Common use of Indenture Clause in Contracts

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30, 2006 (the “Original Indenture”), among the Issuer, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indenture, and Holders are referred to the Indenture for a statement of such terms and provisions. The Notes are senior obligations of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the Indenture, the applicable terms of the Indenture shall govern.

Appears in 2 contracts

Samples: Invitel Holdings a/S, Invitel Holdings a/S

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Indenture. The Issuer Company issued the Notes under an Indenture dated as of October 30January 27, 2006 2016 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the IssuerCompany, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture guarantors named therein and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior obligations of the Company. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 9.500% Senior Notes due 2023 referred to in the Indenture. The Notes include (i) $525,000,000 principal amount of the Company’s 9.500% Senior Notes due 2023 issued under the Indenture on January 27, 2016 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to January 27, 2016 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 2 contracts

Samples: GCP Applied Technologies Inc., W R Grace & Co

Indenture. The Issuer Obligor issued the Notes this 2013 Senior Note under an Indenture dated as of October 30, 2006 (the “Original Indenture”), among the Issuer, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 924, 2007 (the “Second Base Indenture”), between the Obligor and the Trustee, as supplemented by the Fourth Supplemental Indenture”) and a supplemental indenture , dated April 27as of July 20, 2007 2010 (the “Third Fourth Supplemental Indenture”Indenture and, together with the First Supplemental Indenture and the Second Supplemental Base Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”), between the Obligor and the Trustee. Capitalized terms used herein are used as defined in the Indenture unless otherwise indicated. The terms of the Notes this 2013 Senior Note include those stated in the Indenture, and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa 77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are This 2013 Senior Note is subject to all terms and provisions of the indentureIndenture, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of such terms and provisions. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms any provision of the Notes this 2013 Senior Note and the Indenture, the applicable terms Indenture shall govern such provision. This 2013 Senior Note is a senior unsecured obligation of the Obligor of which an unlimited aggregate principal amount may be at any one time Outstanding. The Indenture shall governimposes certain limitations on the ability of the Obligor and its Subsidiaries to, among other things, create or incur Liens and enter into certain Sale-Leaseback Transactions. The Indenture also imposes limitations on the ability of the Obligor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all its property.

Appears in 2 contracts

Samples: Agilent Technologies Inc, Agilent Technologies Inc

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30May 16, 2006 2011 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the Issuer, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture Issuer and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture and the Act for a statement of such terms and provisionsthose terms. The Notes are senior obligations of the Issuer and are issued in an initial Issuer. The aggregate principal amount at maturity of €125,000,000Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original 8 5/8% Senior Notes due 2019 referred to in the Indenture. The Original Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and any Additional the Exchange Notes are treated shall be considered collectively as a single class under the Indenture and will be equally and ratably secured by the Lien for all purposes of the Security Document Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the Collateral. To provision of financial information and the extent provision of any conflict between the terms guarantees of the Notes and the Indenture, the applicable terms of the Indenture shall governby certain subsidiaries.

Appears in 2 contracts

Samples: Indenture (Epicor International Holdings, Inc.), Indenture (Epicor Software Corp)

Indenture. The Issuer issued the Notes under an Indenture Indenture, dated as of October 30November 20, 2006 2020 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the Issuer, The Bank of New York Mellon (the “Trustee”) Guarantors and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19Citibank, 2006 (the “First Supplemental Indenture”)N.A., as further amended by a supplemental indenture dated March 9trustee, 2007 (security registrar, transfer agent and paying agent. The Indenture imposes certain limitations on the “Second Supplemental Indenture”) Issuer and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)its Restricted Subsidiaries. The terms of the Notes include those stated in the Indenture. Terms defined in The Notes are subject to all such terms, and Holders are referred to the Indenture for a statement of those terms. The Notes are senior obligations of the Issuer. The aggregate principal amount of the Notes that may be authenticated and delivered under the Indenture is unlimited. Each Holder, by accepting a Note, agrees to be bound by all of the terms and provisions of the Indenture, as amended from time to time. Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indenture, and Holders are referred to the Indenture for a statement of such terms and provisions. The Notes are senior obligations of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and Optional Redemption with a Make-Whole Premium At any Additional Notes are treated as time, or from time to time, prior to November 20, 2023, the Issuer may, at its option, upon not less than 10 nor more than 60 days’ prior notice delivered to each Holder’s registered address, redeem the Notes, in whole or in part, at a single class under redemption price equal to the Indenture and will be equally and ratably secured by the Lien greater of (1) 100% of the Security Document with respect principal amount of such Notes to be redeemed and (2) the Collateral. To sum of the extent present value at such redemption date of any conflict between (i) the terms redemption price of the Notes and on November 20, 2023 (such redemption price being set forth in the Indenturetable in the paragraph below under “Optional Redemption without a Make-Whole Premium”) plus (ii) all required interest payments thereon through November 20, 2023 (excluding accrued but unpaid interest to, but excluding, the applicable terms redemption date), discounted to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Indenture shall governTreasury Rate plus 50 basis points, in each case plus accrued and unpaid interest and Additional Amounts, if any, thereon to the redemption date, as calculated by the Independent Investment Banker.

Appears in 2 contracts

Samples: Indenture (Auna S.A.), Indenture (Auna S.A.A.)

Indenture. The Issuer Obligor issued the Notes this 2020 Senior Note under an Indenture dated as of October 30, 2006 (the “Original Indenture”), among the Issuer, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 924, 2007 (the “Second Base Indenture”), between the Obligor and the Trustee, as supplemented by the Fifth Supplemental Indenture”) and a supplemental indenture , dated April 27as of July 20, 2007 2010 (the “Third Fifth Supplemental Indenture”Indenture and, together with the First Supplemental Indenture and the Second Supplemental Base Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”), between the Obligor and the Trustee. Capitalized terms used herein are used as defined in the Indenture unless otherwise indicated. The terms of the Notes this 2020 Senior Note include those stated in the Indenture, and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa 77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are This 2020 Senior Note is subject to all terms and provisions of the indentureIndenture, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of such terms and provisions. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms any provision of the Notes this 2020 Senior Note and the Indenture, the applicable terms Indenture shall govern such provision. This 2020 Senior Note is a senior unsecured obligation of the Obligor of which an unlimited aggregate principal amount may be at any one time Outstanding. The Indenture shall governimposes certain limitations on the ability of the Obligor and its Subsidiaries to, among other things, create or incur Liens and enter into certain Sale-Leaseback Transactions. The Indenture also imposes limitations on the ability of the Obligor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all its property.

Appears in 2 contracts

Samples: Agilent Technologies Inc, Agilent Technologies Inc

Indenture. The Issuer issued the Notes under an Indenture dated as of October September 30, 2006 2013 (the “Original Indenture”), among the Issuer, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was as it may be amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together or supplemented from time to time in accordance with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indenturesterms thereof, the “Indenture”), among CPG Merger Sub LLC, the guarantors named therein and the Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms those terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and provisionsbe controlling. The Notes are senior unsecured obligations of the Issuer and are issued in an initial Issuer. The aggregate principal amount at maturity of €125,000,000Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original 8.000% Senior Notes due 2021 referred to in the Indenture. The Original Notes include (i) $315,000,000 principal amount of the Issuer’s 8.000% Senior Notes due 2021 issued under the Indenture (the “Initial Notes”) and (ii) if and when issued, additional 8.000% Senior Notes due 2021 of the Issuer that may be issued from time to time in accordance with the Indenture subsequent to September 30, 2013 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and any the Additional Notes are treated shall be considered collectively as a single class under for all purposes of the Indenture and will be equally any security documents. The Indenture imposes certain limitations on the incurrence of indebtedness and ratably secured by issuance of disqualified stock, the Lien making of restricted payments, the Security Document incurrence of certain liens, dividend and other payment restrictions affecting restricted subsidiaries, the sale of assets and subsidiary stock, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the Collateral. To provision of financial information and the extent provision of any conflict between the terms guarantees of the Notes and the Indenture, the applicable terms of the Indenture shall governby certain subsidiaries.

Appears in 2 contracts

Samples: CPG Merger Sub (CPG Newco LLC), CPG Merger Sub (CPG Newco LLC)

Indenture. The Issuer Company issued the Notes Securities under an Indenture dated as of October 30May 13, 2006 2013 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the IssuerCompany, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture Subsidiary Guarantors and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes Securities include those stated in the Indenture. Terms defined in the Indenture Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes Securities are subject to all terms and provisions of the indenturesuch terms, and Holders are referred to the Indenture for a statement of such terms those terms. To the extent any provision of this Security conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and provisionsbe controlling. The Notes Securities are senior unsecured obligations of the Issuer and are issued in an initial Company. The aggregate principal amount at maturity of €125,000,000Securities which may be authenticated and delivered under the Indenture is unlimited. This Note Security is one of the Original 4.625% Senior Notes due 2021 referred to in the Indenture. The Original Securities include (i) $150,000,000 aggregate principal amount of the Company’s 4.625% Senior Notes and any Additional Notes are treated as a single class due 2021 issued under the Indenture on May 13, 2013 (herein called “Initial Notes”) and will be equally (ii) if and ratably secured by the Lien when issued, additional 4.625% Senior Notes due 2021 of the Security Document Company that may be issued from time to time under the Indenture subsequent to May 13, 2013 (herein called “Additional Notes”), subject to the provisions of the Indenture. The Indenture, among other things, imposes certain limitations on certain Sale and Leaseback Transactions involving the Company or any Restricted Subsidiary and the incurrence of certain Liens and requirements regarding future Subsidiary Guarantors, provided, however, that the requirements regarding future Subsidiary Guarantors shall be suspended (subject to reinstatement under certain circumstances) if the Securities are rated Investment Grade by both of the Rating Agencies and no Default has occurred and is continuing under the Indenture. In addition, the Indenture imposes requirements with respect to the Collateral. To the extent provision of any conflict between the terms of the Notes and the Indenture, the applicable terms of the Indenture shall governfinancial information.

