to in clauses (A) and (B) belowof this Section, and to have satisfied all their its other obligations under such Securities and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A) the rights of Holders of such Outstanding Securities to receive, solely from the trust fund described in Section 1404 and as more fully set forth in such Section, payments in respect of the principal of (and premium, if any) and interest, if any, on such Securities when such payments are due, (B) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303305, 306, 307, 1002 and 1003 and with respect to the Issuer’s rights under Section 1101, (B) rights of Holders to receive payment of principal of, premiumAdditional Amounts, if any, and interest on such Securities (but not the Purchase Price referred to under as contemplated by Section 1009 or 1016) and any rights of the Holders with respect to such amounts1004, (C) the rights, obligations powers, trusts, duties and immunities of the Trustee under the Indenture hereunder and (D) this Article TwelveArticle. Subject to compliance with this Article TwelveFourteen, the Issuer may exercise its option under this Section 1202 notwithstanding the prior exercise of its option under Section 1203 1403 with respect to the such Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiary.

Appears in 3 contracts

Samples: Indenture (Qimonda Finance LLC), Indenture (Qimonda Finance LLC), Indenture (Qimonda Finance LLC)

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 of the defeasance option specified in Section 10.3 applicable to this Section 120210.4 with respect to the Securities of or within a series, the Issuer and the Guarantors Guarantor shall be deemed to have been discharged from their respective obligations with respect to all Outstanding such Securities and any Coupons appertaining thereto and the related Guarantee on and after the date the conditions set forth in Section 1204 10.6 are satisfied (hereinafter, hereinafter “defeasance”). For this purpose, such defeasance means that the Issuer and the Guarantor shall be deemed to have paid and discharged the entire indebtedness represented by such Securities and any Coupons appertaining thereto and the Outstanding Securities, related Guarantee which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 10.7 and the other Sections of this Indenture referred to in clauses clause (A2) and (B) belowof this Section 10.4, and to have satisfied all of their other obligations under such Securities and any Coupons appertaining thereto and the related Guarantee and this Indenture insofar as such Securities and any Coupons appertaining thereto and the related Guarantee are concerned (and the Trustee, at the expense of the IssuerIssuer or the Guarantor, as applicable, shall on an Issuer Order or Guarantor Order execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A1) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders of such Securities and any Coupons appertaining thereto to receive payment receive, solely from the trust funds described in Section 10.6(1) and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest interest, on such Securities or any Coupons appertaining thereto when such payments are due; (but not 2) the Purchase Price referred to under Section 1009 or 1016) Issuer and any rights of the Holders Guarantor’s obligations with respect to such amountsSecurities under Sections 2.8, 2.9, 3.2 and 3.3 and Article XIV; (C3) the rights, obligations powers, trusts, duties and immunities of the Trustee under the Indenture hereunder and (D4) this Article Twelve. X. Subject to compliance with this Article TwelveX, the Issuer or the Guarantor may exercise its the option under this Section 1202 10.4 notwithstanding the prior exercise of its the option under Section 1203 10.5 with respect to the Securitiessuch Securities and any Coupons appertaining thereto. If the Issuer exercises its option under this Section 1202Following a defeasance, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note payment of such Securities may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiaryaccelerated because of an Event of Default.

Appears in 3 contracts

Samples: Indenture (Axis Capital Holdings LTD), Indenture (AXIS Specialty Finance LLC), Indenture (AXIS Specialty Finance LLC)

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 1101 of the option applicable to this Section 12021102, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities on the date the conditions set forth in Section 1204 1104 are satisfied (hereinafter, “defeasance”). For this purpose, such defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 1105 and the other Sections of this Indenture referred to in clauses (A) and (B) below, and to have satisfied all their other obligations under such Securities and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 902 and 1003 903 and the Issuer’s rights under Section 11011001, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016907) and any rights of the Holders with respect to such amounts, (C) the rights, obligations and immunities of the Trustee under the this Indenture and (D) this Article TwelveEleven. Subject to compliance with this Article TwelveEleven, the Issuer may exercise its option under this Section 1202 1102 notwithstanding the prior exercise of its option under Section 1203 1103 with respect to the Securities. If the Issuer exercises its option under this Section 12021102, (uv) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Loan Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Loan Proceeds Note, (y) the Offering Loan Proceeds Note may be canceled and (z) all obligations to provide Offering Loan Proceeds Note Guarantees shall terminate and all references in the this Indenture to Offering Loan Proceeds Note Guarantees and Offering Loan Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Level 3 Parent or any Restricted Subsidiary. Upon the Issuer’s exercise under Section 1101 of the option applicable to this Section 1102, all Liens on the Collateral securing the Debt evidenced by the Securities shall be released and the Note Collateral Documents shall cease to be of further effect.

Appears in 3 contracts

Samples: Indenture (Level 3 Parent, LLC), Indenture (Level 3 Parent, LLC), Indenture (Level 3 Parent, LLC)

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 of the option applicable to this Section 1202, the Issuer and the Guarantors Guarantors, if any, shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities on the date the conditions set forth in Section 1204 are satisfied (hereinafter, “defeasance”). For this purpose, such defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, and to have satisfied all their other obligations under such Securities and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (C) the rights, obligations and immunities of the Trustee under the Indenture and (D) this Article Twelve. Subject to compliance with this Article Twelve, the Issuer may exercise its option under this Section 1202 notwithstanding the prior exercise of its option under Section 1203 with respect to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiary.

Appears in 3 contracts

Samples: Supplemental Indenture (Level 3 Communications Inc), Supplemental Indenture (Level 3 Communications Inc), Supplemental Indenture (Level 3 Communications Inc)

Defeasance and Discharge. Upon the Issuer’s 's exercise under Section 1201 of the its option applicable to have this Section 1202applied to the Outstanding Securities, the Issuer and the Guarantors shall be deemed to have been discharged from their its obligations with respect to all Outstanding such Securities as provided in this Section on and after the date the conditions set forth in Section 1204 are satisfied (hereinafter, “defeasance”hereinafter called "Defeasance"). For this purpose, such defeasance Defeasance means that (i) the Issuer shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, such Securities and to have satisfied all their its other obligations under such Securities and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, Issuer shall execute proper instruments acknowledging the same) and (ii) the Guarantor shall be released from all of its obligations under its Guarantee and under Article Thirteen of this Indenture, subject, in each case (i) or (ii), except for to the following which shall survive until otherwise terminated or discharged hereunder: (A1) the rights of Holders of such Securities to receive, solely from the trust fund described in Section 1204 and as more fully set forth in such Section, payments in respect of the principal of (and premium, if any) and interest on such Securities when payments are due, (2) the Issuer’s 's and, if applicable, the Guarantor's obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303304, 305, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 11011003, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (C3) the rights, obligations powers, trusts, duties and immunities of the Trustee under the Indenture hereunder and (D4) this Article TwelveArticle. Subject to compliance with this Article TwelveArticle, the Issuer may exercise its option under to have this Section 1202 applied to any Outstanding Securities notwithstanding the prior exercise of its option under to have Section 1203 with respect applied to the such Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiary.

Appears in 2 contracts

Samples: Lexmark International Group Inc, Lexmark International Inc

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 of the above option applicable to this Section 1202with respect to any Securities of or within a series, the Issuer and the Guarantors shall be deemed to have been discharged from their its obligations with respect to all such Outstanding Securities on the date the conditions set forth in Section 1204 12.4 are satisfied (hereinafter, “defeasance”). For this purpose, such defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness represented by the such Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 12.5 and the other Sections of this Indenture referred to in clauses (A) and (B) below, and to have satisfied all their its other obligations under such Securities and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A) the rights of Holders of such Outstanding Securities to receive, solely from the trust fund described in Section 12.4 and as more fully set forth in such Section, payments in respect of the principal of and interest, if any, on such Securities when such payments are due, (B) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A Sections 2.8, 2.9, 2.11, 3.2 and Sections 303, 306, 307, 1002 3.4 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amountsobligations as shall be ancillary thereto, (C) the rights, obligations powers, trusts, duties and immunities of the Trustee under hereunder including, without limitation, Section 5.6 and the Indenture penultimate paragraph of Section 12.5 and (D) this Article Twelve. Subject to compliance with this Article Twelve, the Issuer may exercise its option under this Section 1202 12.2 notwithstanding the prior exercise of its option under Section 1203 12.3 with respect to the such Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiary.

Appears in 2 contracts

Samples: Becton Dickinson & Co, Cardinal Health Inc

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 ‎‎Section 8.01 of the option applicable to this Section 1202‎‎Section 8.02, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities the Notes on the date the conditions set forth in Section 1204 ‎‎Section 8.04 are satisfied (hereinafter, “defeasanceLegal Defeasance”). For this purpose, such defeasance Legal Defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, outstanding Notes and to have satisfied all their other obligations under such Securities the Notes and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (Aa) the rights of Holders of outstanding Notes to receive, solely from the trust fund described in ‎‎Section 8.08 and as more fully set forth in such section, payments in respect of the principal of, and premium, if any, and interest (including Additional Amounts) on, such Notes when such payments are due, (b) the Issuer’s obligations with respect to such Securities under Section 2.3 the Notes concerning issuing temporary Notes, registration of Appendix A and Sections 303Notes, 306mutilated, 307destroyed, 1002 and 1003 lost or stolen Notes and the Issuer’s rights under Section 1101maintenance of an office or agency for payment and money for security payments held in trust, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (Cc) the rights, obligations powers, trusts, duties and immunities of the Trustee under and the Indenture Security Agent hereunder and the Issuer’s and the Guarantors’ obligations in connection therewith and (Dd) the provisions of this Article Twelve‎‎Article Eight. Subject to compliance with this Article Twelve‎‎Article Eight, the Issuer may exercise its option under this Section 1202 ‎‎Section 8.02 notwithstanding the prior exercise of its option under Section 1203 ‎‎Section 8.03 below with respect to the SecuritiesNotes. If the Issuer exercises its option under this Section 1202Legal Defeasance option, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in payment of the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note Notes may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiaryaccelerated because of an Event of Default.

Appears in 2 contracts

Samples: Indenture (Norwegian Cruise Line Holdings Ltd.), Indenture (Norwegian Cruise Line Holdings Ltd.)

Defeasance and Discharge. Upon the Issuer’s 's exercise under Section 1201 of the above option applicable to this Section 1202Section, each of the Issuer and the Guarantors Guarantor shall be deemed to have been discharged from their its respective obligations with respect to all the Outstanding Securities of such series and under the Guarantee in respect thereof, on the date the conditions set forth in Section 1204 11.4 are satisfied (hereinafter, "defeasance"). For this purpose, such defeasance means that the Issuer and the Guarantor shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for Securities of such series and under the purposes of Section 1205 and the other Sections of this Indenture referred to Guarantee in clauses (A) and (B) belowrespect thereof, and to have satisfied all of their other respective obligations under such Securities Securities, the Guarantee in respect thereof and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the IssuerIssuer and the Guarantor, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (Aa) the rights of holders of Outstanding Securities of such series and under the Guarantee in respect thereof, to receive, solely from the trust fund described in Section 11.4 and as more fully set forth in such Section, payments in respect of the principal of and interest on such Securities when such payments are due, (b) the Issuer’s 's and the Guarantor's obligations with respect to such Securities under Section 2.3 of Appendix A Sections 2.10, 2.11, 2.13, 3.2 and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 11013.3, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (Cc) the rights, obligations powers, trusts, duties, and immunities of the Trustee under Sections 2.11, 2.12, 2.13, 4.3, 5.5 and Article 9, and otherwise the Indenture duty of the Trustee to authenticate Securities of such series issued on registration of transfer or exchange and (Dd) this Article TwelveEleven. Subject to compliance with this Article TwelveEleven, the Issuer may exercise its option under this Section 1202 11.2 notwithstanding the prior exercise of its option under Section 1203 11.3 with respect to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted SubsidiarySecurities of such series.

Appears in 2 contracts

Samples: Indenture (Textron Financial Canada Funding Corp), Textron Financial Canada Funding Corp

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 11.01 of the option applicable to this Section 120211.02, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities Notes on the date the conditions set forth in Section 1204 11.04 are satisfied (hereinafter, “defeasance”). For this purpose, such defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding SecuritiesNotes, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 11.05 and the other Sections of this Indenture referred to in clauses (A) and (B) below, and to have satisfied all their other obligations under such Securities Notes and this Indenture insofar as such Securities Notes are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A) the Issuer’s obligations with respect to such Securities Notes under Section 2.3 of Appendix A and Sections 3033.03, 3063.06, 3073.07, 1002 9.02 and 1003 9.03 and the Issuer’s rights under Section 110110.01, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities Notes (but not the Purchase Price referred to under Section 1009 or 10169.07) and any rights of the Holders with respect to such amounts, (C) the rights, obligations and immunities of the Trustee under the this Indenture and (D) this Article Twelve11. Subject to compliance with this Article Twelve11, the Issuer may exercise its option under this Section 1202 11.02 notwithstanding the prior exercise of its option under Section 1203 11.03 with respect to the SecuritiesNotes. If the Issuer exercises its option under this Section 120211.02, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee. Upon the Issuer’s exercise under Section 11.01 of the option applicable to this Section 11.02, (v) all subordination provisions contained in Liens on the Parent Intercompany Note Collateral securing the Indebtedness evidenced by the Notes shall be released and the Parent Intercompany Note Subordination Agreement Security Documents shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed cease to be requirements to take or omit to take any action by Parent or any Restricted Subsidiaryof further effect.