Appears in 2 contracts

Samples: www.sec.gov, Indenture (Brunswick Corp)

Indenture. The Issuer issued In the Notes event an indenture is required to be qualified under an the Trust Indenture dated as Act of October 30, 2006 1939 (the “Original Indenture”), among the Issuer, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”U.S. Code xx.xx. 77aaa-77bbbb), as further amended by a supplemental indenture dated March 9, 2007 from time to time (the “Second Supplemental "TIA"), with respect to the Notes, or upon the request of holders of in excess of 25% in principal amount of outstanding Notes the Company shall and at any other time the Company, in its sole discretion, may appoint a Trustee who satisfies the eligibility requirements set forth in Section 7.10 of the In- denture and, in any such event, the Company shall take whatever actions are necessary to cause an indenture substantially in the form of Exhibit A attached hereto to be executed and delivered by the Company and the Trustee and to be qualified under the TIA (which Indenture shall provide for the same restrictions on transfer set forth hereon if such Indenture is executed and delivered at the election of the Company). In such event, (i) this Note shall be deemed to be one of an issue of Notes of the Company issued under the Indenture; (ii) the terms of the Notes shall be deemed to include those stated in the Indenture and a supplemental indenture dated April 27those made part of the Indenture by reference to the TIA, 2007 as amended from time to time; and (iii) the “Third Supplemental Indenture”, together with Notes shall be subject to all such terms. Holders of Notes are referred to the First Supplemental Indenture and the Second Supplemental IndentureTIA for a statement of all such term. In such event, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (Company may require holders of the “Amended and Restated Indenture”Notes, and together with each Holder by his or her acceptance hereof agrees upon the Original Indenture and Company's request, to surrender to the Supplemental Indentures, Trustee all Notes in the form hereof in exchange for replacement Notes substantially in the form of Exhibit A to the Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in Indenture and those made part of the Indenture and not defined herein have by reference to the meanings ascribed thereto TIA, as in effect on the date of the Indenture. Only those TIA sections that are specifically referred to This Note is one of a duly authorized issue of Notes of the Company consisting of any other 13% Senior Subordinated Notes due 2007 of the Company issued on July 10, 1997 and any replacement Notes issued in exchange for, or in lieu of, the Indenture are incorporated by reference and are a part of foregoing in accordance with the Indenture. The Notes are limited in aggregate principal amount to $___________. Notwithstanding anything to the contrary herein, the Notes are subject to all terms and provisions of the indenturesuch terms, and Holders of Notes are referred to the Indenture and said Act for a statement of such terms and provisionsthem. The Notes are senior general unsecured obligations of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the Indenture, the applicable terms of the Indenture shall governCompany.

Appears in 1 contract

Samples: Purchase Agreement (Wilson Greatbatch Technologies Inc)

Indenture. The Issuer Company issued the Notes under an Indenture dated as of October 307, 2006 2021 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the IssuerCompany, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture guarantors named therein and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior unsecured obligations of the Company. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 4.375% Senior Notes due 2029 referred to in the Indenture. The Notes include (i) $500,000,000 principal amount of the Company’s 4.375% Senior Notes due 2029 issued under the Indenture on October 7, 2021 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to October 7, 2021 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are part of the same issue as the Notes offered hereby with the existing Notes for U.S. federal income Tax purposes. Any issuance of Additional Notes will be subject to Section 3.2 of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of the Note Guarantees by certain subsidiaries.

Appears in 1 contract

Samples: Roller Bearing (RBC Bearings INC)

Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of October 30September 24, 2006 (the “Original Indenture”)2021, among the IssuerIssuers, The Bank of New York Mellon the Guarantors party thereto, the Trustee and the Collateral Agent (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was as it may amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together or supplemented from time to time in accordance with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indenturesterms thereof, the “Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior secured obligations of the Issuers and each Guarantor. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 4.375% Senior Secured Notes due 2028 referred to in the Indenture. The Notes include (i) $500,000,000 principal amount of the Issuers’ 4.375% Senior Secured Notes due 2028 issued under the Indenture on September 24, 2021 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to September 24, 2021 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries of the Company.

Appears in 1 contract

Samples: Indenture (Pactiv Evergreen Inc.)

Indenture. The Issuer issued the 2032 Notes under an Indenture Indenture, dated as of October 30May 6, 2006 2011 (the “Original Base Indenture”), among the Issuer, The Bank of New York Mellon Celanese Corporation, a Delaware corporation (the “Parent Guarantor”), and Computershare Trust Company, N.A., as successor to Wxxxx Fargo Bank, National Association, as trustee (the “Base Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original as amended with respect to the 2032 Notes by the Twelfth Supplemental Indenture was amended by a supplemental indenture dated December 19July 14, 2006 2022 (the “First Twelfth Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”” and, together with the First Supplemental Indenture and the Second Supplemental Base Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”), among the Issuer, the guarantors party thereto (the “Guarantors”), the Base Trustee and the Trustee, which collectively constitutes the Indenture governing the 2032 Notes. The terms of the 2032 Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939, as amended as in effect on the date of the Indenture (the “TIA”). The 2032 Notes are subject to include all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture and the TIA for a statement of such terms and provisions. The This 2032 Note is one of a series of securities designated as the 6.379% Senior Notes are senior obligations due 2032 of the Issuer and are issued Issuer. Capitalized terms used herein have the same meanings given in an initial the Indenture unless otherwise indicated. The aggregate principal amount at maturity of €125,000,000. This Note is one of the Original 2032 Notes referred to in the Indenture. The Original Notes which may be authenticated and any Additional Notes are treated as a single class delivered under the Indenture and will shall be equally and ratably secured by unlimited. In addition, the Lien aggregate principal amount of the Security Document with respect to the Collateral. To the extent Securities of any conflict between the terms of the Notes class or series which may be authenticated and the Indenture, the applicable terms of delivered under the Indenture shall governbe unlimited, provided that such Securities shall rank equally with the 2032 Notes.

Appears in 1 contract

Samples: Celanese Corp

Indenture. The Issuer Company issued the Notes under an Indenture dated as of October 3027, 2006 2020, between the Company and the Guarantors named therein and the Trustee (the “Original Indenture”), among the Issuer, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as it may be further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together or supplemented from time to time in accordance with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indenturesterms thereof, the “Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior obligations of the Company. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 6.500% Senior Notes due 2025 referred to in the Indenture. The Notes include (i) $500,000,000 principal amount of the Company’s 6.500% Senior Notes due 2025 issued under the Indenture on October 27, 2020 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to October 27, 2020 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (loanDepot, Inc.)

Indenture. The Issuer issued the 2022 Second Lien Notes under an Indenture Indenture, dated as of October 30April 25, 2006 2011 (the “Original Base Indenture”), among between the IssuerIssuer and the Trustee, The Bank of New York Mellon (as supplemented by the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), dated as further amended by a supplemental indenture dated March 9of February 6, 2007 (2012, between the “Second Supplemental Indenture”) Issuer and a supplemental indenture dated April 27the Trustee, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture and the Second Supplemental Indenture, dated as of February 28, 2012, between the Issuer and the Trustee, the Third Supplemental Indentures”)Indenture, dated as further amended pursuant to an amended of May 31, 2012, between the Issuer and restated indenture the Trustee, and the Fourth Supplemental Indenture, dated October 15as of August 14, 2009 2012 (the “Amended and Restated Indenture”, and together with the Original Base Indenture and the Supplemental Indenturesas so supplemented, the “Indenture”), between the Issuer and the Trustee. This 2022 Second Lien Note is one of a duly authorized issue of notes of the Issuer designated as its 11.750% Senior Secured Second Lien Notes due 2022. The Issuer shall be entitled to issue Additional 2022 Second Lien Notes pursuant to Sections 2.01, 4.09 and 4.12 of the Indenture. The 2021 Second Lien Notes (including any Exchange Notes issued in exchange therefor) and the 2022 Second Lien Notes (including any Exchange Notes issued in exchange therefor) (collectively referred to herein as the “Notes”) are separate series of Notes, but shall be treated as a single class of securities under the Indenture, unless otherwise specified in the Indenture. In addition, the Notes will be treated along with certain other securities designated as Junior Lien Debt of the Issuer as a single class for amendments and waivers and for taking certain other actions. The terms of the 2022 Second Lien Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939, as amended (the “Trust Indenture Act”). The 2022 Second Lien Notes are subject to all terms and provisions of the indenturesuch terms, and Holders are referred to the Indenture and the Trust Indenture Act for a statement of such terms and provisions. The Notes are senior obligations of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateralterms. To the extent any provision of any conflict between this 2022 Second Lien Note conflicts with the terms express provisions of the Notes and the Indenture, the applicable terms provisions of the Indenture shall governgovern and be controlling.