Appears in 2 contracts

Samples: Collateral Agreement (Qwest Corp), Collateral Agreement (Qwest Corp)

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 8.01 of the option applicable to this Section 12028.02, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities the Notes on the date the conditions set forth in Section 1204 8.04 are satisfied (hereinafter, “legal defeasance”). For this purpose, such legal defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness Debt represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, outstanding Notes and to have satisfied all their its other obligations under such Securities the Notes and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following provisions, which shall survive until otherwise terminated or discharged hereunder: (Aa) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders of outstanding Notes to receive payment receive, solely from the trust fund described in Section 8.08 and as more fully set forth in such Section, payments in respect of the principal of, of (and premium, if any, on) and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to Notes when such amountspayments are due, (Cb) the provisions set forth at Section 8.06 below, (c) the rights, obligations powers, trusts, duties and immunities of the Trustee under hereunder and the Indenture Issuer’s and the Guarantors’ obligations in connection therewith, (d) this Section 8.02 and (De) any other provision of this Article TwelveIndenture which expressly survives satisfaction and discharge. Subject to compliance with this Article TwelveEight, the Issuer may exercise its option under this Section 1202 8.02 notwithstanding the prior exercise of its option under Section 1203 8.03 below with respect to the SecuritiesNotes. If the Issuer exercises its option under this Section 1202legal defeasance option, (u) payment of the Notes may not be accelerated because of an Event of Default. If the Issuer exercises its legal defeasance option, each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement Trustee shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiaryexecute a release of such Guarantee.

Appears in 2 contracts

Samples: Indenture (T F Bell Holdings LTD), Indenture (Portishead Insurance Management LTD)

Defeasance and Discharge. Upon the Issuer’s Company's exercise under Section 1201 of the option applicable to this Section 1202, the Issuer and the Guarantors Company shall be deemed to have been discharged from their its obligations with respect to all Outstanding Securities on the date the conditions set forth in Section 1204 are satisfied (hereinafter, "defeasance"). For this purpose, such defeasance means that the Issuer Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, and to have satisfied all their its other obligations under such Securities and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the IssuerCompany, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A) the Issuer’s Company's obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303304, 305, 306, 307, 1002 and 1003 and the Issuer’s Company's rights under Section 1101, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (C) the rights, obligations and immunities of the Trustee under the Indenture and (D) this Article Twelve. Subject to compliance with this Article Twelve, the Issuer Company may exercise its option under this Section 1202 notwithstanding the prior exercise of its option under Section 1203 with respect to the Securities. If the Issuer Company exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Restricted Subsidiary Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiary.

Appears in 2 contracts

Samples: Level 3 Communications Inc, Level 3 Communications Inc

Defeasance and Discharge. Upon the Issuer’s 's exercise under Section 1201 of the above option applicable to this Section 1202with respect to any Securities of or within a series, the Issuer and the Guarantors shall be deemed to have been discharged from their its obligations with respect to all such Outstanding Securities on the date the conditions set forth in Section 1204 1404 are satisfied (hereinafter, "defeasance"). For this purpose, such defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness represented by the such Outstanding Securities, Securities which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 1205 1405 and the other Sections of this Indenture referred to in clauses (A) and (B) below, and to have satisfied all their of its other obligations under such Securities Securities, and this Indenture Indenture, insofar as such Securities are concerned (and the Trustee, at the written direction and expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders of such Outstanding Securities to receive payment receive, solely from the trust fund described in Section 1404 and as more fully set forth in such Section, payments in respect of the interest on, principal of, premium, if any, and interest other sums payable, if any, on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) when such payments are due and any rights right of such Holder to exchange such Securities for other Securities, (B) the Holders Issuer's obligations with respect to such amountsSecurities under Sections 305, 306, 1002 and 1003, (C) the rights, obligations powers, trusts, duties and immunities of the Trustee under the Indenture hereunder and (D) this Article TwelveArticle. Subject to compliance with this Article TwelveFourteen, the Issuer may exercise its option under this Section 1202 notwithstanding the prior exercise of its option under Section 1203 1403 with respect to the such Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiary.

Appears in 2 contracts

Samples: Indenture (Rait Investment Trust), Indenture (Rait Investment Trust)

Defeasance and Discharge. (a) Upon the Issuer’s exercise under Section 1201 SECTION 8.1 hereof of the option applicable to this Section 1202SECTION 8.2, the Issuer and shall, subject to the Guarantors shall satisfaction of the conditions set forth in SECTION 8.4 hereof, be deemed to have been discharged from their its obligations with respect to all Outstanding Securities outstanding Notes on the date the conditions set forth in Section 1204 below are satisfied (hereinafter, “defeasance”). For this purpose, such defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness Debt represented by the Outstanding Securitiesoutstanding Notes, which shall thereafter be deemed to be “Outstandingoutstanding” only for the purposes of Section 1205 SECTION 8.5 hereof and the other Sections of this Indenture referred to in clauses (Aa) and (Bb) below, and to have satisfied all their of its other obligations under such Securities Notes and this Indenture insofar as such Securities are concerned (and the Trustee, on demand of and at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (Aa) the rights of Holders of outstanding Notes to receive payments in respect of the principal of, premium, if any, and interest, if any, on such Notes when such payments are due from the trust referred to in SECTION 8.4(1); (b) the Issuer’s obligations with respect to such Securities Notes under Section 2.3 Sections 2.2, 2.3, 2.4, 2.5, 2.6, 2.7, 2.10 and 4.2 hereof; (c) the rights, powers, trusts, benefits and immunities of Appendix A the Trustee, including without limitation thereunder, under SECTION 7.7, 8.5 and Sections 303, 306, 307, 1002 and 1003 8.7 hereof and the Issuer’s rights under Section 1101, obligations in connection therewith; (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (Cd) the rights, obligations and immunities of the Trustee under the Indenture Company’s rights pursuant to SECTION 3.7; and (De) the provisions of this Article TwelveVIII. Subject to compliance with this Article TwelveVIII, the Issuer may exercise its option under this Section 1202 SECTION 8.2 notwithstanding the prior exercise of its option under Section 1203 with respect to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted SubsidiarySECTION 8.3 hereof.

Appears in 2 contracts

Samples: Triumph Group Inc, Triumph Group Inc

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 11.01 of the option applicable to this Section 120211.02, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities Notes on the date the conditions set forth in Section 1204 11.04 are satisfied (hereinafter, “defeasance”). For this purpose, such defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding SecuritiesNotes, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 11.05 and the other Sections of this Indenture referred to in clauses (A) and (B) below, and to have satisfied all their other obligations under such Securities Notes and this Indenture insofar as such Securities Notes are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A) the Issuer’s obligations with respect to such Securities Notes under Section 2.3 of Appendix A and Sections 3033.03, 3063.06, 3073.07, 1002 9.02 and 1003 9.03 and the Issuer’s rights under Section 110110.01, (B) rights of Holders to receive payment of principal of, of (and premium, if any, ) and interest on such Securities Notes (but not the Purchase Price referred to under Section 1009 or 10169.07) and any rights of the Holders with respect to such amounts, (C) the rights, obligations and immunities of the Trustee under the this Indenture and (D) this Article TwelveXI. Subject to compliance with this Article TwelveXI, the Issuer may exercise its option under this Section 1202 11.02 notwithstanding the prior exercise of its option under Section 1203 11.03 with respect to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted SubsidiaryNotes.

Appears in 2 contracts

Samples: www.esunbank.com.tw, Lumen Technologies, Inc.

Defeasance and Discharge. Upon the IssuerCompany’s exercise under Section 1201 of the option applicable to this Section 1202, the Issuer Company shall be deemed to have been released and discharged from its obligations with respect to the Defeased Notes and the Guarantors shall be deemed to have been released and discharged from their obligations with respect to all Outstanding Securities the Note Guarantees on the date the relevant conditions set forth in Section 1204 are satisfied (hereinafter, “defeasanceDefeasance”). For this purpose, such defeasance Defeasance means that the Issuer Company shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the Outstanding SecuritiesDefeased Notes, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (Aa) and (Bb) below, and the Company, and each of the Guarantors shall be deemed to have satisfied all their other obligations under such Securities Notes, Note Guarantees and this Indenture insofar as such Securities Notes are concerned (and the Trustee, at the expense of the IssuerCompany, shall execute proper instruments acknowledging the same), except for the following following, which shall survive until otherwise terminated or discharged hereunder: (Aa) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders of Defeased Notes to receive payment receive, solely from the trust fund described in Section 1204 and as more fully set forth in such Section, payments in respect of principal of, of and premium, if any, and interest on such Securities Notes when such payments are due, (but not b) the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders Company’s obligations with respect to such amountsDefeased Notes under Sections 304, 305, 306, 402, and 403, (Cc) the rights, obligations powers, trusts, duties and immunities of the Trustee hereunder, including the Trustee’s rights (and the Company’s obligations) under the Indenture Section 707, and (Dd) this Article TwelveXII. If the Company exercises its option under this Section 1202, payment of the Notes may not be accelerated because of an Event of Default with respect thereto. Subject to compliance with this Article TwelveXII, the Issuer may Company may, at its option and at any time, exercise its option under this Section 1202 notwithstanding the prior exercise of its option under Section 1203 with respect to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted SubsidiaryNotes.

Appears in 2 contracts

Samples: Xerox Corp, Minerals Technologies Inc

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 ‎‎Section 8.01 of the option applicable to this Section 1202‎‎Section 8.02, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities the Notes on the date the conditions set forth in Section 1204 ‎‎Section 8.04 are satisfied (hereinafter, “defeasanceLegal Defeasance”). For this purpose, such defeasance Legal Defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, outstanding Notes and to have satisfied all their other obligations under such Securities the Notes and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (Aa) the rights of Holders of outstanding Notes to receive, solely from the trust fund described in ‎‎Section 8.08 and as more fully set forth in such Section, payments in respect of the principal of (and premium, if any, on) and interest (including Additional Amounts) on such Notes when such payments are due, (b) the Issuer’s obligations with respect to such Securities under Section 2.3 the Notes concerning issuing temporary Notes, registration of Appendix A and Sections 303Notes, 306mutilated, 307destroyed, 1002 and 1003 lost or stolen Notes and the Issuer’s rights under Section 1101maintenance of an office or agency for payment and money for security payments held in trust, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (Cc) the rights, obligations powers, trusts, duties and immunities of the Trustee under and the Indenture Security Agent hereunder and the Issuer’s and the Guarantors’ obligations in connection therewith and (Dd) the provisions of this Article Twelve‎‎Article Eight. Subject to compliance with this Article Twelve‎‎Article Eight, the Issuer may exercise its option under this Section 1202 ‎‎Section 8.02 notwithstanding the prior exercise of its option under Section 1203 ‎‎Section 8.03 below with respect to the SecuritiesNotes. If the Issuer exercises its option under this Section 1202Legal Defeasance option, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in payment of the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note Notes may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiaryaccelerated because of an Event of Default.

Appears in 2 contracts

Samples: Indenture (Norwegian Cruise Line Holdings Ltd.), Indenture (Norwegian Cruise Line Holdings Ltd.)

Defeasance and Discharge. (a) Upon the Issuer’s exercise under Section 1201 SECTION 8.1 hereof of the option applicable to this Section 1202SECTION 8.2, the Issuer and shall, subject to the Guarantors shall satisfaction of the conditions set forth in SECTION 8.4 hereof, be deemed to have been discharged from their its obligations with respect to all Outstanding Securities outstanding Notes on the date the conditions set forth in Section 1204 below are satisfied (hereinafter, “defeasance”). For this purpose, such defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness Debt represented by the Outstanding Securitiesoutstanding Notes, which shall thereafter be deemed to be “Outstandingoutstanding” only for the purposes of Section 1205 SECTION 8.5 hereof and the other Sections of this Indenture referred to in clauses (Aa) and (Bb) below, and to have satisfied all their of its other obligations under such Securities Notes and this Indenture insofar as such Securities are concerned (and the Trustee, on demand of and at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (Aa) the rights of Holders of outstanding Notes to receive payments in respect of the principal of, premium, if any, and interest, if any, on such Notes when such payments are due from the trust referred to in SECTION 8.4(1); (b) the Issuer’s obligations with respect to such Securities Notes under Section 2.3 SECTIONS 2.2, 2.3, 2.4, 2.5, 2.6, 2.7, 2.10 and 4.2 hereof; (c) the rights, powers, trusts, benefits and immunities of Appendix A the Trustee, including without limitation thereunder, under SECTION 7.7, 8.5 and Sections 303, 306, 307, 1002 and 1003 8.7 hereof and the Issuer’s rights under Section 1101, obligations in connection therewith; (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (Cd) the rights, obligations and immunities of the Trustee under the Indenture Company’s rights pursuant to SECTION 3.7; and (De) the provisions of this Article TwelveVIII. Subject to compliance with this Article TwelveVIII, the Issuer may exercise its option under this Section 1202 SECTION 8.2 notwithstanding the prior exercise of its option under Section 1203 with respect to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted SubsidiarySECTION 8.3 hereof.

Appears in 2 contracts

Samples: Indenture (Triumph Group Inc), Triumph Group Inc

Defeasance and Discharge. Upon the IssuerCompany’s exercise under Section 1201 of the option applicable to this Section 1202, the Issuer Company shall be deemed to have been released and discharged from its obligations with respect to the Defeased Notes and the Guarantors shall be deemed to have been released and discharged from their obligations with respect to all Outstanding Securities the Subsidiary Guarantees on the date the relevant conditions set forth in Section 1204 are satisfied (hereinafter, “defeasanceLegal Defeasance”). For this purpose, such defeasance Legal Defeasance means that the Issuer Company shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the Outstanding SecuritiesDefeased Notes, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (Aa) and (Bb) below, and the Company, and each of the Guarantors shall be deemed to have satisfied all their other obligations under such Securities Notes, Subsidiary Guarantees and this Indenture insofar as such Securities Notes are concerned (and the Trustee, at the expense of the IssuerCompany, shall execute proper instruments acknowledging the same), except for the following following, which shall survive until otherwise terminated or discharged hereunder: (Aa) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders of Defeased Notes to receive payment receive, solely from the trust fund described in Section 1204 and as more fully set forth in such Section, payments in respect of principal of, of and premium, if any, and interest on such Securities Notes when such payments are due, (but not b) the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders Company’s obligations with respect to such amountsDefeased Notes under Sections 304, 305, 306, 402, and 403, (Cc) the rights, obligations powers, trusts, duties and immunities of the Trustee and the Collateral Trustee hereunder, including the Trustee’s and the Collateral Trustee’s rights (and the Company’s obligations) under the Indenture Section 707, and (Dd) this Article TwelveXII. If the Company exercises its option under this Section 1202, payment of the Notes may not be accelerated because of an Event of Default with respect thereto. Subject to compliance with this Article TwelveXII, the Issuer may Company may, at its option and at any time, exercise its option under this Section 1202 notwithstanding the prior exercise of its option under Section 1203 with respect to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted SubsidiaryNotes.

Appears in 2 contracts

Samples: Collateral Trust Agreement (Tenneco Inc), Collateral Trust Agreement (Tenneco Inc)

Defeasance and Discharge. Upon the Issuer’s 's or the Guarantor's exercise under Section 1201 8.01 of the option applicable to this Section 12028.02, the Issuer and the Guarantors shall be deemed to have been discharged from their its obligations with respect to all Outstanding Securities the Notes and the Guarantor shall be deemed to have been discharged from its obligations with respect to the Guarantee on the date the conditions set forth in Section 1204 8.04 are satisfied (hereinafter, “legal defeasance”). For this purpose, such legal defeasance means that the Issuer and the Guarantor shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for Notes or the purposes of Section 1205 and Guarantees (as the other Sections of this Indenture referred to in clauses (Acase may be) and (B) below, and to have satisfied all their other obligations under such Securities the Notes, the Guarantees and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (Aa) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders of Notes to receive payment receive, solely from the trust fund described in Section 8.08 and as more fully set forth in such Section, payments in respect of the principal of, of (and premium, if any, on) and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to Notes when such amountspayments are due, (Cb) the provisions set forth at Section 8.06 below, (c) the rights, obligations powers, trusts, duties and immunities of the Trustee under hereunder and the Indenture Issuer's and the Guarantor's obligations in connection therewith, and (Dd) this Article Twelvethe provisions of Section 8.04. Subject to compliance with this Article TwelveEight, the Issuer or the Guarantor may exercise its their respective option under this Section 1202 8.02 notwithstanding the prior exercise of its their option under Section 1203 8.03 below with respect to the SecuritiesNotes or the Guarantees (as the case may be). If any of the Issuer or the Guarantor exercises its option under this Section 1202their respective legal defeasance option, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in payment of the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note Notes may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiaryaccelerated because of an Event of Default.

Appears in 2 contracts

Samples: www.grupocodere.com, www.grupocodere.com

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 of the defeasance option specified in Section 10.3 applicable to this Section 120210.4 with respect to the Securities of or within a series, the Issuer and the Guarantors Guarantor shall be deemed to have been discharged from their respective obligations with respect to all Outstanding such Securities and any Coupons appertaining thereto and the related Guarantee on and after the date the conditions set forth in Section 1204 10.6 are satisfied (hereinafter, hereinafter “defeasance”). For this purpose, such defeasance means that the Issuer and the Guarantor shall be deemed to have paid and discharged the entire indebtedness represented by such Securities and any Coupons appertaining thereto and the Outstanding Securities, related Guarantee which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 10.7 and the other Sections of this Indenture referred to in clauses clause (A2) and (B) belowof this Section 10.4, and to have satisfied all of their other obligations under such Securities and any Coupons appertaining thereto and the related Guarantee and this Indenture insofar as such Securities and any Coupons appertaining thereto and the related Guarantee are concerned (and the Trustee, at the expense of the IssuerIssuer or the Guarantor, as applicable, shall on an Issuer Order or Guarantor Order execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A1) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders of such Securities and any Coupons appertaining thereto to receive payment receive, solely from the trust funds described in Section 10.6(1) and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest and Additional Amounts, if any, on such Securities or any Coupons appertaining thereto when such payments are due; (but not 2) the Purchase Price referred to under Section 1009 or 1016) Issuer and any rights of the Holders Guarantor’s obligations with respect to such amountsSecurities under Sections 2.8, 2.9, 3.2 and 3.3 and Article XIV and with respect to the payment of Additional Amounts, if any, payable with respect to such Securities as specified pursuant to Section 2.3; (C3) the rights, obligations powers, trusts, duties and immunities of the Trustee under the Indenture hereunder and (D4) this Article Twelve. X. Subject to compliance with this Article TwelveX, the Issuer or the Guarantor may exercise its the option under this Section 1202 10.4 notwithstanding the prior exercise of its the option under Section 1203 10.5 with respect to the Securitiessuch Securities and any Coupons appertaining thereto. If the Issuer exercises its option under this Section 1202Following a defeasance, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note payment of such Securities may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiaryaccelerated because of an Event of Default.

Appears in 2 contracts

Samples: AXIS Specialty Finance LLC, AXIS Specialty Finance LLC

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 8.01 of the option applicable to this Section 12028.02, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities the Notes on the date the conditions set forth in Section 1204 8.04 are satisfied (hereinafter, “defeasanceLegal Defeasance”). For this purpose, such defeasance Legal Defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness Debt represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, outstanding Notes and to have satisfied all their its other obligations under such Securities the Notes and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (Aa) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders of outstanding Notes to receive payment receive, solely from the trust fund described in Section 8.08 and as more fully set forth in such Section, payments in respect of the principal of, of (and premium, if any, on) and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to Notes when such amountspayments are due, (Cb) the provisions set forth at Section 8.06 below, (c) the rights, obligations powers, trusts, duties and immunities of the Trustee under hereunder and the Indenture Issuer’s and the Guarantors’ obligations in connection therewith and (Dd) this Article TwelveSection 8.02. Subject to compliance with this Article Twelve8, the Issuer may exercise its option under this Section 1202 8.02 notwithstanding the prior exercise of its option under Section 1203 8.03 below with respect to the SecuritiesNotes. If the Issuer exercises its option under this Section 1202Legal Defeasance option, (u) payment of the Notes may not be accelerated because of an Event of Default. If the Issuer exercises its Legal Defeasance option, each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement Trustee shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiaryexecute a release of such Guarantee.

Appears in 2 contracts

Samples: Digicel Group LTD, Digicel Group LTD

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 by the Issuer or each Guarantor of the above option applicable to this Section 1202with respect to any Securities of a series, the Issuer and the Guarantors such Guarantor shall each be deemed to have been discharged from their its obligations with respect to all such Outstanding Securities and any related coupons on the date the conditions set forth in Section 1204 1404 are satisfied (hereinafter, “defeasance”). For this purpose, such defeasance means that the Issuer and the Guarantors shall be deemed to have paid and discharged the entire indebtedness represented by the such Outstanding SecuritiesSecurities and any related coupons and Guarantees, respectively, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 1405 and the other Sections provisions of this Indenture referred to in clauses (A), (B), (C) and (BD) below, and to have satisfied all their other obligations under such Securities and any related coupons and Guarantees, respectively, and this Indenture insofar as such Securities and any related coupons and Guarantees are concerned (and the TrusteeTrustees, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A) the rights of Holders of such Outstanding Securities and any related coupons to receive, solely from the trust fund described in Section 1404 and as more fully set forth in such Section, payments in respect of the principal of (and premium, if any) and interest, if any, on such Securities and any related coupons when such payments are due, (B) the Issuer’s ’s, the Trustees’ and the Guarantors’ obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303113, 114, 304, 305, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights applicable provisions of the Holders with respect to such amountsArticle Eleven), (C) the rights, obligations powers, trusts, duties and immunities of the Trustee under the Indenture Trustees hereunder and (D) this Article TwelveFourteen. Subject to compliance with this Article TwelveFourteen, the Issuer or any Guarantor may exercise its option under this Section 1202 1402 notwithstanding the prior exercise of its the option under Section 1203 1403 with respect to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note such Securities and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note any related coupons and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiary.

Appears in 1 contract

Samples: Indenture (Granite Reit Inc.)

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 of the option applicable to this Section 1202, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities on the date the conditions set forth in Section 1204 are satisfied (hereinafter, “defeasance”). For this purpose, such defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, and to have satisfied all their other obligations under such Securities and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (C) the rights, obligations and immunities of the Trustee under the Indenture and (D) this Article Twelve. Subject to compliance with this Article Twelve, the Issuer may exercise its option under this Section 1202 notwithstanding the prior exercise of its option under Section 1203 with respect to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiary.Article

Appears in 1 contract

Samples: Indenture (Level 3 Communications Inc)

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 of the option applicable to this Section 1202, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities on the date the conditions set forth in Section 1204 are satisfied (hereinafter, “defeasance”). For this purpose, such defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, and to have satisfied all their other obligations under such Securities and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (C) the rights, obligations and immunities of the Trustee under the Indenture and (D) this Article Twelve. Subject to compliance with this Article Twelve, the Issuer may exercise its option under this Section 1202 notwithstanding the prior exercise of its option under Section 1203 with respect to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be 104 disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiary.

Appears in 1 contract

Samples: Indenture (Level 3 Communications Inc)

Defeasance and Discharge. Upon the IssuerCompany’s exercise under Section 1201 of the option applicable to this Section 1202, the Issuer Company shall be deemed to have been released and discharged from its obligations with respect to the Defeased Notes and the Subsidiary Guarantors shall be deemed to have been released and discharged from their obligations with respect to all Outstanding Securities the Subsidiary Guarantees on the date the relevant conditions set forth in Section 1204 are satisfied (hereinafter, “defeasanceDefeasance”). For this purpose, such defeasance Defeasance means that the Issuer Company shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the Outstanding SecuritiesDefeased Notes, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (Aa) and (Bb) below, and the Company, and each of the Subsidiary Guarantors shall be deemed to have satisfied all their other obligations under such Securities Notes, Subsidiary Guarantees and this Indenture insofar as such Securities Notes are concerned (and the Trustee, at the expense of the IssuerCompany, shall execute proper instruments acknowledging the same), except for the following following, which shall survive until otherwise terminated or discharged hereunder: (Aa) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders of Defeased Notes to receive payment receive, solely from the trust fund described in Section 1204 and as more fully set forth in such Section, payments in respect of principal of, of and premium, if any, and interest on such Securities Notes when such payments are due, (but not b) the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders Company’s obligations with respect to such amountsDefeased Notes under Sections 304, 305, 306, 402, and 403, (Cc) the rights, obligations powers, trusts, duties and immunities of the Trustee and the Collateral Agent hereunder, including the Trustee’s and Collateral Agent’s rights (and the Company’s obligations) under the Indenture Section 707, and (Dd) this Article TwelveXII. If the Company exercises its option under this Section 1202, payment of the Notes may not be accelerated because of an Event of Default with respect thereto. Subject to compliance with this Article TwelveXII, the Issuer may Company may, at its option and at any time, exercise its option under this Section 1202 notwithstanding the prior exercise of its option under Section 1203 with respect to the SecuritiesNotes. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiary.109

Appears in 1 contract

Samples: Intercreditor Agreement (L Brands, Inc.)

Defeasance and Discharge. Upon the Issuer’s 's exercise under Section 1201 of the option specified in Section 10.3 applicable to this Section 1202with respect to the Securities of or within a series, the Issuer and the Guarantors shall be deemed to have been discharged from their its obligations with respect to all Outstanding such Securities and any Coupons appertaining thereto on and after the date the conditions set forth in Section 1204 10.6 are satisfied (hereinafter, “hereinafter "defeasance"). For this purpose, such defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness represented by such Securities and any Coupons appertaining thereto, and under the Outstanding SecuritiesPreferred Securities Guarantee in respect thereof, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 1205 10.7, clause (i) of this Section and the other Sections of this Indenture referred to in clauses clause (A2) and (B) belowof this Section, and to have satisfied all their its other obligations under such Securities and any Coupons appertaining thereto and this Indenture insofar as such Securities and any Coupons appertaining thereto are concerned (and the Trustee, at the expense of the Issuer, shall on an Issuer Order execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A1) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders of such Securities and any Coupons appertaining thereto to receive payment receive, solely from the trust funds described in Section 10.6(1) and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest interest, if any, on such Securities or any Coupons appertaining thereto when such payments are due; (but not 2) the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders Issuer's obligations with respect to such Securities under Sections 2.8, 2.9, 3.2 and 3.3 and with respect to the payment of additional amounts, if any, payable with respect to such Securities as specified pursuant to Section 2.3; (C3) the rights, obligations powers, trusts, duties and immunities of the Trustee under the Indenture hereunder and (D4) this Article Twelve. X. Subject to compliance with this Article TwelveX, the Issuer may exercise its option under this Section 1202 notwithstanding the prior exercise of its option under Section 1203 10.5 with respect to the Securitiessuch Securities and any coupons appertaining thereto. If the Issuer exercises its option under this Section 1202Following a defeasance, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note payment of such Securities may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiaryaccelerated because of an Event of Default.