Appears in 1 contract

Samples: Fourth Supplemental Indenture (Energy Future Intermediate Holding CO LLC)

Indenture. The Issuer Company issued the Notes under an Indenture dated as of October 30March 8, 2006 1999 (as it may be amended or supplemented from time to time in accordance with the “Original terms thereof, the "Indenture"), among the IssuerCompany, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture Note Guarantors party thereto and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. (S)(S) 77aaa-77bbbb) as in effect on the date ------ of the Indenture (the "Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all such terms, and Noteholders are referred to the Indenture and the Act for a statement of those terms. Each Noteholder by accepting a Note, agrees to be bound by all of the terms and provisions of the indentureIndenture, as amended from time to time. The Notes are general unsecured senior subordinated obligations of the Company unlimited in aggregate principal amount; $100,000,000 in aggregate principal amount will be initially issued on the Issue Date. This Note is one of the Initial Notes referred to in the Indenture. The Initial Notes and the Exchange Notes will be treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Company and its Restricted Subsidiaries, and Holders Noteholders are referred to the Indenture for a statement of such those limitations. The Company may, from time to time, subject to compliance with any other applicable provisions of the Indenture, without the consent of the Holders, create and issue pursuant to the Indenture additional Notes having terms and provisions. The Notes are senior obligations conditions identical to those of the Issuer and are Notes issued in an initial aggregate principal amount at maturity on the Issue Date ("Add-On Notes") (or the same except for the payment of €125,000,000. This Note is one interest accruing prior to the issue date of such Add-On Notes or except for the Original first payment of interest following the issue date of such Add-On Notes), which Add-On Notes referred to in the Indenture. The Original Notes and will be treated, together with any Additional Notes are treated other Outstanding Notes, as a single class issue of securities. To guarantee the due and punctual payment of the principal, premium, if any, and interest and Liquidated Damages, if any, on the Notes and all other amounts payable by the Company under the Indenture and will the Notes when and as the same shall be equally due and ratably secured payable, whether at maturity, by the Lien of the Security Document with respect acceleration or otherwise, according to the Collateral. To the extent of any conflict between the terms of the Notes and the Indenture, the applicable Company's existing Domestic Restricted Subsidiaries have unconditionally guaranteed, jointly and severally, such obligations on a senior subordinated basis pursuant to the terms of the Indenture. In addition, any future Domestic Restricted Subsidiaries of the Company (other than Special Purpose Financing Vehicles) are required pursuant to the terms of the Indenture shall governto unconditionally guarantee the Notes on a senior subordinated basis by executing a supplemental indenture.

Appears in 1 contract

Samples: Indenture (Global Imaging Systems Inc)

Indenture. The Issuer issued the Notes under an Indenture Indenture, dated as of October 30December 6, 2006 2011 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the Issuer, The Bank of New York Mellon (the “Trustee”) Guarantors and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19Trust Company, 2006 N.A. (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “IndentureTrustee”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture and the Act for a statement of such terms those terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and provisionsbe controlling. The Notes are senior unsecured obligations of the Issuer and are issued in an initial Issuer. The aggregate principal amount at maturity of €125,000,000Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original Notes 7.125% Senior Notes, Series A, due 2021 referred to in the Indenture. The Original Notes include (i) $182,060,000 principal amount of the Issuer’s 7.125% Senior Notes, Series A, due 2021 issued under the Indenture on December 6, 2011 (the “Initial Notes”) and (ii) if and when issued, additional 7.125% Senior Notes, Series A, due 2021 or 7.125% Senior Notes, Series B, due 2021 of the Issuer that may be issued from time to time under the Indenture subsequent to December 6, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and any the Additional Notes are treated shall be considered collectively as a single class under the Indenture and will be equally and ratably secured by the Lien for all purposes of the Security Document Indenture. The Indenture imposes certain limitations on the incurrence of secured indebtedness and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the Collateral. To provision of financial information and the extent provision of any conflict between the terms guarantees of the Notes and the Indenture, the applicable terms of the Indenture shall governby certain subsidiaries.

Appears in 1 contract

Samples: Supplemental Indenture (Superior Energy Services Inc)

Indenture. The Issuer issued the Toggle Notes under an Indenture Indenture, dated as of October 3031, 2006 2007 (the “Original Existing Indenture”), among the Issuer, The Bank of New York Mellon (the Guarantors named therein and the Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended supplemented by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture dated as of December 6, 2007, among the Issuer, the Guarantors named therein and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 Trustee (the “Amended and Restated Indenture”, and together with the Original Existing Indenture and the Supplemental Indenturesas supplemented, the “Indenture”). This Toggle Note is one of a duly authorized issue of notes of the Issuer designated as its 10.50%/11.25% Senior Toggle Notes due 2016. The Issuer shall be entitled to issue Additional Toggle Notes pursuant to Sections 2.01 and 4.09 of the Indenture. The Existing Cash Pay Notes (including any Exchange Notes issued in exchange therefor), the Series B Cash Pay Notes (including any Exchange Notes issued in exchange therefor) and the Toggle Notes (including any Exchange Notes issued in exchange therefor) (collectively referred to herein as the “Notes”) are separate series of Senior Notes, but shall be treated as a single class of securities under the Indenture, unless otherwise specified in the Indenture. The terms of the Toggle Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939, as amended (the “Trust Indenture Act”). The Toggle Notes are subject to all terms and provisions of the indenturesuch terms, and Holders are referred to the Indenture and such Act for a statement of such terms and provisions. The Notes are senior obligations of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateralterms. To the extent any provision of any conflict between this Toggle Note conflicts with the terms express provisions of the Notes and the Indenture, the applicable terms provisions of the Indenture shall governgovern and be controlling.

Appears in 1 contract

Samples: First Supplemental Indenture (Energy Future Holdings Corp /TX/)

Indenture. This Note is one of a duly authorized issue of Notes of the Company designated as its 13 1/2% Senior Notes due 2004, Series A (herein called the "Initial Notes"). The Issuer Notes are limited (except as otherwise provided in this Indenture referred to below) in aggregate principal amount to $150,000,000, which may be issued the Notes under an Indenture indenture (herein called the "Indenture") dated as of October 30June 24, 2006 1997, by and between the Company and First Trust National Association, as trustee (herein called the “Original "Trustee," which term includes any successor Trustee under this Indenture), among to which Indenture and all indentures supplemental thereto reference is hereby made for a statement of the Issuerrespective rights, limitations of rights, duties, obligations and immunities thereunder of the Company, the Trustee and the Holders of the Notes, and of the terms upon which the Notes are, and are to be, authenticated and delivered. The Bank of New York Mellon Notes include the Initial Notes, the Private Exchange Notes and the Unrestricted Notes (including the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”Exchange Notes referred to below), issued in exchange for the Initial Notes pursuant to the Registration Rights Agreement. The Initial Notes and the Unrestricted Notes are treated as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental single class of securities under this Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental . All capitalized terms used in this Note which are defined in this Indenture and not otherwise defined herein shall have the Second Supplemental meanings assigned to them in this Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”). The terms of the Notes include those stated in this Indenture and those made part of this Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) (the "TIA"), as in effect on the date of this Indenture. Terms defined in Notwithstanding anything to the Indenture and not defined herein have contrary herein, the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indenturesuch terms, and Holders of Notes are referred to this Indenture and the Indenture TIA for a statement of such terms terms. No reference herein to this Indenture and provisions. The Notes are senior obligations no provisions of this Note or of this Indenture shall alter or impair the obligation of the Issuer Company, which is absolute and are issued in an initial aggregate unconditional, to pay the principal amount of, premium, if any, and interest on this Note at maturity of €125,000,000. This Note is one of the Original Notes referred to times, place, and rate, and in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the Indenturecoin or currency, the applicable terms of the Indenture shall governherein prescribed.

Appears in 1 contract

Samples: Indenture (Verio Inc)

Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of October 301, 2006 (the “Original Indenture”)2020, among the IssuerIssuers, The Bank of New York Mellon the Guarantors party thereto, the Trustee and the Collateral Agent (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was as it may amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together or supplemented from time to time in accordance with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indenturesterms thereof, the “Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior secured obligations of the Issuers and each Guarantor. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 4.000% Senior Secured Notes due 2027 referred to in the Indenture. The Notes include (i) $1,000,000,000 principal amount of the Issuers’ 4.000% Senior Secured Notes due 2027 issued under the Indenture on October 1, 2020 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to October 1, 2020 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries of the Company.

Appears in 1 contract

Samples: Indenture (Pactiv Evergreen Inc.)