Appears in 1 contract

Samples: Indenture (Scottish Annuity & Life Holdings LTD)

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 8.01 of the option applicable to this Section 12028.02, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities the Notes on the date the conditions set forth in Section 1204 8.04 are satisfied (hereinafter, “legal defeasance”). For this purpose, such legal defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness Debt represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, outstanding Notes and to have satisfied all their its other obligations under such Securities the Notes and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following provisions, which shall survive until otherwise terminated or discharged hereunder: (Aa) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders of outstanding Notes to receive payment receive, solely from the trust fund described in Section 8.08 and as more fully set forth in such Section, payments in respect of the principal of, of (and premium, if any, on) and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to Notes when such amountspayments are due, (Cb) the provisions set forth at Section 8.04 below, (c) the rights, obligations powers, trusts, duties and immunities of the Trustee under hereunder and the Indenture Issuer’s and the Guarantors’ obligations in connection therewith, (d) this Section 8.02 and (De) any other provision of this Article TwelveIndenture which expressly survives satisfaction and discharge. Subject to compliance with this Article TwelveEight, the Issuer may exercise its option under this Section 1202 8.02 notwithstanding the prior exercise of its option under Section 1203 8.03 below with respect to the SecuritiesNotes. If the Issuer exercises its option under this Section 1202legal defeasance option, (u) payment of the Notes may not be accelerated because of an Event of Default. If the Issuer exercises its legal defeasance option, each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement Trustee shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiaryexecute a release of such Guarantee.

Appears in 1 contract

Samples: Indenture (Townfrost LTD)

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 8.01 of the option applicable to this Section 12028.02, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities the outstanding Notes of the applicable series on the date the conditions set forth in Section 1204 8.04 are satisfied (hereinafter, “defeasanceLegal Defeasance”). For this purpose, such defeasance Legal Defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes outstanding Notes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, such series and to have satisfied all their other obligations under the Notes of such Securities series and this Indenture insofar as with respect to such Securities are concerned series (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (Aa) the rights of Holders of outstanding Notes of such series to receive, solely from the trust fund described in Section 8.08 and as more fully set forth in such Section, payments in respect of the principal of (and premium, if any, on) and interest (including Additional Amounts) on such Notes when such payments are due, (b) the Issuer’s obligations with respect to the Notes of such Securities under Section 2.3 series concerning issuing temporary Notes, registration of Appendix A and Sections 303Notes, 306mutilated, 307destroyed, 1002 and 1003 lost or stolen Notes and the Issuer’s rights under Section 1101maintenance of an office or agency for payment and money for security payments held in trust, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (Cc) the rights, obligations powers, trusts, duties and immunities of the Trustee under and the Indenture Security Agent hereunder and the Issuer’s and the Guarantors’ obligations in connection therewith and (Dd) the provisions of this Article TwelveEight. Subject to compliance with this Article TwelveEight, the Issuer may exercise its option under this Section 1202 8.02 notwithstanding the prior exercise of its option under Section 1203 8.03 below with respect to the SecuritiesNotes. If the Issuer exercises its Legal Defeasance option under this Section 1202with respect to a series of Notes, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in payment of the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note Notes of such series may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed accelerated because of an Event of Default with respect to be requirements to take or omit to take any action by Parent or any Restricted Subsidiary.such series. 115

Appears in 1 contract

Samples: Indenture (Royal Caribbean Cruises LTD)

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 of the its option applicable to have this Section 1202applied to the Notes, the Issuer and the Guarantors shall be deemed to have been discharged from their respective obligations with respect to all Outstanding Securities hereunder as provided in this Section on and after the date the conditions set forth in Section 1204 1304 are satisfied (hereinafter, hereinafter called defeasanceLegal Defeasance”). For this purpose, such defeasance Legal Defeasance means that the Issuer and the Guarantors shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 Notes and the other Sections of this Indenture referred to in clauses (A) and (B) below, Guarantees and to have satisfied all their other respective obligations under such Securities and this the Indenture insofar as such Securities are concerned (and the Trustee, upon Issuer Request and at the expense of the Issuer, shall execute proper such instruments reasonably requested by the Issuer acknowledging the same), and the Indenture shall cease to be of further effect as to all Outstanding Notes and all Guarantees, except for as to the following following, which shall survive until otherwise terminated or discharged hereunder: (A1) the rights of Holders of the Notes to receive, solely from the trust fund described in Section 1304 and as more fully set forth in such Section, payments in respect of the principal of, and interest and premium, if any, on, the Notes when payments are due; (2) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303304, 305, 306, 3071002, 1002 and 1003 and the Issuer’s rights under Section 1101, 1004(a); (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (C3) the rights, obligations powers, trusts, duties and immunities of the Trustee under and the Indenture Collateral Agent hereunder and the obligations of the Issuer and the Guarantors in connection therewith; and (D4) this Article TwelveArticle. If the Issuer exercises its defeasance option pursuant to this Section 1302, the payment of the defeased Notes may not be accelerated pursuant to Section 502 because of an Event of Default. Subject to compliance with this Article TwelveArticle, the Issuer may exercise its option under (if any) to have this Section 1202 applied to the Notes notwithstanding the prior exercise of its option under (if any) to have Section 1203 with respect 1303 applied to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted SubsidiaryNotes.

Appears in 1 contract

Samples: Indenture (Weatherford International PLC)

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 8.01 of the option applicable to this Section 12028.02, the Issuer and the Guarantors shall be deemed to have been discharged from their its obligations with respect to all Outstanding Securities the outstanding Notes on the date the conditions set forth in Section 1204 8.04 are satisfied (hereinafter, “defeasanceLegal Defeasance”). For this purpose, such defeasance Legal Defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, outstanding Notes and to have satisfied all their its other obligations under such Securities the Notes and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (Aa) the rights of Holders of outstanding Notes to receive, solely from the trust fund described in Section 8.08 and as more fully set forth in such Section, payments in respect of the principal of (and premium, if any, on) and interest (including Additional Amounts, if any) on such Notes when such payments are due, (b) the Issuer’s obligations with respect to such Securities under Section 2.3 the Notes concerning issuing temporary Notes, registration of Appendix A and Sections 303Notes, 306mutilated, 307destroyed, 1002 and 1003 lost or stolen Notes and the Issuer’s rights under Section 1101maintenance of an office or agency for payment and money for security payments held in trust, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (Cc) the rights, obligations powers, trusts, duties and immunities of the Trustee under hereunder and the Indenture Issuer’s obligations in connection therewith and (Dd) the provisions of this Article TwelveEight. Subject to compliance with this Article TwelveEight, the Issuer may exercise its option under this Section 1202 8.02 notwithstanding the prior exercise of its option under Section 1203 8.03 below with respect to the SecuritiesNotes. If the Issuer exercises its option under this Section 1202Legal Defeasance option, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in payment of the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note Notes may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiaryaccelerated because of an Event of Default.

Appears in 1 contract

Samples: Indenture (Royal Caribbean Cruises LTD)

Defeasance and Discharge. Upon the Issuer’s 's exercise under Section 1201 of the option applicable to this Section 1202, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities on the date the conditions set forth in Section 1204 are satisfied (hereinafter, "defeasance"). For this purpose, such defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, and to have satisfied all their other obligations under such Securities and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A) the Issuer’s 's obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s 's rights under Section 1101, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (C) the rights, obligations and immunities of the Trustee under the Indenture and (D) this Article Twelve. Subject to compliance with this Article Twelve, the Issuer may exercise its option under this Section 1202 notwithstanding the prior exercise of its option under Section 1203 with respect to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiary.

Appears in 1 contract

Samples: Level 3 Communications Inc

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 8.01 of the option applicable to this Section 12028.02, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities the Notes on the date the conditions set forth in Section 1204 8.04 are satisfied (hereinafter, “defeasanceLegal Defeasance”). For this purpose, such defeasance Legal Defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness Debt represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, outstanding Notes and to have satisfied all their its other obligations under such Securities the Notes and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (Aa) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders of outstanding Notes to receive payment receive, solely from the trust fund described in Section 8.08 and as more fully set forth in such Section, payments in respect of the principal of, of (and premium, if any, on) and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to Notes when such amountspayments are due, (Cb) the provisions set forth at Section 8.06 below, (c) the rights, obligations powers, trusts, duties and immunities of the Trustee under hereunder and the Indenture Issuer’s obligations in connection therewith and (Dd) this Article TwelveSection 8.02. Subject to compliance with this Article Twelve8, the Issuer may exercise its option under this Section 1202 8.02 notwithstanding the prior exercise of its option under Section 1203 8.03 below with respect to the SecuritiesNotes. If the Issuer exercises its option under this Section 1202Legal Defeasance option, (u) payment of the Notes may not be accelerated because of an Event of Default. If the Issuer exercises its Legal Defeasance option, each Guarantor, if any, Guarantor shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement Trustee shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiaryexecute a release of such Guarantee.

Appears in 1 contract

Samples: Digicel Group LTD

Defeasance and Discharge. Upon the Issuer’s Company's exercise under Section 1201 of the option applicable provided in Section 11.01 to have this Section 120211.02 applied to the Outstanding Securities and the Guarantees endorsed thereon, the Issuer Company and the Guarantors Guarantor shall each be deemed to have been discharged from their its obligations with respect to all the Outstanding Securities and the Guarantees endorsed thereon as provided in this Section on and after the date the conditions set forth in Section 1204 11.04 are satisfied (hereinafter, “defeasance”hereinafter called "Defeasance"). For this purpose, such defeasance Defeasance means that the Issuer Company and the Guarantor shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 Securities and the other Sections of this Indenture referred to in clauses (A) and (B) below, Guarantees endorsed thereon and to have satisfied all their other obligations under such Securities the Securities, the Guarantees endorsed thereon and this Indenture insofar as such the Securities and the Guarantees endorsed thereon are concerned (and the Trustee, at the expense of the IssuerCompany, shall execute proper instruments acknowledging the same), except for subject to the following which shall survive until otherwise terminated or discharged hereunder: (A1) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders of Securities to receive payment receive, solely from the trust fund described in Section 11.04 and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, of and any premium and interest on such Securities when payments are due, (but not 2) the Purchase Price referred to under Section 1009 Company's or 1016) and any rights of the Holders Guarantor's obligations, as the case may be, with respect to such amountsthe Securities under Sections 3.04, 3.07, 10.02 and 10.03, (C3) the rights, obligations powers, trusts, duties and immunities of the Trustee hereunder, including, without limitation, its rights under the Indenture Section 6.07 and (D4) this Article TwelveEleven. Subject to compliance with this Article TwelveEleven, the Issuer Company may exercise its option under provided in Section 11.01 to have this Section 1202 11.02 applied to the Outstanding Securities and the Guarantees endorsed thereon notwithstanding the prior exercise of its option under provided in Section 1203 with respect 11.01 to have Section 11.03 applied to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note Outstanding Securities and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiaryendorsed thereon.

Appears in 1 contract

Samples: Aetna Inc

Defeasance and Discharge. Upon the Issuer’s Issuers’ exercise under Section 1201 1301 of the option applicable to this Section 12021302, the Issuer and the Guarantors Issuers shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities on the date the conditions set forth in Section 1204 1304 are satisfied (hereinafter, “defeasance”). For this purpose, such defeasance means that the Issuer Issuers shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 1305 and the other Sections of this Indenture referred to in clauses (A) and (B) belowof this Section 1302, and to have satisfied all their its other obligations under such Securities and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the IssuerIssuers, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A) the Issuer’s rights of Holders of Outstanding Securities to receive, solely from the trust fund described in Section 1304 and as more fully set forth in such Section, payments in respect of the principal of and interest on such Securities when such payments are due, (B) the Issuers’ obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303304, 306305, 307308, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts1003, (C) the rights, obligations powers, trusts, duties and immunities of the Trustee under the Indenture hereunder and (D) this Article TwelveThirteen. Subject to compliance with this Article TwelveThirteen, the Issuer Issuers may exercise its option under this Section 1202 1302 notwithstanding the prior exercise of its option under Section 1203 1303 with respect to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiary.