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30February 8, 2006 (2019, among the “Original Indenture”)Issuer and the Trustee, as supplemented by the First Supplemental Indenture dated as of February 8, 2019, among the Issuer, The Bank of New York Mellon the Guarantors named therein and the Trustee (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as it may be further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together or supplemented from time to time in accordance with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indenturesterms thereof, the “Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 10.250% Senior Notes due 2027 referred to in the Indenture. The Notes include (i) $750,000,000 principal amount of the Issuer’s 10.250% Senior Notes due 2027 issued under the Indenture on February 8, 2019 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to February 8, 2019 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Dun & Bradstreet Holdings, Inc.)

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30July 21, 2006 (the “Original Indenture”)2021, among the Issuer, The Bank of New York Mellon the Guarantors from time to time party thereto, the Trustee and the Notes Collateral Agent (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was as it may be amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together or supplemented from time to time in accordance with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indenturesterms thereof, the “Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior secured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 5.375% Senior Secured Notes due 2026 referred to in the Indenture. The Notes include (i) $415,000,000 principal amount of the Issuer’s 5.375% Senior Secured Notes due 2026 issued under the Indenture on July 21, 2021 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to July 21, 2021 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes.

Appears in 1 contract

Samples: Moneygram International Inc

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30November 25, 2006 (the “Original Indenture”)2020, among the Issuer, The Bank of New York Mellon (the “Trustee”) Trustee and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”)Collateral Agent[, as further supplemented by the Supplemental Indenture dated as of [ ], 202[ ], among the Issuer, the Guarantors named therein, the Trustee and the Collateral Agent] (as it may be [further] amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together or supplemented from time to time in accordance with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indenturesterms thereof, the “Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior secured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 5.000% First Lien Secured Notes due 2028 referred to in the Indenture. The Notes include (i) $1,550,000,000 principal amount of the Issuer’s 5.000% First Lien Secured Notes due 2028 issued under the Indenture on November 25, 2020 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to November 25, 2020 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that if any Additional Notes are not part of the same issue as the Notes offered hereby under the Indenture for United States federal income tax purposes or if the Company otherwise determines that any Additional Notes should be differentiated from any other Notes, such Additional Notes may have a separate CUSIP number, provided further that, for the avoidance of doubt, such Additional Notes will still constitute a single series with all other Notes issued under the Indenture for all other (i.e., non-income tax) purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Frontier Communications Corp

Indenture. The Issuer Company issued the Notes under pursuant to an Indenture dated as of October 30April 28, 2006 2013 (the “Original Base Indenture”), ) among the IssuerCompany, The Bank the Guarantors and the Trustee, as amended and supplemented with respect to the Notes by the Thirty-Sixth Supplemental Indenture dated as of New York Mellon April 30, 2018 (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Thirty-Sixth Supplemental Indenture”); the Base Indenture, as further amended supplemented by a supplemental indenture dated March 9, 2007 (the “Second Eleventh Supplemental Indenture”) , dated as of May 1, 2013 by and a supplemental indenture dated April 27among the Company, 2007 (the “Third guarantors party thereto and the Trustee, the Twelfth Supplemental Indenture, together with dated as of July 15, 2013, by and among the First Supplemental Indenture Company, the guarantors party thereto and the Trustee, the Sixteenth Supplemental Indenture, dated as of August 11, 2014 by and among the Company, the guarantors party thereto and the Trustee, the Nineteenth Supplemental Indenture, dated as of September 28, 2015, by and among the Company, the guarantors party thereto and the Trustee, the Twenty-Second Supplemental Indenture, dated as of August 30, 2016, by and among the “Supplemental Indentures”)Company, the guarantors party thereto and the Trustee, and as further amended pursuant to an amended and restated indenture supplemented in respect of the Notes by the Thirtieth Supplemental Indenture, dated October 15as of May 9, 2009 (2017, by and among T-Mobile, the “Amended guarantors party thereto and Restated the Trustee and the Thirty-First Supplemental Indenture, dated as of January 25, 2018, by and among by and among the Company, the guarantors party thereto and the Trustee, and together with as amended and supplemented in respect of the Original Indenture and Notes by the Thirty-Sixth Supplemental IndenturesIndenture, the “Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the TIA. The Notes are subject to all terms and provisions of the indenturesuch terms, and Holders are referred to the Indenture and, to the extent so included in the Indenture, to the TIA for a statement of such terms terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and provisionsbe controlling. The Notes are senior unsecured, unsubordinated obligations of the Issuer and are issued in an initial Company. The Indenture does not limit the aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will that may be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the Indenture, the applicable terms of the Indenture shall governissued thereunder.

Appears in 1 contract

Samples: T-Mobile US, Inc.

Indenture. The Notes are one of a duly authorized issue of Debt Securities of the Issuer issued issued, or to be issued, under the Notes under an Indenture Indenture, dated as of October 304, 2006 2004 (the “Original Indenture”) among Enterprise Products Operating L.P., as issuer (the “Original Issuer”), Enterprise Products Partners L.P., as parent guarantor (the “Parent Guarantor”), and Xxxxx Fargo Bank, National Association, as trustee (the “Trustee”), as amended and supplemented by each of (i) the Tenth Supplemental Indenture thereto dated as of June 30, 2007 (the “Tenth Supplemental Indenture”), among the Original Issuer, the Issuer, the Parent Guarantor and the Trustee, whereby the Issuer assumed the obligations of the Original Issuer under the Original Indenture and the Debt Securities issued thereunder, and (ii) the Thirty-First Supplemental Indenture thereto dated as of February 15, 2018 (the “Thirty-First Supplemental Indenture”), among the Issuer, The Bank the Parent Guarantor and the Trustee, providing for the issuance of New York Mellon (Debt Securities of the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. series whose designation appears on the face hereof. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended and supplemented by a supplemental indenture dated March 9, 2007 (each of the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Tenth Supplemental Indenture and the Second Thirty-First Supplemental Indenture, the “Supplemental Indentures”), and as may be further amended pursuant to an duly amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together supplemented in accordance with the Original Indenture and terms thereof in relation to the Supplemental IndenturesNotes, is referred to herein as the “Indenture”).” Capitalized terms used but not defined herein shall have the respective meanings given to such terms in the Indenture. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only , those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the Indenture by reference to the TIA, as in effect on the date of the Thirty-First Supplemental Indenture, and those terms stated in the Thirty-First Supplemental Indenture. The Notes are subject to all terms and provisions of the indenturesuch terms, and Holders are referred to the Indenture and the TIA for a statement of such terms and provisionsthem. The Notes are senior junior subordinated obligations of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one not secured by any of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien assets of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the Indenture, the applicable terms of the Indenture shall governIssuer.

Appears in 1 contract

Samples: Supplemental Indenture (Enterprise Products Partners L P)

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30May 12, 2006 (the “Original Indenture”)2022, among the Issuer, The Bank of New York Mellon Frontier Video Services Inc. (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental IndentureGrantor”), the Guarantors party thereto from time to time, the Trustee and the Collateral Agent (as further it may be amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together or supplemented from time to time in accordance with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indenturesterms thereof, the “Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior secured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8.750% First Lien Secured Notes due 2030 referred to in the Indenture. The Notes include (i) $1,200,000,000 principal amount of the Issuer’s 8.750% First Lien Secured Notes due 2030 issued under the Indenture on May 12, 2022 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 12, 2022 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that if any Additional Notes are not part of the same issue as the Notes offered hereby under the Indenture for United States federal income tax purposes or if the Issuer otherwise determines that any Additional Notes should be differentiated from any other Notes, such Additional Notes may have a separate CUSIP number, provided further that, for the avoidance of doubt, such Additional Notes will still constitute a single series with all other Notes issued under the Indenture for all other (i.e., non-income tax) purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Third Lien Intercreditor Agreement (Frontier Communications Parent, Inc.)

Indenture. The Issuer issued the Notes under an Indenture dated as of October April 30, 2006 2015 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the Issuer, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture guarantors named therein and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations of the Issuer and are issued in an initial Issuer. The aggregate principal amount at maturity of €125,000,000Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original 11.00% Senior Notes due 2023 referred to in the Indenture. The Original Notes include (i) $360,000,000 principal amount of the Issuer’s 11.00% Senior Notes due 2023 issued under the Indenture on April 30, 2015 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to April 30, 2015 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and any the Additional Notes are treated shall be considered collectively as a single class under the Indenture and will be equally and ratably secured by the Lien for all purposes of the Security Document Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the Collateral. To provision of financial information and the extent provision of any conflict between the terms guarantees of the Notes and the Indenture, the applicable terms of the Indenture shall governby certain subsidiaries.

Appears in 1 contract

Samples: Indenture (21st Century Oncology Holdings, Inc.)