Appears in 1 contract

Samples: Restructuring Agreement (Upc Polska Inc)

Defeasance and Discharge. Upon the Issuer’s Issuers' exercise under Section 1201 12.01 of the option applicable to this Section 120212.02, the Issuer Issuers and the any Note Guarantors shall be deemed to have been released and discharged from their several obligations with respect to all Outstanding Securities the Defeased Notes on the date the relevant conditions set forth in Section 1204 12.04 below are satisfied (hereinafter, “defeasance”"Defeasance"). For this purpose, such defeasance Defeasance means that the Issuer Issuers shall be deemed to have paid and discharged their respective Several Shares of the entire indebtedness represented by the Outstanding SecuritiesDefeased Notes, which shall thereafter be deemed to be “Outstanding” Outstanding only for the purposes of Section 1205 12.05 and the other Sections of this Indenture referred to in clauses (Aa) and (Bb) below, and the Issuers and each of the Note Guarantors shall be deemed to have satisfied all their other obligations under such Securities Notes, the Pledge and Guarantee Agreement and this Indenture insofar as such Securities Notes are concerned (and the Trustee, on the demand and at the several expense of the IssuerIssuers, shall execute proper instruments acknowledging the same), except for the following provisions, which shall survive until otherwise terminated or discharged hereunder: (Aa) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders of Defeased Notes to receive payment receive, solely from the trust fund described in Section 12.04 and as more fully set forth in such Section, payments in respect of the principal of, of and premium, if any, and interest on such Securities Notes when such payments are due, (but not b) the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders Issuers' obligations with respect to such amountsDefeased Notes under Sections 3.04, 3.05, 3.06, 4.02 and 4.03, (Cc) the rights, obligations powers, trusts, duties and immunities im- munities of the Trustee hereunder, including the Trustee's rights under the Indenture Section 7.07, and (Dd) this Article Twelve12. Subject to compliance with this Article Twelve12, the Issuer may Issuers may, at their option and at any time, exercise its their option under this Section 1202 12.02 notwithstanding the prior exercise of its their option under Section 1203 12.03 with respect to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted SubsidiaryNotes.

Appears in 1 contract

Samples: Pledge and Guarantee Agreement (Consolidated Communications Texas Holdings, Inc.)

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 1101 of the option applicable to this Section 12021102, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities Notes on the date the conditions set forth in Section 1204 1104 are satisfied (hereinafter, “defeasance”). For this purpose, such defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding SecuritiesNotes, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 1105 and the other Sections of this Indenture referred to in clauses (A) and (B) below, and to have satisfied all their other obligations under such Securities Notes and this Indenture insofar as such Securities Notes are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A) the Issuer’s obligations with respect to such Securities Notes under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 902 and 1003 903 and the Issuer’s rights under Section 11011001, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities Notes (but not the Purchase Price referred to under Section 1009 or 1016907) and any rights of the Holders with respect to such amounts, (C) the rights, obligations and immunities of the Trustee under the this Indenture and (D) this Article TwelveEleven. Subject to compliance with this Article TwelveEleven, the Issuer may exercise its option under this Section 1202 1102 notwithstanding the prior exercise of its option under Section 1203 1103 with respect to the SecuritiesNotes. If the Issuer exercises its option under this Section 12021102, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee. Upon the Issuer’s exercise under Section 1101 of the option applicable to this Section 1102, (v) all subordination provisions contained in Liens on the Parent Intercompany Note Collateral securing the Debt evidenced by the Notes shall be released and the Parent Intercompany Note Subordination Agreement Notes Collateral Documents shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed cease to be requirements to take or omit to take any action by Parent or any Restricted Subsidiaryof further effect.

Appears in 1 contract

Samples: Indenture (Centurylink, Inc)

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 8.01 of the option applicable to this Section 12028.02, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities any series of Notes on the date the conditions set forth in Section 1204 8.04 are satisfied (hereinafter, “defeasanceLegal Defeasance”). For this purpose, such defeasance Legal Defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes outstanding Notes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, such series and to have satisfied all their of its other obligations under such Securities and this Indenture insofar as with respect to such Securities are concerned series of Notes and, to the extent relating to such series of Notes, this Indenture (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (Aa) the rights of Holders of outstanding Notes of such series to receive, solely from the trust fund described in Section 8.08 and as more fully set forth in such Section, payments in respect of the principal of (and premium (including the Redemption Premium), if any, on) and interest (including Additional Amounts) on such Notes when such payments are due, (b) the Issuer’s obligations with respect to the Notes of such Securities under Section 2.3 series concerning issuing temporary Notes, registration of Appendix A and Sections 303Notes, 306mutilated, 307destroyed, 1002 and 1003 lost or stolen Notes and the Issuer’s rights under Section 1101maintenance of an office or agency for payment and money for security payments on the Notes of such series from amounts held in trust, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (Cc) the rights, obligations powers, trusts, duties and immunities of the Trustee under and the Indenture Security Agent hereunder and the Issuer’s and the Guarantors’ obligations in connection therewith and (Dd) the provisions of this Article TwelveEight. Subject to compliance with this Article TwelveEight, the Issuer may exercise its option under this Section 1202 8.02 with respect to a series of Notes notwithstanding the prior exercise of its option under Section 1203 8.03 below with respect to the Securitiessuch series of Notes. The Issuer may also exercise its option under this Section 8.03 as to one series of Notes but not another. If the Issuer exercises its option under this Section 1202Legal Defeasance option, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in payment of the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note Notes may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiaryaccelerated because of an Event of Default.

Appears in 1 contract

Samples: Supplemental Indenture (Norwegian Cruise Line Holdings Ltd.)

Defeasance and Discharge. Upon the Issuer’s Company's exercise under Section 1201 of the option provided in Section 1201 applicable to this Section 1202, the Issuer and Company shall, subject to the Guarantors shall satisfaction of the conditions set forth in Section 1204 hereof, be deemed to have been discharged from their its obligations with respect to all Outstanding Securities and Guarantees on the date the conditions set forth in Section 1204 below are satisfied (hereinafter, "defeasance"). For this purpose, such defeasance means that the Issuer Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding SecuritiesSecurities and the Guarantors shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Guarantees, which shall thereafter be deemed to be “Outstanding” "outstanding" only for the purposes of Section 1205 hereof and the other Sections of this Indenture referred to in clauses (A) and (B) below, and to have satisfied all their its other obligations under such Securities Securities, such Guarantees and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the IssuerCompany, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders of such Outstanding Securities to receive payment receive, solely from the trust fund described in Section 1204, and as more fully set forth in such Section, payments in respect of the principal of, and premium, if any, and interest on such Securities when such payments are due, (but not B) the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders Company's obligations with respect to such amountsSecurities under Sections 304, 305, 306, 1002 and 1003 (C) the rights, obligations powers, trusts, duties and immunities of the Trustee under hereunder and the Indenture Company's obligations in connection therewith and (D) this Article TwelveXII. Subject to compliance with this Article TwelveXII, the Issuer Company may exercise its option under this Section 1202 notwithstanding the prior exercise of its option under Section 1203. Section 1203 with respect Covenant Defeasance. Upon the Company's exercise of the option provided in Section 1201 applicable to this Section 1203, subject to the Securities. If satisfaction of the Issuer exercises its option under this conditions set forth in Section 12021204 hereof, (ui) each Guarantor, if any, the Company and the Guarantors shall be released from all its obligations under its Note GuaranteeSections 1005 through 1015, inclusive, Sections 1019 through 1021 and Clauses (viii) all subordination provisions contained in the Parent Intercompany Note and (iv) of Section 801, and the Parent Intercompany Note Subordination Agreement Guarantors shall be deemed terminated as they relate to the Offering Proceeds Note released from their obligations under Section 1303 hereof, and the Offering Proceeds Note Guarantees, (wii) the Offering Proceeds Note may be prepaid occurrence of an event specified in whole Sections 501(3) (with respect to Sections 1005 through 1017, inclusive, and Sections 1019 and 1020), 501(5) (with respect to Clauses (iii) or in part(iv) of Section 801), (x501(6) no entity and 501(7) shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or an Event of Default (hereinafter "covenant defeasance"). For this purpose, such covenant defeasance means that the Company and the Guarantors may omit to take comply with and shall have no liability in respect of any action term, condition or limitation set forth in any such Section, Clause or Article, whether directly or indirectly by Parent reason of any reference elsewhere herein to any such Section, Clause or Article or by reason of any Restricted Subsidiaryreference in any such Section, Clause or Article to any other provision herein or in any other document, but the remainder of this Indenture and such Securities shall be unaffected thereby.

Appears in 1 contract

Samples: Indenture (Imax Corp)

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Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 of the its option applicable to have this Section 1202applied to the Notes, the Issuer and the Guarantors shall be deemed to have been discharged from their respective obligations with respect to all Outstanding Securities hereunder as provided in this Section on and after the date the conditions set forth in Section 1204 13.04 are satisfied (hereinafter, hereinafter called defeasanceLegal Defeasance”). For this purpose, such defeasance Legal Defeasance means that the Issuer and the Guarantors shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 Notes and the other Sections of this Indenture referred to in clauses (A) and (B) below, Guarantees and to have satisfied all their other respective obligations under such Securities and this the Indenture insofar as such Securities are concerned (and the Trustee, upon Issuer Request and at the expense of the Issuer, shall execute proper such instruments reasonably requested by the Issuer acknowledging the same), and the Indenture shall cease to be of further effect as to all Outstanding Notes and all Guarantees, except for as to the following following, which shall survive until otherwise terminated or discharged hereunder: (A1) the rights of Holders of the Notes 114 to receive, solely from the trust fund described in Section 13.04 and as more fully set forth in such Section, payments in respect of the principal of, and interest and premium, if any, on, the Notes when payments are due, (2) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A Sections 3.04, 3.05, 3.06, 10.02, 10.03 and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 110110.04(a), (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (C3) the rights, obligations powers, trusts, duties and immunities of the Trustee under hereunder and the Indenture obligations of the Issuer and the Guarantors in connection therewith and (D4) this Article TwelveArticle. If the Issuer exercises its defeasance option pursuant to this Section 13.02, the payment of the defeased Notes may not be accelerated pursuant to Section 5.02 because of an Event of Default. Subject to compliance with this Article TwelveArticle, the Issuer may exercise its option under (if any) to have this Section 1202 applied to the Notes notwithstanding the prior exercise of its option under (if any) to have Section 1203 with respect 13.03 applied to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted SubsidiaryNotes.

Appears in 1 contract

Samples: Indenture (Weatherford International PLC)

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 8.01 of the option applicable to this Section 12028.02, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities the Notes on the date the conditions set forth in Section 1204 8.04 are satisfied (hereinafter, “defeasanceLegal Defeasance”). For this purpose, such defeasance Legal Defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, outstanding Notes and to have satisfied all their other obligations under such Securities the Notes and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (Aa) the rights of Holders of outstanding Notes to receive, solely from the trust fund described in Section 8.08 and as more fully set forth in such Section, payments in respect of the principal of (and premium, if any, on) and interest (including Additional Amounts) on such Notes when such payments are due, (b) the Issuer’s obligations with respect to such Securities under Section 2.3 the Notes concerning issuing temporary Notes, registration of Appendix A and Sections 303Notes, 306mutilated, 307destroyed, 1002 and 1003 lost or stolen Notes and the Issuer’s rights under Section 1101maintenance of an office or agency for payment and money 120 for security payments held in trust, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (Cc) the rights, obligations powers, trusts, duties and immunities of the Trustee under and the Indenture Security Agent hereunder and the Issuer’s and the Guarantors’ obligations in connection therewith and (Dd) the provisions of this Article TwelveEight. Subject to compliance with this Article TwelveEight, the Issuer may exercise its option under this Section 1202 8.02 notwithstanding the prior exercise of its option under Section 1203 8.03 below with respect to the SecuritiesNotes. If the Issuer exercises its option under this Section 1202Legal Defeasance option, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in payment of the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note Notes may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiaryaccelerated because of an Event of Default.

Appears in 1 contract

Samples: Indenture (Carnival PLC)

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 11.01 of the option applicable to this Section 120211.02, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities on the date the conditions set forth in Section 1204 11.04 are satisfied (hereinafter, “defeasance”). For this purpose, such defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 11.05 and the other Sections of this Indenture referred to in clauses (Aa) and (Bb) below, and to have satisfied all their other obligations under such Securities and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (Aa) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 3033.03, 3063.06, 3073.07, 1002 9.02 and 1003 9.03 and the Issuer’s rights under Section 110110.01, (Bb) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 10169.07) and any rights of the Holders with respect to such amounts, (Cc) the rights, obligations and immunities of the Trustee under the this Indenture and (Dd) this Article Twelve11. Subject to compliance with this Article Twelve11, the Issuer may exercise its option under this Section 1202 11.02 notwithstanding the prior exercise of its option under Section 1203 11.03 with respect to the Securities. If the Issuer exercises its option under this Section 120211.02, (uv) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Loan Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Loan Proceeds Note, (y) the Offering Loan Proceeds Note may be canceled and (z) all obligations to provide Offering Loan Proceeds Note Guarantees shall terminate and all references in the this Indenture to Offering Loan Proceeds Note Guarantees and Offering Loan Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Level 3 Parent or any Restricted Subsidiary. Upon the Issuer’s exercise under Section 11.01 of the option applicable to this Section 11.02, all Liens on the Collateral securing the Indebtedness evidenced by the Securities shall be released and the Note Collateral Documents shall cease to be of further effect.