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30February 3, 2006 (the “Original Indenture”)2022, among the Issuer, The Bank of New York Mellon the Guarantors named therein and from time to time party thereto, the Trustee and the Notes Collateral Agent (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was as it may be amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together or supplemented from time to time in accordance with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indenturesterms thereof, the “Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior secured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 4.375% Senior Secured Notes due 2030 referred to in the Indenture. The Notes include (i) $400,000,000 principal amount of the Issuer’s 4.375% Senior Secured Notes due 2030 issued under the Indenture on February 3, 2022 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to February 3, 2022 (the “Additional Notes”) as provided in ‎Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes, to the maximum extent possible, shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes or if the Company otherwise determines that any Additional Notes should be differentiated from the Initial Notes. The Additional Notes can be issued without the consent of any Holder, subject to compliance with any covenants set forth in the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, permitted activities of the Issuer, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Ryan Specialty (Ryan Specialty Group Holdings, Inc.)

Indenture. The Issuer Company issued the Notes under an Indenture Indenture, dated as of October 30March 10, 2006 1998 (the “Original "Indenture"), among the IssuerCompany, The Bank each of New York Mellon the Subsidiary Guarantors named therein and the Trustee. Capitalized terms herein are used as defined in the Indenture unless otherwise defined herein. This Note is one of a duly authorized issue of Initial Notes of the Company designated as its 9 1/4% Senior Subordinated Notes due 2006, Series B (the “Trustee”"Exchange Notes"), limited (except as otherwise provided in the Indenture) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 in aggregate principal amount to $200,000,000 which may be issued under the Indenture. (the “First Supplemental Indenture”"Exchange Notes"). The Notes include the 9 1/4% Senior Subordinated Notes due 2006, Series A (the "Initial Notes"), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture Private Exchange Notes and the Second Supplemental IndentureExchange Notes, issued in exchange for the Initial Notes pursuant to the Registration Rights Agreement. The Initial Notes, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture Private Exchange Notes and the Supplemental Indentures, Exchange Notes are treated as a single class of securities under the Indenture”). Capitalized terms herein are used as defined in the Indenture unless otherwise defined herein. The terms of the Notes include those stated in the Indenture. Terms defined in Indenture and those made part of the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part to the Trust Indenture Act of 1939 (15 U.S. Code 77aaa- 77bbbb) (the "TIA"), as in effect on the date of the Indenture. The Notwithstanding anything to the contrary herein, the Notes are subject to all such terms, and Holders of Notes are referred to the Indenture and the TIA for a statement of them. The Notes are general unsecured obligations of the Company. Payment on each Note is guaranteed on a senior subordinated basis by the Subsidiary Guarantors pursuant to Article Twelve of the Indenture. Each Holder, by accepting a Note, agrees to be bound by all of the terms and provisions of the indenture, and Holders are referred to the Indenture for a statement of such terms and provisions. The Notes are senior obligations of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the Indenture, as the applicable terms of the Indenture shall governsame may be amended from time to time in accordance with its terms. 5.

Appears in 1 contract

Samples: Sitel Corp

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30, 2006 (the “Original Indenture”), among the Issuer, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 2010 (the “First Supplemental Indenture”), as further it may be amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together or supplemented from time to time in accordance with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indenturesterms thereof, the “Indenture”), among Blue Acquisition Sub, Inc. and the Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture and the Act for a statement of such terms those terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and provisionsbe controlling. The Notes are senior unsecured obligations of the Issuer and are issued in an initial Issuer. The aggregate principal amount at maturity of €125,000,000Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original Notes 9⅞% Senior Notes, Series A, due 2018 referred to in the Indenture. The Original Notes include (i) $800,000,000 principal amount of the Issuer’s 9⅞% Senior Notes, Series A, due 2018 issued under the Indenture on October 19, 2010 (the “Initial Notes”), (ii) if and when issued, additional 9⅞% Senior Notes, Series A, due 2018 or 9⅞% Senior Notes, Series B, due 2018 of the Issuer that may be issued from time to time under the Indenture subsequent to October 19, 2010 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 9⅞% Senior Notes, Series B, due 2018 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and any Additional the Exchange Notes are treated shall be considered collectively as a single class under for all purposes of the Indenture and will be equally and ratably secured by the Lien of the Security Document Documents. The Indenture imposes certain limitations on the incurrence of indebtedness and issuance of disqualified stock and preferred stock, the making of restricted payments, the sale of assets and subsidiary stock, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the Collateral. To provision of financial information and the extent provision of any conflict between the terms guarantees of the Notes and the Indenture, the applicable terms of the Indenture shall governby certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Burger King Holdings Inc)

Indenture. The Issuer Company issued the Notes under pursuant to an Indenture dated as of October 30April 28, 2006 2013 (the “Original Base Indenture”), ) among the IssuerCompany, The Bank the Guarantors and the Trustee, as amended and supplemented with respect to the Notes by the Thirty-Fifth Supplemental Indenture dated as of New York Mellon April 30, 2018 (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Thirty-Fifth Supplemental Indenture”); the Base Indenture, as further amended supplemented by a supplemental indenture dated March 9, 2007 (the “Second Eleventh Supplemental Indenture”) , dated as of May 1, 2013 by and a supplemental indenture dated April 27among the Company, 2007 (the “Third guarantors party thereto and the Trustee, the Twelfth Supplemental Indenture, together with dated as of July 15, 2013, by and among the First Supplemental Indenture Company, the guarantors party thereto and the Trustee, the Sixteenth Supplemental Indenture, dated as of August 11, 2014 by and among the Company, the guarantors party thereto and the Trustee, the Nineteenth Supplemental Indenture, dated as of September 28, 2015, by and among the Company, the guarantors party thereto and the Trustee, the Twenty-Second Supplemental Indenture, dated as of August 30, 2016, by and among the “Supplemental Indentures”)Company, the guarantors party thereto and the Trustee, and as further amended pursuant to an amended and restated indenture supplemented in respect of the Notes by the Thirtieth Supplemental Indenture, dated October 15as of May 9, 2009 (2017, by and among T-Mobile, the “Amended guarantors party thereto and Restated the Trustee and the Thirty-First Supplemental Indenture, dated as of January 25, 2018, by and among by and among the Company, the guarantors party thereto and the Trustee, and together with as amended and supplemented in respect of the Original Indenture and Notes by the Thirty-Fifth Supplemental IndenturesIndenture, the “Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the TIA. The Notes are subject to all terms and provisions of the indenturesuch terms, and Holders are referred to the Indenture and, to the extent so included in the Indenture, to the TIA for a statement of such terms terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and provisionsbe controlling. The Notes are senior unsecured, unsubordinated obligations of the Issuer and are issued in an initial Company. The Indenture does not limit the aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will that may be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the Indenture, the applicable terms of the Indenture shall governissued thereunder.

Appears in 1 contract

Samples: T-Mobile US, Inc.

Indenture. The Issuer Company issued the Notes under an Indenture dated as of October 30August 22, 2006 2016 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the IssuerCompany, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19guarantors named therein, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture Trustee and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Notes Collateral Agent. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior obligations of the Company. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 5.625% Senior Secured Notes due 2024 referred to in the Indenture. The Notes include (i) $750,000,000 principal amount of the Company’s 5.625% Senior Secured Notes due 2024 issued under the Indenture on August 22, 2016 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to August 22, 2016 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Builders FirstSource, Inc.)

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30June 10, 2006 (the “Original Indenture”)2019, among the Issuer, The Bank of New York Mellon the Company and the Subsidiary Guarantors named therein and the Trustee (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as it may be further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together or supplemented from time to time in accordance with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indenturesterms thereof, the “Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 5.500% Senior Notes due 2027 referred to in the Indenture. The Notes include (i) $500,000,000 principal amount of the Issuer’s 5.500% Senior Notes due 2027 issued under the Indenture on June 10, 2019 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to June 10, 2019 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (GrubHub Inc.)

Indenture. The Issuer issued the Senior Toggle Notes under an Indenture Indenture, dated as of October 3031, 2006 2007 (as supplemented by the Supplemental Indenture, dated as of July 8, 2008, the Second Supplemental Indenture, dated as of August 3, 2009, the Third Supplemental Indenture, dated as of July 29, 2010, and the Fourth Supplemental Indenture, dated as of October 18, 2011, the “Original Indenture”), among the Issuer, the Guarantors named therein and the Trustee. This Senior Toggle Note is one of a duly authorized issue of notes of the Issuer designated as its 11.250%/12.000% Senior Toggle Notes due 2017. The Bank Issuer shall be entitled to issue Additional Senior Toggle Notes pursuant to Section 2.01 of New York Mellon the Indenture. The Senior Cash Pay Notes (including any Exchange Notes issued in exchange therefor) and the Senior Toggle Notes issued under the Indenture (including any Exchange Notes issued in exchange therefor) (collectively, referred to herein as the “TrusteeSenior Notes”) and The Bank are separate series of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by Senior Notes, but shall be treated as a supplemental indenture dated December 19, 2006 (single class of securities under the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture and the Second Supplemental Indenture, unless otherwise specified in the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”). The terms of the Senior Toggle Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939, as amended (the “Trust Indenture Act”). The Senior Toggle Notes are subject to all terms and provisions of the indenturesuch terms, and Holders are referred to the Indenture and such Act for a statement of such terms and provisions. The Notes are senior obligations of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateralterms. To the extent any provision of any conflict between this Senior Toggle Note conflicts with the terms express provisions of the Notes and the Indenture, the applicable terms provisions of the Indenture shall governgovern and be controlling.

Appears in 1 contract

Samples: Fourth Supplemental Indenture (Energy Future Holdings Corp /TX/)

Indenture. The Issuer This Note is one of a duly authorized series of Securities issued the Notes or to be issued in one or more series under an Indenture dated as of October 30November 21, 2006 2001 (the “Original Indenture”), among the Issuer, The Bank of New York Mellon (the “Trustee”) as supplemented and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture First Supplemental Indenture dated December 19as of July 30, 2006 2009 (the “First Supplemental Indenture”), a Third Supplemental Indenture dated as further amended by a supplemental indenture dated of March 930, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 2011 (the “Third Supplemental Indenture”), a Fourth Supplemental Indenture dated as of March 30, 2011 (the “Fourth Supplemental Indenture”), and a Ninth Supplemental Indenture dated as of March 23, 2020 (the “Ninth Supplemental Indenture” and, together with the Original Indenture, the First Supplemental Indenture, the Third Supplemental Indenture and the Second Fourth Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”), by and between the Company and The Bank of New York Mellon, as Trustee (the “Trustee,” which term includes any successor trustee under the Indenture), and reference is hereby made to the Indenture for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the Company, the Trustee and the Holders, and of the terms upon which the Notes are, and are to be, authenticated and delivered. This Note is one of the series designated as the “4.400% Senior Notes due 2030” of the Company initially limited in aggregate principal amount to $750,000,000 (the “Notes”). Such series may be reopened, from time to time, for issuances of an unlimited aggregate principal amount of additional Securities of such series (the “Additional Notes”). Any such Additional Notes shall have the same ranking, interest rate, maturity date and other terms as the Notes, except, if applicable, the issue date, the issue price, the initial Interest Payment Date and corresponding initial Regular Record Date and the initial interest accrual date. Any such Additional Notes, together with the Notes, shall constitute a single series of Securities for all purposes under the Indenture, including voting, waivers, amendments and redemptions; provided, however, that in the event any such Additional Notes are not fungible with the Notes for U.S. federal income tax purposes, such nonfungible Additional Notes shall be issued with a separate CUSIP number so that they are distinguishable from the Notes. Additional series of Securities may be issued pursuant to the Indenture. The Notes are unsecured senior obligations of the Company and rank pari passu with all unsecured and unsubordinated obligations of the Company. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act. The Notes are subject to all terms and provisions of the indenturethose terms, and Holders thereof are referred to the Indenture and the Trust Indenture Act for a statement of such terms and provisions. The Notes are senior obligations of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateralall those terms. To the extent permitted by applicable law, in the event of any conflict inconsistency between the terms of this Note and the Notes and terms of the Indenture, the applicable terms of the Indenture shall governcontrol. Capitalized terms used but not defined in this Note have the respective meanings ascribed to them by the Indenture.

Appears in 1 contract

Samples: Ninth Supplemental Indenture (Northrop Grumman Corp /De/)

Indenture. The Issuer Company issued the 2027 Notes under an Indenture dated as of October 30May 7, 2006 2020 (the “Original Indenture”), among the IssuerCompany, The the Guarantors, the Trustee and U.S. Bank of New York Mellon National Association, as notes collateral agent (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “IndentureNotes Collateral Agent”). The Capitalized terms of the Notes include those stated used herein are used as defined in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture, unless otherwise indicated. The 2027 Notes are subject to all terms and provisions of the indentureIndenture, and Holders the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the 2027 Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The 2027 Notes are senior secured obligations of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000Company. [This 2027 Note is one of the Original Initial Notes referred to in the Indenture and is referred to herein as the “Initial 2027 Notes.”]9 The 2027 Notes comprise a series of Notes issued under the Indenture and include the Initial Notes of such series [(the “Initial 2027 Notes”)] and any Additional Notes of such series. In addition to the 2027 Notes, the 2023 Notes and the 2025 Notes are additional series of notes issued under the Indenture. , and the 2027 Notes, together with the 2023 Notes and the 2025 Notes, are herein collectively referred to as “the Notes.” The Original Initial 2027 Notes and any Additional Notes are of such series may, at the Company’s option, be treated as a single class of securities for all purposes under the Indenture, including, without limitation, waivers, amendments, redemptions and offers to purchase; provided that if the Additional Notes of such series are not fungible with the Initial Notes for U.S. federal income tax purposes, the Additional Notes will have a separate CUSIP number and/or ISIN, if applicable. The Indenture and will be equally and ratably secured by imposes certain limitations on the Lien ability of the Security Document Company and the Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, enter into or permit certain transactions with respect Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Company and each Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. The Guarantors (including each Wholly Owned Restricted Subsidiary of the Collateral. To Company that is not an Excluded Subsidiary and that is required to guarantee the extent Guaranteed Obligations pursuant to Section 4.11 of any conflict between the Indenture) shall jointly and severally guarantee the Guaranteed Obligations pursuant to the terms of the Notes and the Indenture, the applicable terms of the Indenture shall govern.

Appears in 1 contract

Samples: Supplemental Indenture (Gap Inc)

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30[•], 2006 (the “Original Indenture”)2021, among the Issuer, The Bank of New York Mellon (the “Trustee”) Trustee and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”)Collateral Agent[, as further supplemented by the Supplemental Indenture dated as of [ ], 202[ ], among the Issuer, the Guarantors named therein, the Trustee and the Collateral Agent] (as it may be [further] amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together or supplemented from time to time in accordance with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indenturesterms thereof, the “Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture and the TIA, and Holders are referred to the Indenture and the TIA for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior secured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the [•]% Second Lien Secured Notes due 2029 referred to in the Indenture. The Notes include (i) $750,000,000 principal amount of the Issuer’s [•]% Second Lien Secured Notes due 2029 issued under the Indenture on [•], 2021 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to [•], 2021 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that if any Additional Notes are not part of the same issue as the Notes offered hereby under the Indenture for United States federal income tax purposes or if the Company otherwise determines that any Additional Notes should be differentiated from any other Notes, such Additional Notes may have a separate CUSIP number, provided further that, for the avoidance of doubt, such Additional Notes will still constitute a single series with all other Notes issued under the Indenture for all other (i.e., non-income tax) purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Frontier Communications Corp

Indenture. The Issuer Company issued the Notes under an Indenture dated as of October 30July 22, 2006 2005 (as it may be amended or supplemented from time to time in accordance with the “Original terms thereof, the "Indenture"), among the IssuerCompany, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture Subsidiary Guarantors and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect from time to time (the "Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indenturesuch terms, and Holders are referred to the Indenture and the Act for a statement of such terms and provisionsthose terms. The Notes are general unsecured senior obligations of the Issuer and are issued in an initial Company. The aggregate principal amount at maturity of €125,000,000Notes which may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original Notes 6-7/8% Senior Notes, Series A, due 2015 referred to in the Indenture. The Original Notes include (i) $400,000,000 aggregate principal amount of the Company's 6-7/8% Senior Notes, Series A, due 2015 issued under the Indenture on July 22, 2005 (herein called "Initial Notes"), (ii) if and when issued, additional 6-7/8% Senior Notes, Series A, due 2015 or 6-7/8% Senior Notes, Series B, due 2015 of the Company that may be issued from time to time under the Indenture subsequent to July 22, 2005 (herein called "Additional Notes") and (iii) if and when issued, the Company's 6-7/8% Senior Notes, Series B, due 2015 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in a Registration Rights Agreement. The Initial Notes, Additional Notes and any Additional Exchange Notes are treated as a single class of securities under the Indenture. The Indenture and will be equally and ratably secured imposes, among other things, certain limitations on the Incurrence of Indebtedness by the Lien Company and its Subsidiaries, the payment of dividends and other distributions on the Capital Stock of the Security Document Company and its Subsidiaries, the purchase or redemption of Capital Stock of the Company and Capital Stock of such Subsidiaries, certain purchases or redemptions of Subordinated Obligations, the sale or transfer of assets and Capital Stock of Subsidiaries, certain Sale/Leaseback Transactions involving the Company or any Restricted Subsidiary, the incurrence of certain Liens, transactions with respect Affiliates, mergers and consolidations, payments for consent, the business activities and investments of the Company and its Subsidiaries and the sale of Capital Stock of Restricted Subsidiaries, provided, however, certain of such limitations shall no longer be in effect if the Notes attain an Investment Grade Rating. In addition, the Indenture limits the ability of the Company and its Subsidiaries to enter into agreements that restrict distributions and dividends from Subsidiaries and requires the Company to make available SEC information to the Collateral. To Holders as well as requiring certain Restricted Subsidiaries to guarantee the extent of any conflict between the terms of obligations under the Notes and the Indenture, the applicable terms of the Indenture shall govern.