Appears in 1 contract

Samples: Third Supplemental Indenture (Qwest Corp)

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 11.01 of the option applicable to this Section 120211.02, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities Notes on the date the conditions set forth in Section 1204 11.04 are satisfied (hereinafter, “defeasance”). For this purpose, such defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding SecuritiesNotes, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 11.05 and the other Sections of this Indenture referred to in clauses (A) and (B) below, and to have satisfied all their other obligations under such Securities Notes and this Indenture insofar as such Securities Notes are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A) the Issuer’s obligations with respect to such Securities Notes under Section 2.3 of Appendix A and Sections 3033.03, 3063.06, 3073.07, 1002 9.02 and 1003 9.03 and the Issuer’s rights under Section 110110.01, (B) rights of Holders to receive payment of principal of, of (and premium, if any, ) and interest on such Securities Notes (but not the Purchase Price referred to under Section 1009 or 10169.07) and any rights of the Holders with respect to such amounts, (C) the rights, obligations and immunities of the Trustee under the this Indenture and (D) this Article TwelveEleven. Subject to compliance with this Article TwelveEleven, the Issuer may exercise its option under this Section 1202 11.02 notwithstanding the prior exercise of its option under Section 1203 11.03 with respect to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted SubsidiaryNotes.

Appears in 1 contract

Samples: Qwest Corp

Defeasance and Discharge. 138 Upon the Issuer’s Company's exercise under Section 1201 of the option applicable to this Section 1202, the Issuer and the Guarantors Company shall be deemed to have been discharged from their its obligations with respect to all Outstanding Securities on the date the conditions set forth in Section 1204 are satisfied (hereinafter, "defeasance"). For this purpose, such defeasance means that the Issuer Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, and to have satisfied all their its other obligations under such Securities and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the IssuerCompany, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A) the Issuer’s Company's obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303304, 305, 306, 307, 1002 and 1003 and the Issuer’s Company's rights under Section 1101, (B) rights of Holders to receive payment of principal Accreted Value of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (C) the rights, obligations and immunities of the Trustee under the Indenture and (D) this Article Twelve. Subject to compliance with this Article Twelve, the Issuer Company may exercise its option under this Section 1202 notwithstanding the prior exercise of its option under Section 1203 with respect to the Securities. If the Issuer Company exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Restricted Subsidiary Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiary.

Appears in 1 contract

Samples: Level 3 Communications Inc

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 ‎‎Section 8.01 of the option applicable to this Section 1202‎‎Section 8.02, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities the Notes on the date the conditions set forth in Section 1204 ‎‎Section 8.04 are satisfied (hereinafter, “defeasanceLegal Defeasance”). For this purpose, such defeasance Legal Defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, outstanding Notes and to have satisfied all their other obligations under such Securities the Notes and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (Aa) the rights of Holders of outstanding Notes to receive, solely from the trust fund described in ‎‎Section 8.08 and as more fully set forth in such Section, payments in respect of the principal of (and premium, if any, on) and interest (including Additional Amounts) on such Notes when such payments are due, (b) the Issuer’s obligations with respect to such Securities under Section 2.3 the Notes concerning issuing temporary Notes, registration of Appendix A and Sections 303Notes, 306mutilated, 307destroyed, 1002 and 1003 lost or stolen Notes and the Issuer’s rights under Section 1101maintenance of an office or agency for payment and money for security payments held in trust, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (Cc) the rights, obligations powers, trusts, duties and immunities of the Trustee under and the Indenture Security Agent hereunder and the Issuer’s and the Guarantors’ obligations in connection therewith and (Dd) the provisions of this Article Twelve‎‎Article Eight. Subject to compliance with this Article Twelve‎‎Article Eight, the Issuer may exercise its option under this Section 1202 ‎‎Section 8.02 notwithstanding the prior exercise of its option under Section 1203 ‎‎Section 8.03 below with respect to the SecuritiesNotes. If the Issuer exercises its option under this Section 1202Legal Defeasance option, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in payment of the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note Notes may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiary.accelerated because of an Event of Default. 121

Appears in 1 contract

Samples: Indenture (Norwegian Cruise Line Holdings Ltd.)

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 of the option applicable to this Section 1202, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities on the date the conditions set forth in Section 1204 are satisfied (hereinafter, “defeasance”). For this purpose, such defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, and to have satisfied all their other obligations under such Securities and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (C) the rights, obligations and immunities of the Trustee under the Indenture and (D) this Article Twelve. Subject to compliance with this Article Twelve, the Issuer may exercise its option under this Section 1202 notwithstanding the prior exercise of its option under Section 1203 with respect to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be 107 disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiary.

Appears in 1 contract

Samples: Indenture (Level 3 Communications Inc)

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 11.01 of the option applicable to this Section 120211.02, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities on the date the conditions set forth in Section 1204 11.04 are satisfied (hereinafter, “defeasance”). For this purpose, such defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 11.05 and the other Sections of this Indenture referred to in clauses (Aa) and (Bb) below, and to have satisfied all their other obligations under such Securities and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (Aa) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 3033.03, 3063.06, 3073.07, 1002 9.02 and 1003 9.03 and the Issuer’s rights under Section 110110.01, (Bb) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 10169.07) and any rights of the Holders with respect to such amounts, (Cc) the rights, obligations and immunities of the Trustee under the this Indenture and (Dd) this Article Twelve11. Subject to compliance with this Article Twelve11, the Issuer may exercise its option under this Section 1202 11.02 notwithstanding the prior exercise of its option under Section 1203 with respect to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiary.Section

Appears in 1 contract

Samples: Indenture (Qwest Corp)

Defeasance and Discharge. Upon the Issuer’s 's or Bermuda Holdings' exercise under Section 1201 11.01 of the option applicable to this Section 120211.02, each of the Issuer and the Guarantors Bermuda Holdings shall be deemed to have been discharged from their its obligations with respect to all Outstanding Securities Senior Notes and the Guarantee on the date the conditions set forth in Section 1204 below are satisfied (hereinafter, “defeasance”"DEFEASANCE"). For this purpose, such defeasance means that the Issuer and Bermuda Holdings shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding SecuritiesSenior Notes and the Guarantee, which shall thereafter be deemed to be “Outstanding” "OUTSTANDING" only for the purposes of Section 1205 11.05 and the other Sections sections of this Indenture referred to in clauses (ASection 11.02(a) and (BSection 11.02(b) below, and the Guarantee, and to have satisfied all their other obligations under such Securities Senior Notes, the Guarantee and this Indenture insofar as such Securities are concerned (and the Trustee, on demand of and at the expense of the IssuerIssuer and Bermuda Holdings, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (Aa) the rights of Holders of Outstanding Senior Notes to receive solely from the trust fund described in Section 11.05 and as more fully set forth in such Section, payments in respect of the principal of and any premium and interest on such Senior Notes (and any Additional Amounts payable in respect thereof) when such payments are due, or on the Redemption Date, as the case may be, (b) the Issuer’s 's obligations with respect to such Securities Senior Notes under Section 2.3 of Appendix A 2.05, Section 2.04, Section 2.06, Section 2.07, Section 2.12 and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 11012.13, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (Cc) the rights, obligations powers, trusts, duties and immunities of the Trustee under hereunder and the Indenture Issuer's and Bermuda Holdings' obligations in connection therewith, (Dd) this Article Twelve11, and (e) the obligations of the Issuer and Bermuda Holdings to pay any Additional Amounts. Subject to compliance with this Article Twelve, 11 each of the Issuer and Bermuda Holdings may exercise its option under this Section 1202 11.02 notwithstanding the prior exercise of its option under Section 1203 11.03 with respect to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted SubsidiarySenior Notes.

Appears in 1 contract

Samples: Terra Nova Bermuda Holding LTD

Defeasance and Discharge. Upon the Issuer’s Company's exercise under Section 1201 of the option applicable to this Section 1202, the Issuer and the Guarantors Company shall be deemed to have been discharged from their its obligations with respect to all Outstanding Securities on the date the conditions set forth in Section 1204 are satisfied (hereinafter, "defeasance"). For this purpose, such defeasance means that the Issuer Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, and to have satisfied all their its other obligations under such Securities and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the IssuerCompany, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A) the Issuer’s Company's obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303304, 305, 306, 307, 1002 and 1003 and the Issuer’s Company's rights under Section 1101, (B) rights of Holders to receive payment of principal Accreted Value of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (C) the rights, obligations and immunities of the Trustee under the Indenture and (D) this Article Twelve. Subject to compliance with this Article Twelve, the Issuer Company may exercise its option under this Section 1202 notwithstanding the prior exercise of its option under Section 1203 with respect to the Securities. If the Issuer Company exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Restricted Subsidiary Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiary.

Appears in 1 contract

Samples: Level 3 Communications Inc

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 8.01 of the option applicable to this Section 12028.02, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities the Notes on the date the conditions set forth in Section 1204 8.04 are satisfied (hereinafter, “defeasanceLegal Defeasance”). For this purpose, such defeasance Legal Defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, outstanding Notes and to have satisfied all their other obligations under such Securities the Notes and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (Aa) the rights of Holders of outstanding Notes to receive, solely from the trust fund described in Section 8.08 and as more fully set forth in such Section, payments in respect of the principal of (and premium, if any, on) and interest (including Additional Amounts) on such Notes when such payments are due, (b) the Issuer’s obligations with respect to such Securities under Section 2.3 the Notes concerning issuing temporary Notes, registration of Appendix A and Sections 303Notes, 306mutilated, 307destroyed, 1002 and 1003 lost or stolen Notes and the Issuer’s rights under Section 1101maintenance of an office or agency for payment and money for security payments held in trust, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (Cc) the rights, obligations powers, trusts, duties and immunities of the Trustee under hereunder and the Indenture Issuer’s and the Guarantors’ obligations in connection therewith and (Dd) the provisions of this Article TwelveEight. Subject to 106 compliance with this Article TwelveEight, the Issuer may exercise its option under this Section 1202 8.02 notwithstanding the prior exercise of its option under Section 1203 8.03 below with respect to the SecuritiesNotes. If the Issuer exercises its option under this Section 1202Legal Defeasance option, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in payment of the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note Notes may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiaryaccelerated because of an Event of Default.

Appears in 1 contract

Samples: Indenture (Carnival PLC)

Defeasance and Discharge. Upon the Issuer’s 's or Bermuda ------------------------ Holdings' exercise under Section 1201 11.1 of the option applicable to this Section 120211.2, each of the Issuer and the Guarantors Bermuda Holdings shall be deemed to have been discharged from their its obligations with respect to all Outstanding Securities Senior Notes and the Guarantee on the date the conditions set forth in Section 1204 below are satisfied (hereinafter, "defeasance"). For this purpose, such defeasance means that the Issuer and Bermuda Holdings shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding SecuritiesSenior Notes and the Guarantee, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 1205 11.5 and the other Sections sections of this Indenture referred to in clauses (ASection 11.2(a) and (BSection 11.2(b) below, and the Guarantee, and to have satisfied all their other obligations under such Securities Senior Notes, the Guarantee and this Indenture insofar as such Securities are concerned (and the Trustee, on demand of and at the expense of the IssuerIssuer and Bermuda Holdings, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (Aa) the rights of Holders of Outstanding Senior Notes to - receive solely from the trust fund described in Section 11.5 and as more fully set forth in such Section, payments in respect of the principal of and any premium and interest on such Senior Notes (and any Additional Amounts payable in respect thereof) when such payments are due, or on the Redemption Date, as the case may be, (b) the Issuer’s 's - obligations with respect to such Securities Senior Notes under Section 2.3 of Appendix A 2.3, Section 2.4, Section 2.6, Section 2.7, Section 2.12 and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 11012.13, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (Cc) the rights, obligations powers, - trusts, duties and immunities of the Trustee under hereunder and the Indenture Issuer's and Bermuda Holdings' obligations in connection therewith, (Dd) this Article Twelve11, and - (e) the obligations of the Issuer and Bermuda Holdings to pay any Additional - Amounts. Subject to compliance with this Article Twelve11, each of the Issuer and Bermuda Holdings may exercise its option under this Section 1202 11.2 notwithstanding the prior exercise of its option under Section 1203 11.3 with respect to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted SubsidiarySenior Notes.

Appears in 1 contract

Samples: Terra Nova Bermuda Holding LTD

Defeasance and Discharge. 141 Upon the Issuer’s Company's exercise under Section 1201 of the option applicable to this Section 1202, the Issuer and the Guarantors Company shall be deemed to have been discharged from their its obligations with respect to all Outstanding Securities on the date the conditions set forth in Section 1204 are satisfied (hereinafter, "defeasance"). For this purpose, such defeasance means that the Issuer Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, and to have satisfied all their its other obligations under such Securities and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the IssuerCompany, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A) the Issuer’s Company's obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303304, 305, 306, 307, 1002 and 1003 and the Issuer’s Company's rights under Section 1101, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (C) the rights, obligations and immunities of the Trustee under the Indenture and (D) this Article Twelve. Subject to compliance with this Article Twelve, the Issuer Company may exercise its option under this Section 1202 notwithstanding the prior exercise of its option under Section 1203 with respect to the Securities. If the Issuer Company exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Restricted Subsidiary Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiary.