Appears in 1 contract

Samples: Quiksilver Inc

Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of October 30May 21, 2006 2015 (the “Original Base Indenture” and, as it may be amended or supplemented from time to time (including by the Eleventh Supplemental Indenture referred to below) in accordance with the terms thereof, the “Indenture”), ) among the IssuerIssuers, The Bank the Initial Guarantors and the Trustee, as supplemented by the Eleventh Supplemental Indenture thereto dated as of New York Mellon December 11, 2017 (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Eleventh Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”). The terms of the Notes include those stated in the Eleventh Supplemental Indenture. Terms defined in , the Base Indenture (as it relates to the Notes) and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939, as amended (15 U.S. Code §§ 77aaa-77bbbb). The Notwithstanding anything to the contrary herein, the Notes are subject to all terms and provisions of the indenturesuch terms, and Holders are referred to the Indenture and such Act for a statement of such terms. Any conflict between the Notes and the Eleventh Supplemental Indenture and the Base Indenture (as it relates to the Notes) will be governed by the Eleventh Supplemental Indenture and the Base Indenture (as it relates to the Notes). Each Holder, by accepting a Note, agrees to be bound by all of the terms and provisionsprovisions of the Eleventh Supplemental Indenture and the Base Indenture (as it relates to the Notes), as the same may be amended from time to time. The Notes are unsecured senior obligations of the Issuer and are issued in an initial Issuers the aggregate principal amount at maturity of €125,000,000. This Note which is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the Indenture, the applicable terms of the Indenture shall governunlimited.

Appears in 1 contract

Samples: Indenture (Genesis Energy Lp)

Indenture. The Issuer Company issued the Notes under an Indenture dated as of October 30April 15, 2006 2011, (the “Original Base Indenture”), ) among the IssuerCompany, The Bank of New York Mellon (the “Trustee”) Subsidiary Guarantors and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended the Trustees, as supplemented by a supplemental indenture First Supplemental Indenture, dated December 19as of April 15, 2006 2011 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 ) (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with Base Indenture as supplemented by the First Supplemental Indenture and any other supplemental indenture applicable to the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental IndenturesNotes, the “Indenture.). ) The terms of the Notes include those stated in the Base Indenture. Terms defined in , the First Supplemental Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are made a part of each thereof by reference to the IndentureTrust Indenture Act. The Notes are subject to all terms and provisions of the indenturesuch terms, and Holders are referred to the Base Indenture and the First Supplemental Indenture and such Act for a statement of such terms terms. To the extent any provision of this Note conflicts with the express provisions of the First Supplemental Indenture, the provisions of the First Supplemental Indenture shall govern and provisionsbe controlling. The Notes are senior unsecured obligations of the Issuer and are issued in an initial Company. The First Supplemental Indenture does not limit the aggregate principal amount at maturity of €125,000,000Notes that may be issued thereunder. This Note is OPTIONAL REDEMPTION. At any time prior to April 15, 2014, the Company may on any one or more occasions redeem up to 35% of the Original aggregate principal amount of Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class issued under the Indenture First Supplemental Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 107.750% of the principal amount thereof, plus accrued and will be equally and ratably secured unpaid interest, if any, to the date of redemption (subject to the rights of Holders on the relevant record date to receive interest on the relevant Interest Payment Date), with an amount not greater than the net cash proceeds of an Equity Offering by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms Company; provided that at least 65% in aggregate principal amount of the Notes originally issued under the First Supplemental Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the Indentureoccurrence of such redemption and that such redemption occurs within 180 days of the date of the closing of such Equity Offering. At any time prior to April 15, 2015, the applicable terms Company may on any one or more occasions redeem all or a part of the Indenture shall governNotes, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to, the date of redemption, subject to the rights of Holders on the relevant record date to receive interest on the relevant interest payment date. On or after April 15, 2015, the Company may on any one or more occasions redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any, on the Notes redeemed to the applicable redemption date, if redeemed during the twelve-month period beginning on April 15 of the years indicated below, subject to the rights of Holders on the relevant record date to receive interest on the relevant interest payment date: Year Percentage 2015 103.875% 2016 101.938% 2017 and thereafter 100.000% Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.

Appears in 1 contract

Samples: Supplemental Indenture (Taseko Mines LTD)

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30June 24, 2006 2014 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the Issuer, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19Guarantors, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture Agent and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939, as amended (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture and the Act for a statement of such terms those terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and provisionsbe controlling. The Notes are senior obligations of the Issuer and are issued in an initial Issuer. The aggregate principal amount at maturity of €125,000,000Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original 5.375% Senior Notes due 2022 referred to in the Indenture. The Original Notes include (i) $525,000,000 aggregate principal amount of the Issuer’s 5.375% Senior Notes due 2022 issued under the Indenture on June 24, 2014 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to June 24, 2014 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 5.375% Senior Notes due 2022 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and any Additional the Exchange Notes are treated shall be considered collectively as a single class under the Indenture and will be equally and ratably secured by the Lien for all purposes of the Security Document Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries, transactions with affiliates and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the Collateral. To provision of financial information and the extent provision of any conflict between the terms guarantees of the Notes and the Indenture, the applicable terms of the Indenture shall governby certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Cott Corp /Cn/)

Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of October 30July 5, 2006 2011 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the IssuerIssuers, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture guarantors party thereto and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations of the Issuer and are issued in an initial Issuers. The aggregate principal amount at maturity of €125,000,000Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original 11.5% Senior Notes due 2018 referred to in the Indenture. The Original Notes include (i) $560,000,000 principal amount of the Issuers’ 11.5% Senior Notes due 2018 issued under the Indenture on July 5, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to July 5, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuers’ 11.5% Senior Notes due 2018 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and any Additional the Exchange Notes are treated shall be considered collectively as a single class under the Indenture and will be equally and ratably secured by the Lien for all purposes of the Security Document Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the Collateral. To provision of financial information and the extent provision of any conflict between the terms guarantees of the Notes and the Indenture, the applicable terms of the Indenture shall governby certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Trisyn Group, Inc.)

Indenture. The Issuer issued Reference is made hereby to (i) the Notes under an Indenture dated as of October 304, 2006 2004 (the “Original Indenture”) among Enterprise Products Operating L.P., as issuer (the “Original Issuer”), Enterprise Products Partners L.P., as parent guarantor (the “Parent Guarantor”), and Xxxxx Fargo Bank, National Association, as trustee (the “Trustee”), (ii) the Tenth Supplemental Indenture thereto dated as of June 30, 2007 (the “Tenth Supplemental Indenture”), among the Original Issuer, the Issuer, the Parent Guarantor and the Trustee, providing for the Issuer as the successor issuer and (iii) the Thirty-Second Supplemental Indenture thereto dated as of October 11, 2018 (the “Thirty-Second Supplemental Indenture”), among the Issuer, The Bank the Parent Guarantor and the Trustee, providing for the issuance of New York Mellon (Debt Securities of the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. series whose designation appears on the face hereof. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended and supplemented by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Tenth Supplemental Indenture and the Thirty-Second Supplemental Indenture, and as may be further duly amended and supplemented in accordance with the terms thereof, is referred to herein as the “Supplemental IndenturesIndenture.” Capitalized terms used but not defined herein shall have the respective meanings given to such terms in the Indenture. This Security is one of a duly authorized issue of Debt Securities of the series designated by the Issuer as “3.50% Senior Notes due 2022” (such series of Debt Securities being referred to herein as the “Securities”), as further amended all of which are issued or to be issued under and pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”). The terms of the Notes Securities include those stated in the Indenture. Terms defined in the Indenture , and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939, as amended (the “TIA”). The Notes Securities are subject to all terms and provisions of the indenturesuch terms, and Holders of Securities are referred to the Indenture and the TIA for a statement of such terms and provisions. The Notes are senior obligations a description of the Issuer rights, limitations of rights, obligations, duties and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one immunities thereunder of the Original Notes referred to in Trustee, the IndentureIssuer, the Parent Guarantor and the Holder hereof. The Original Notes If and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the Indenture, the applicable terms provision of the Indenture limits, qualifies or conflicts with any other provision of the Indenture that is required to be included in the Indenture or is deemed applicable to the Indenture by virtue of the provisions of the TIA, such required provision shall governcontrol.