Appears in 1 contract

Samples: Credit Agreement (Level 3 Communications Inc)

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 8.01 of the option applicable to this Section 12028.02, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities the Notes on the date the conditions set forth in Section 1204 8.04 are satisfied (hereinafter, “defeasanceLegal Defeasance”). For this purpose, such defeasance Legal Defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, outstanding Notes and to have satisfied all their other obligations under such Securities the Notes and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (Aa) the rights of Holders of outstanding Notes to receive, solely from the trust fund described in Section 8.08 and as more fully set forth in such Section, payments in respect of the principal of (and premium, if any, on) and interest (including Additional Amounts) on such Notes when such payments are due, (b) the Issuer’s obligations with respect to such Securities under Section 2.3 the Notes concerning issuing temporary Notes, registration of Appendix A and Sections 303Notes, 306mutilated, 307destroyed, 1002 and 1003 lost or stolen Notes and the Issuer’s rights under Section 1101maintenance of an office or agency for payment and money for security payments held in trust, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (Cc) the rights, obligations powers, trusts, duties and immunities of the Trustee under and the Indenture Security Agent hereunder and the Issuer’s and the Guarantors’ obligations in connection therewith and (Dd) the provisions of this Article TwelveEight. Subject to compliance with this Article TwelveEight, the Issuer may exercise its option under this Section 1202 8.02 notwithstanding the prior exercise of its option under Section 1203 8.03 below with respect to the SecuritiesNotes. If the Issuer exercises its option under this Section 1202Legal Defeasance option, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in payment of the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note Notes may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiaryaccelerated because of an Event of Default.

Appears in 1 contract

Samples: Indenture (Royal Caribbean Cruises LTD)

Defeasance and Discharge. Upon the Issuer’s Company's exercise under Section 1201 of the above option applicable to this Section 1202with respect to any Securities of or within a series, the Issuer and the Guarantors Company shall be deemed to have been discharged from their its obligations with respect to all such Outstanding Securities on the date the conditions set forth in Section 1204 1504 are satisfied (hereinafter, "defeasance"). For this purpose, such defeasance means that the Issuer Company shall be deemed to have paid and discharged the entire indebtedness represented by the such Outstanding Securities, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 1205 1505 and the other Sections of this Indenture referred to in clauses (A) and (B) below, and to have satisfied all their its other obligations under such Securities and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the IssuerCompany, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A) the Issuer’s rights of Holders of such Outstanding Securities to receive, solely from the trust fund described in Section 1504 and as more fully set forth in such Section, payments in respect of the principal of (and premium, if any) and interest, if any, on such Securities when such payments are due, (B) the Company's obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303305, 306, 307, 1002 and 1003 and with respect to the Issuer’s rights under Section 1101, (B) rights of Holders to receive payment of principal of, premiumAdditional Amounts, if any, and interest on such Securities (but not the Purchase Price referred to under as contemplated by Section 1009 or 1016) and any rights of the Holders with respect to such amounts1008, (C) the rights, obligations powers, trusts, duties and immunities of the Trustee under the Indenture hereunder and (D) this Article TwelveFifteen. Subject to compliance with this Article TwelveFifteen, the Issuer Company may exercise its option under this Section 1202 1502 notwithstanding the prior exercise of its option under Section 1203 1503 with respect to the such Securities. If the Issuer exercises its option under Money and securities held in trust pursuant to this Section 1202, (u) each Guarantor, if any, 1502 shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed subject to be requirements to take or omit to take any action by Parent or any Restricted SubsidiaryArticle Sixteen.

Appears in 1 contract

Samples: Oneok Inc /New/

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 of the its option applicable to have this Section 1202applied to the Notes of either series, the Issuer and the Guarantors shall be deemed to have been discharged from their respective obligations hereunder with respect to all Outstanding Securities such series of Notes as provided in this Section on and after the date the conditions set forth in Section 1204 1404 are satisfied (hereinafter, hereinafter called defeasanceLegal Defeasance”). For this purpose, such defeasance Legal Defeasance means that the Issuer and the Guarantors shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 such Notes and the other Sections of this Indenture referred to in clauses (A) and (B) below, related Guarantees and to have satisfied all their other respective obligations under the Indenture with respect to such Securities and this Indenture insofar as such Securities are concerned Notes (and the Trustee, upon Issuer Request and at the expense of the Issuer, shall execute proper instruments acknowledging the same), and the Indenture shall cease to be of further effect as to all Outstanding Notes of that series and all related Guarantees, except for as to the following following, which shall survive until otherwise terminated or discharged hereunder: (A1) the rights of Holders of the Notes of that series to receive, solely from the trust fund described in Section 1404 and as more fully set forth in such Section, payments in respect of the principal of, and interest and premium, if any, on, the Notes when payments are due, (2) the Issuer’s obligations with respect to such Securities Notes under Sections 404, 405, 406, 1102, 1103 and 1104(a) and its obligations under Section 2.3 314(a) of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101Trust Indenture Act, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (C3) the rights, obligations powers, trusts, duties and immunities of the Trustee under hereunder and the Indenture obligations of the Issuer and the Guarantors in connection therewith and (D4) this Article TwelveArticle. If the Issuer exercises its defeasance option pursuant to this Section 1402, the payment of the defeased Notes may not be accelerated pursuant to Section 602 because of an Event of Default. Subject to compliance with this Article TwelveArticle, the Issuer may exercise its option under (if any) to have this Section 1202 applied to any Notes of a series notwithstanding the prior exercise of its option under (if any) to have Section 1203 with respect 1403 applied to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted SubsidiaryNotes of that series.

Appears in 1 contract

Samples: Tenth Supplemental Indenture (Weatherford International PLC)

Defeasance and Discharge. Upon the Issuer’s 's or the Company's exercise under Section 1201 401 of the option applicable to this Section 1202402, the Issuer Issuer, each Guarantor and any other obligor upon the Guarantors Securities, if any, shall be deemed to have been discharged from their its obligations with respect to all Outstanding the Defeased Securities on the date the conditions set forth in Section 1204 404 below are satisfied (hereinafter, "defeasance"). For this purpose, such defeasance means that the Issuer Issuer, each Guarantor and any other obligor upon the Securities shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the Outstanding Defeased Securities, which shall thereafter be deemed to be "Outstanding" only for the purposes of Section 1205 406 and the other Sections of this Indenture referred to in clauses (Aa) and (Bb) below, and to have satisfied all their its other obligations under such Securities and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the IssuerIssuer and upon Issuer Request, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (Aa) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders of Defeased Securities to receive payment receive, solely from the trust fund described in Section 404 and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, any Additional Amounts and interest on on, such Securities Securities, when such payments are due, (but not b) the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders Issuer's obligations with respect to such amountsDefeased Securities under Sections 304, 305, 308, 1002 and 1003, (Cc) the rights, obligations powers, trusts, duties and immunities of the Trustee hereunder, including, without limitation, the Trustee's rights under the Indenture Section 607, and (Dd) this Article TwelveFour. Subject to compliance with this Article TwelveFour, the Issuer may exercise its option under this Section 1202 402 notwithstanding the prior exercise of its option under Section 1203 403 with respect to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiary.

Appears in 1 contract

Samples: Intercompany Loan Agreement (Lucite International Finance PLC)

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 ‎‎Section 8.01 of the option applicable to this Section 1202‎‎Section 8.02, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities the Notes on the date the conditions set forth in Section 1204 ‎‎Section 8.04 are satisfied (hereinafter, “defeasanceLegal Defeasance”). For this purpose, such defeasance Legal Defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, outstanding Notes and to have satisfied all their of its other obligations under such Securities the Notes and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (Aa) the rights of Holders of outstanding Notes to receive, solely from the trust fund described in ‎‎Section 8.08 and as more fully set forth in such Section, payments in respect of the principal of (and premium, if any, on) and interest (including Additional Amounts) on such Notes when such payments are due, (b) the Issuer’s obligations with respect to such Securities under Section 2.3 the Notes concerning issuing temporary Notes, registration of Appendix A and Sections 303Notes, 306mutilated, 307destroyed, 1002 and 1003 lost or stolen Notes and the Issuer’s rights under Section 1101maintenance of an office or agency for payment and money for security payments held in trust, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (Cc) the rights, obligations powers, trusts, duties and immunities of the Trustee under hereunder and the Indenture Issuer’s and the Guarantors’ obligations in connection therewith and (Dd) the provisions of this Article Twelve‎‎Article Eight. Subject to compliance with this Article Twelve‎‎Article Eight, the Issuer may exercise its option under this Section 1202 ‎‎Section 8.02 notwithstanding the prior exercise of its option under Section 1203 ‎‎Section 8.03 below with respect to the SecuritiesNotes. If the Issuer exercises its option under this Section 1202Legal Defeasance option, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in payment of the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note Notes may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiary.accelerated because of an Event of Default. 110

Appears in 1 contract

Samples: Indenture (Norwegian Cruise Line Holdings Ltd.)

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 of the its option applicable to have this Section 1202applied to the Notes, the Issuer and the Guarantors shall be deemed to have been discharged from their respective obligations with respect to all Outstanding Securities hereunder as provided in this Section on and after the date the conditions set forth in Section 1204 1304 are satisfied (hereinafter, hereinafter called defeasanceLegal Defeasance”). For this purpose, such defeasance Legal Defeasance means that the Issuer and the Guarantors shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 Notes and the other Sections of this Indenture referred to in clauses (A) and (B) below, Guarantees and to have 115 satisfied all their other respective obligations under such Securities and this the Indenture insofar as such Securities are concerned (and the Trustee, upon Issuer Request and at the expense of the Issuer, shall execute proper such instruments reasonably requested by the Issuer acknowledging the same), and the Indenture shall cease to be of further effect as to all Outstanding Notes and all Guarantees, except for as to the following following, which shall survive until otherwise terminated or discharged hereunder: (A1) the rights of Holders of the Notes to receive, solely from the trust fund described in Section 1304 and as more fully set forth in such Section, payments in respect of the principal of, and interest and premium, if any, on, the Notes when payments are due; (2) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303304, 305, 306, 3071002, 1002 and 1003 and the Issuer’s rights under Section 1101, 1004(a); (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (C3) the rights, obligations powers, trusts, duties and immunities of the Trustee under and the Indenture Collateral Agent hereunder and the obligations of the Issuer and the Guarantors in connection therewith; and (D4) this Article TwelveArticle. If the Issuer exercises its defeasance option pursuant to this Section 1302, the payment of the defeased Notes may not be accelerated pursuant to Section 502 because of an Event of Default. Subject to compliance with this Article TwelveArticle, the Issuer may exercise its option under (if any) to have this Section 1202 applied to the Notes notwithstanding the prior exercise of its option under (if any) to have Section 1203 with respect 1303 applied to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted SubsidiaryNotes.

Appears in 1 contract

Samples: Weatherford International PLC

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 8.01 of the option applicable to this Section 12028.02, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities the Notes on the date the conditions set forth in Section 1204 8.04 are satisfied (hereinafter, “defeasanceLegal Defeasance”). For this purpose, such defeasance Legal Defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, outstanding Notes and to have satisfied all their of its other obligations under such Securities the Notes and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (Aa) the rights of Holders of outstanding Notes to receive, solely from the trust fund described in Section 8.08 and as more fully set forth in such Section, payments in respect of the principal of (and premium, if any, on) and interest (including Additional Amounts) on such Notes when such payments are due, (b) the Issuer’s obligations with respect to such Securities under Section 2.3 the Notes concerning issuing temporary Notes, registration of Appendix A and Sections 303Notes, 306mutilated, 307destroyed, 1002 and 1003 lost or stolen Notes and the Issuer’s rights under Section 1101maintenance of an office or agency for payment and money for security payments held in trust, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (Cc) the rights, obligations powers, trusts, duties and immunities of the Trustee under hereunder and the Indenture Issuer’s and the Guarantors’ obligations in connection therewith and (Dd) the provisions of this Article TwelveEight. Subject to compliance with this Article TwelveEight, the Issuer may exercise its option under this Section 1202 8.02 notwithstanding the prior exercise of its option under Section 1203 8.03 below with respect to the SecuritiesNotes. If the Issuer exercises its option under this Section 1202Legal Defeasance option, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in payment of the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note Notes may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiaryaccelerated because of an Event of Default.

Appears in 1 contract

Samples: Indenture (Norwegian Cruise Line Holdings Ltd.)

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 8.01 of the option applicable to this Section 12028.02, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities the Notes on the date the conditions set forth in Section 1204 8.04 are satisfied (hereinafter, “defeasanceLegal Defeasance”). For this purpose, such defeasance Legal Defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness Debt represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, outstanding Notes and to have satisfied all their its other obligations under such Securities the Notes and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (Aa) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders of outstanding Notes to receive payment receive, solely from the trust fund described in Section 8.08 and as more fully set forth in such Section, payments in respect of the principal of, of (and premium, if any, on) and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to Notes when such amountspayments are due, (Cb) the provisions set forth at Section 8.06 below, (c) the rights, obligations powers, trusts, duties and immunities of the Trustee under hereunder and the Indenture Issuer’s and the Guarantors’ obligations in connection therewith and (Dd) this Article TwelveSection 8.02. Subject to compliance with this Article TwelveEight, the Issuer may exercise its option under this Section 1202 8.02 notwithstanding the prior exercise of its option under Section 1203 8.03 below with respect to the SecuritiesNotes. If the Issuer exercises its option under this Section 1202Legal Defeasance option, (u) payment of the Notes may not be accelerated because of an Event of Default. If the Issuer exercises its Legal Defeasance option, each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement Trustee shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiaryexecute a release of such Guarantee.

Appears in 1 contract

Samples: Digicel Group LTD

Defeasance and Discharge. Upon the Issuer’s 's exercise under Section 1201 of the its option applicable to have this Section 1202applied to the Notes, the Issuer and the Guarantors shall be deemed to have been discharged from their its obligations with respect to such Notes and the Sponsors shall be discharged from all Outstanding Securities obligations under the Sponsor Credit Support as provided in this Section on and after the date the conditions set forth in Section 1204 9.4 hereof are satisfied (hereinafter, “defeasance”hereinafter called "Defeasance"). For this purpose, such defeasance Defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, such Notes and to have satisfied all their its other obligations under such Securities Notes and this Indenture insofar as such Securities Notes are concerned and the Sponsors shall be discharged from all obligations under the Sponsor Credit Support (and the Note Trustee, at the expense and request of the Issuer, Issuer shall execute proper instruments acknowledging the same)) and all of the Collateral (including any trust over any assets of the Issuer and the Sponsors) will be released, except without requiring the consent of any Holder, from any and all security interests held directly or held indirectly, for the benefit of the Holders, subject to the following which shall survive until otherwise terminated or discharged hereunder: (A1) the rights of Holders of such Notes to receive, solely from the trust fund described in Section 9.4 hereof and as more fully set forth in such Section, payments in respect of the principal of and any Make-Whole Premium and interest on such Notes when payments are due, (2) the Issuer’s 's obligations with respect to such Securities Notes under Section 2.3 of Appendix A Sections 2.6, 2.7 and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 11012.8 hereof, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (C3) the rights, obligations powers, trusts, duties, indemnities and immunities of the Note Trustee under the Indenture hereunder and (D4) this Article TwelveArticle. Subject to compliance with this Article TwelveArticle, the Issuer may exercise its option under to have this Section 1202 applied to the Notes notwithstanding the prior exercise of its option under to have Section 1203 with respect 9.3 hereof applied to such Notes. Notwithstanding anything to the Securities. If the Issuer exercises its option under this Section 1202contrary contained herein, (u) each Guarantor, if any, Defeasance hereunder shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements release the Issuer from any of its obligations owed to take the Secured Parties (other than the Holders and the Note Trustee) or omit to take limit any action by Parent or any Restricted Subsidiaryremedies of the Secured Parties (other than the Holders and the Note Trustee).

Appears in 1 contract

Samples: Note Indenture (Ica Corporation Holding Co)

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 8.01 of the option applicable to this Section 12028.02, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities the Notes on the date the conditions set forth in Section 1204 8.04 are satisfied (hereinafter, “defeasanceLegal Defeasance”). For this purpose, such defeasance Legal Defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, outstanding Notes and to have satisfied all their other obligations under such Securities the Notes and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (Aa) the rights of Holders of outstanding Notes to receive, solely from the trust fund described in Section 8.08 and as more fully set forth in such Section, payments in respect of the principal of (and premium, if any, on) and interest (including Additional Amounts) on such Notes when such payments are due from the trust referred to in Section 8.08, (b) the Issuer’s obligations with respect to such Securities under Section 2.3 the Notes concerning issuing temporary Notes, registration of Appendix A and Sections 303Notes, 306mutilated, 307destroyed, 1002 and 1003 lost or stolen Notes and the Issuer’s rights under Section 1101maintenance of an office or agency for payment and money for security payments held in trust, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (Cc) the rights, obligations powers, trusts, duties and immunities of the Trustee under hereunder and the Indenture Issuer’s and the Guarantors’ obligations in connection therewith and (Dd) the provisions of this Article TwelveEight. Subject to compliance with this Article TwelveEight, the Issuer may exercise its option under this Section 1202 8.02 notwithstanding the prior exercise of its option under Section 1203 8.03 below with respect to the SecuritiesNotes. If the Issuer exercises its option under this Section 1202Legal Defeasance option, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in payment of the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note Notes may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiaryaccelerated because of an Event of Default.

Appears in 1 contract

Samples: Indenture (Carnival PLC)

Defeasance and Discharge. Upon the relevant Issuer’s or the Guarantor’s exercise under of its option (if any) to have this Section 1201 applied to any Securities or any series of Securities, as the case may be, each of the option applicable to this Section 1202, the relevant Issuer and the Guarantors Guarantor shall be deemed to have been discharged from their its obligations with respect to all Outstanding such Securities as provided in this Section on and after the date the conditions set forth in Section 1204 1304 are satisfied (hereinafter, hereinafter called defeasanceDefeasance”). For this purpose, such defeasance Defeasance means that the relevant Issuer and the Guarantor shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, such Securities and to have satisfied all their its other obligations under such Securities and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuerrelevant Issuer or the Guarantor, shall execute proper instruments acknowledging the same), except for subject to the following which shall survive until otherwise terminated or discharged hereunder: (A1) the rights of Holders of such Securities to receive, solely from the trust fund described in Section 1304 and as more fully set forth in such Section, payments in respect of the principal of and any premium and interest on such Securities when payments are due, (2) the relevant Issuer’s or the Guarantor’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303304, 305, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 11011003, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (C3) the rights, obligations powers, trusts, duties and immunities of the Trustee under the Indenture hereunder and (D4) this Article TwelveArticle. Subject to compliance with this Article TwelveArticle, the relevant Issuer and the Guarantor may exercise its their option under (if any) to have this Section 1202 applied to any Securities notwithstanding the prior exercise of its option under Section 1203 with respect to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated have Section 1303 applied to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiarysuch Securities.

Appears in 1 contract

Samples: Indenture (Haleon PLC)

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 of the option applicable to this Section 1202, the Issuer and the Guarantors shall be deemed to have been discharged from their obligations with respect to all Outstanding Securities on the date the conditions set forth in Section 1204 are satisfied (hereinafter, “defeasance”). For this purpose, such defeasance means that the Issuer shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (A) and (B) below, and to have satisfied all their other obligations under such Securities and this 101 Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (A) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (C) the rights, obligations and immunities of the Trustee under the Indenture and (D) this Article Twelve. Subject to compliance with this Article Twelve, the Issuer may exercise its option under this Section 1202 notwithstanding the prior exercise of its option under Section 1203 with respect to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiary.

Appears in 1 contract

Samples: Supplemental Indenture (Level 3 Communications Inc)

Defeasance and Discharge. Upon the IssuerCompany’s exercise under Section 1201 of the option applicable to this Section 1202, the Issuer Company shall be deemed to have been released and discharged from its obligations with respect to the Defeased Notes and the Subsidiary Guarantors shall be deemed to have been released and discharged from their obligations with respect to all Outstanding Securities the Subsidiary Guarantees on the date the relevant conditions set forth in Section 1204 are satisfied (hereinafter, “defeasanceDefeasance”). For this purpose, such defeasance Defeasance means that the Issuer Company shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the Outstanding SecuritiesDefeased Notes, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 and the other Sections of this Indenture referred to in clauses (Aa) and (Bb) below, and the Company, and each of the Subsidiary Guarantors shall be deemed to have satisfied all their other obligations under such Securities Notes, Subsidiary Guarantees and this Indenture insofar as such Securities Notes are concerned (and the Trustee, at the expense of the IssuerCompany, shall execute proper instruments acknowledging the same), except for the following following, which shall survive until otherwise terminated or discharged hereunder: (Aa) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders of Defeased Notes to receive payment receive, solely from the trust fund described in Section 1204 and as more fully set forth in such Section, payments in respect of principal of, of and premium, if any, and interest on such Securities Notes when such payments are due, (but not b) the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders Company’s obligations with respect to such amountsDefeased Notes under Sections 304, 305, 306, 402, and 403, (Cc) the rights, obligations powers, trusts, duties and immunities of the Trustee and the Collateral Agent hereunder, including the Trustee’s and Collateral Agent’s rights (and the Company’s obligations) under the Indenture Section 707, and (Dd) this Article TwelveXII. If the Company exercises its option under this Section 1202, payment of the Notes may not be accelerated because of an Event of Default with respect thereto. Subject to compliance with this Article TwelveXII, the Issuer may Company may, at its option and at any time, exercise its option under this Section 1202 notwithstanding the prior exercise of its option under Section 1203 with respect to the Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted SubsidiaryNotes.

Appears in 1 contract

Samples: Collateral Agreement (US Foods Holding Corp.)

Defeasance and Discharge. Upon the IssuerCompany’s exercise under Section 1201 1501 of the option (if any) applicable to this Section 12021502, the Issuer Company, each Guarantor and any other obligor upon the Guarantors Securities, if any, shall be deemed to have been discharged from their its obligations with respect to all Outstanding the Defeased Securities on the date the conditions set forth in Section 1204 1504 below are satisfied hereinafter (hereinafter, defeasanceDefeasance)) . For this purpose, such defeasance Defeasance means that the Issuer Company, each Guarantor and any other obligor under this Indenture shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the Outstanding Defeased Securities, which shall thereafter be deemed to be “Outstanding” only for the purposes of Section 1205 1505 and the other Sections of this Indenture referred to in clauses (Ai) and (Bii) below, and to have satisfied all their its other obligations under such Securities and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the IssuerCompany and upon Company Request, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged hereunder: (Ai) the Issuer’s obligations with respect to such Securities under Section 2.3 of Appendix A and Sections 303, 306, 307, 1002 and 1003 and the Issuer’s rights under Section 1101, (B) rights of Holders Holder of Defeased Securities to receive payment receive, solely from the trust fund described in Section 1504 and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on on, such Securities Securities, when such payments are due, (but not ii) the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders Company’s obligations with respect to such amountsDefeased Securities under Sections 304, 305, 306, 1002 and 1003, (Ciii) the rights, obligations powers, trusts, duties and immunities of the Trustee hereunder, including, without limitation, the Trustee’s rights under the Indenture Section 607, and (Div) this Article TwelveFifteen. Subject to compliance with this Article TwelveFifteen, the Issuer Company may exercise its option (if any) under this Section 1202 1502 notwithstanding the prior exercise of its option (if any) under Section 1203 1503 with respect to the such Securities. If the Issuer exercises its option under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, (w) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiary.

Appears in 1 contract

Samples: Indenture (Sonic Automotive Inc)

Defeasance and Discharge. Upon the Issuer’s exercise under Section 1201 8.1 hereof of the option applicable to this Section 12028.2, the Issuer and shall, subject to the Guarantors shall satisfaction of the conditions set forth in Section 8.4 hereof, be deemed to have been discharged from their its obligations with respect to all Outstanding Securities outstanding Notes on the date the conditions set forth in Section 1204 below are satisfied (hereinafter, “legal defeasance”). For this purpose, such legal defeasance means that the Issuer and the Guarantors shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securitiesoutstanding Notes and the Note Guarantees, which shall thereafter be deemed to be “Outstandingoutstanding” only for the purposes of Section 1205 8.5 hereof and the other Sections of this Indenture referred to in clauses (Aa) and (Bb) below, and to have satisfied all their of its other obligations under such Securities Notes, Note Guarantees and this Indenture insofar as such Securities are concerned (and the Trustee, on demand of and at the expense of the Issuer, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (Aa) the rights of Holders of outstanding Notes to receive payments in respect of the principal of, premium, if any, and interest, if any, on such Notes when such payments are due from the trust referred to in Section 8.4(l); (b) the Issuer’s obligations with respect to such Securities Notes under Sections 2.2, 2.3, 2.4, 2.5, 2.6, 2.7, 2.10 and 4.2 hereof; (c) the rights, powers, trusts, benefits and immunities of the Trustee, including without limitation thereunder, under Section 2.3 of Appendix A 7.7, 8.5 and Sections 303, 306, 307, 1002 and 1003 8.7 hereof and the Issuer’s rights under Section 1101, obligations in connection therewith; (B) rights of Holders to receive payment of principal of, premium, if any, and interest on such Securities (but not the Purchase Price referred to under Section 1009 or 1016) and any rights of the Holders with respect to such amounts, (Cd) the rights, obligations and immunities of the Trustee under the Indenture Issuer’s rights pursuant to Section 3.7; and (De) the provisions of this Article TwelveVIII. Subject to compliance with this Article TwelveVIII, the Issuer may exercise its option under this Section 1202 8.2 notwithstanding the prior exercise of its option under Section 1203 with respect to 8.3 hereof. The Issuer and the Securities. If Guarantors may terminate the Issuer exercises its option obligations under this Section 1202, (u) each Guarantor, if any, shall be released from all its obligations under its Note Guarantee, (v) all subordination provisions contained in the Parent Intercompany Note Indenture and the Parent Intercompany Note Subordination Agreement shall be deemed terminated as they relate to the Offering Proceeds Note and the Offering Proceeds Note Guarantees, Security Documents (wa “Discharge”) the Offering Proceeds Note may be prepaid in whole or in part, (x) no entity shall be obligated to guarantee the Offering Proceeds Note, (y) the Offering Proceeds Note may be canceled and (z) all obligations to provide Offering Proceeds Note Guarantees shall terminate and all references in the Indenture to Offering Proceeds Note Guarantees and Offering Proceeds Note Guarantees shall be disregarded and not be deemed to be requirements to take or omit to take any action by Parent or any Restricted Subsidiary.when:

Appears in 1 contract

Samples: Indenture (Kemet Corp)

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