Appears in 1 contract

Samples: Supplemental Indenture (Enterprise Products Partners L P)

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30March 22, 2006 2017 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the Issuer, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19Guarantors, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture Agent and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustees. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms those terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and provisionsbe controlling. The Notes are senior obligations of the Issuer and are issued in an initial Issuer. The aggregate principal amount at maturity of €125,000,000Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original 5.50% Senior Notes due 2025 referred to in the Indenture. The Original Notes include (i) $750,000,000 aggregate principal amount of the Issuer’s 5.50% Senior Notes due 2025 issued under the Indenture on March 22, 2017 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to March 22, 2017 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and any the Additional Notes are treated shall be considered collectively as a single class under the Indenture and will be equally and ratably secured by the Lien for all purposes of the Security Document Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries, transactions with affiliates and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the Collateral. To provision of financial information and the extent provision of any conflict between the terms guarantees of the Notes and the Indenture, the applicable terms of the Indenture shall governby certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Cott Corp /Cn/)

Indenture. The Issuer Company issued the 2023 Notes under an Indenture dated as of October 30May 7, 2006 2020 (the “Original Indenture”), among the IssuerCompany, The the Guarantors, the Trustee and U.S. Bank of New York Mellon National Association, as notes collateral agent (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “IndentureNotes Collateral Agent”). The Capitalized terms of the Notes include those stated used herein are used as defined in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture, unless otherwise indicated. The 2023 Notes are subject to all terms and provisions of the indentureIndenture, and Holders the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the 2023 Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The 2023 Notes are senior secured obligations of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000Company. [This 2023 Note is one of the Original Initial Notes referred to in the Indenture and is referred to herein as the “Initial 2023 Notes.”]3 The 2023 Notes comprise a series of Notes issued under the Indenture and include the Initial Notes of such series [(the “Initial 2023 Notes”)] and any Additional Notes of such series. In addition to the 2023 Notes, the 2025 Notes and the 2027 Notes are additional series of notes issued under the Indenture. , and the 2023 Notes, together with the 2025 Notes and the 2027 Notes, are herein collectively referred to as “the Notes.” The Original Initial 2023 Notes and any Additional Notes are of such series may, at the Company’s option, be treated as a single class of securities for all purposes under the Indenture, including, without limitation, waivers, amendments, redemptions and offers to purchase; provided that if the Additional Notes of such series are not fungible with the Initial Notes for U.S. federal income tax purposes, the Additional Notes will have a separate CUSIP number and/or ISIN, if applicable. The Indenture and will be equally and ratably secured by imposes certain limitations on the Lien ability of the Security Document Company and the Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, enter into or permit certain transactions with respect Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Company and each Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. The Guarantors (including each Wholly Owned Restricted Subsidiary of the Collateral. To Company that is not an Excluded Subsidiary and that is required to guarantee the extent Guaranteed Obligations pursuant to Section 4.11 of any conflict between the Indenture) shall jointly and severally guarantee the Guaranteed Obligations pursuant to the terms of the Notes and the Indenture, the applicable terms of the Indenture shall govern.

Appears in 1 contract

Samples: Supplemental Indenture (Gap Inc)

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30April 29, 2006 2011 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the Issuer, The Bank of New York Mellon the guarantor party thereto (the “TrusteeGuarantor”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture and the Act for a statement of such terms and provisionsthose terms. The Notes are senior obligations of the Issuer and are issued in an initial Issuer. The aggregate principal amount at maturity of €125,000,000Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original 9% Senior Notes due 2016 referred to in the Indenture. The Original Notes include (i) $770,000,000 principal amount of the Issuer’s 9% Senior Notes due 2016 issued under the Indenture on April 29, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to April 29, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 9% Senior Notes due 2016 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and any Additional the Exchange Notes are treated shall be considered collectively as a single class under the Indenture and will be equally and ratably secured by the Lien for all purposes of the Security Document Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the Collateral. To provision of financial information and the extent provision of any conflict between the terms guarantees of the Notes and the Indenture, the applicable terms of the Indenture shall governby certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Igate Corp)

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30June 1, 2006 2021 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the Issuer, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture Subsidiary Guarantors and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders Noteholders are referred to the Indenture and the Act for a statement of such terms and provisionsthose terms. The Notes are senior obligations of the Issuer and are issued in an initial Issuer. The aggregate principal amount at maturity of €125,000,000Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original 5.375% Senior Notes due 2030 referred to in the Indenture. The Original Notes include (i) $600,000,000 aggregate principal amount of Notes issued under the Indenture on June 1, 2021 (herein called “Initial Notes”) and (ii) if and when issued, Additional Notes as provided in the Indenture. The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets and subsidiary stock, the incurrence of certain liens, the entering into of affiliate transactions, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries. To guarantee the due and punctual payment of the principal, premium, if any, and interest (including post-filing or post-petition interest) on the Notes and all other amounts payable by the Issuer under the Indenture and will the Notes when and as the same shall be equally due and ratably secured payable, whether at maturity, by the Lien of the Security Document with respect acceleration or otherwise, according to the Collateral. To the extent of any conflict between the terms of the Notes and the Indenture, the applicable Subsidiary Guarantors have unconditionally guaranteed (and future guarantors, together with the Subsidiary Guarantors, will unconditionally Guarantee), jointly and severally, such obligations on a senior basis pursuant to the terms of the Indenture shall governIndenture.

Appears in 1 contract

Samples: Indenture (ANTERO RESOURCES Corp)

Indenture. The Issuer issued the 2026 Notes under an Indenture Indenture, dated as of October 30May 6, 2006 2011 (the “Original Base Indenture”), among the Issuer, The Bank of New York Mellon Celanese Corporation, a Delaware corporation (the “Parent Guarantor”), and Computershare Trust Company, N.A., as successor to Xxxxx Fargo Bank, National Association, as trustee (the “Base Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original as amended with respect to the 2026 Notes by the Thirteenth Supplemental Indenture was amended by a supplemental indenture dated December July 19, 2006 2022 (the “First Thirteenth Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”” and, together with the First Supplemental Indenture and the Second Supplemental Base Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”), among the Issuer, the guarantors party thereto (the “Guarantors”), the Base Trustee, U.S. Bank Trust Company, National Association, as Trustee, Registrar and Transfer Agent, Elavon Financial Services DAC, UK Branch (until such times as a successor may be appointed by the Issuer), as Paying Agent, which collectively constitutes the Indenture governing the 2026 Notes. The terms of the 2026 Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939, as amended as in effect on the date of the Indenture (the “TIA”). The 2026 Notes are subject to include all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture and the TIA for a statement of such terms and provisions. The This 2026 Note is one of a series of securities designated as the 4.777% Senior Notes are senior obligations due 2026 of the Issuer and are issued Issuer. Capitalized terms used herein have the same meanings given in an initial the Indenture unless otherwise indicated. The aggregate principal amount at maturity of €125,000,000. This Note is one of the Original 2026 Notes referred to in the Indenture. The Original Notes which may be authenticated and any Additional Notes are treated as a single class delivered under the Indenture and will shall be equally and ratably secured by unlimited. In addition, the Lien aggregate principal amount of the Security Document with respect to the Collateral. To the extent Securities of any conflict between the terms of the Notes class or series which may be authenticated and the Indenture, the applicable terms of delivered under the Indenture shall governbe unlimited, provided that such Securities shall rank equally with the 2026 Notes.

Appears in 1 contract

Samples: Celanese Corp

Indenture. The Issuer Company issued the 2031 Notes as a Series of Securities under an the Indenture dated as of October 30December 5, 2006 2019 (the “Original Base Indenture”)) between the Company and Trustee, among as supplemented by the IssuerThird Supplemental Indenture, The Bank dated as of New York Mellon March 24, 2021 (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”” and, together with the First Supplemental Base Indenture and the Second Supplemental Indentureany one or more additional supplemental indentures thereto, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, herein called the “Indenture”) among the Company, Diamondback O&G LLC, a Delaware limited liability company (the “Subsidiary Guarantor”), and the Trustee. The terms of the 2031 Notes include those stated in the Indenture. Terms defined in Indenture and those made part of the Indenture by reference to the Trust Indenture Act. Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The 2031 Notes are subject to all terms and provisions of the indenturesuch terms, and Holders are referred to the Indenture and the Trust Indenture Act for a statement of such those terms. In the event of any inconsistency between the terms of this 2031 Note and provisionsthe terms of the Indenture, the terms of the Indenture shall control. The Notes are senior obligations of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,0002031 Notes that may be authenticated and delivered under the Indenture is unlimited. This 2031 Note is one of the Original 3.125% Senior Notes due 2031 referred to in the Indenture. The Original 2031 Notes include (i) $900,000,000 aggregate principal amount of the Company’s 3.125% Senior Notes due 2031 issued under the Indenture on March 24, 2021 in an offering registered under the Securities Act (the “Initial Notes”), and (ii) if and when issued, an unlimited principal amount of additional 3.125% Senior Notes due 2031 that may be issued from time to time, under the Indenture, subsequent to March 24, 2021 (the “Additional Notes” and, together with the Initial Notes, the “2031 Notes”). The Initial Notes and any the Additional Notes are treated shall be considered collectively as a single class under the Indenture and will be equally and ratably secured by the Lien Series of Securities for all purposes of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the Indenture, the applicable terms of the Indenture shall govern.

Appears in 1 contract

Samples: Diamondback Energy, Inc.

Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of October 30July 17, 2006 2012 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the Issuer, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture Issuers and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture and the Act for a statement of such terms and provisionsthose terms. The Notes are senior obligations of the Issuer and are issued in an initial Issuers. The aggregate principal amount at maturity of €125,000,000Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original 10.250% Senior Notes due 2019 referred to in the Indenture. The Original Notes include (i) $725,000,000 principal amount of the Issuers’ 10.250% Senior Notes due 2019 issued under the Indenture on July 17, 2012 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to July 17, 2012 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuers’ 10.250% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and any Additional the Exchange Notes are treated shall be considered collectively as a single class under the Indenture and will be equally and ratably secured by the Lien for all purposes of the Security Document Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the Collateral. To provision of financial information and the extent provision of any conflict between the terms guarantees of the Notes and the Indenture, the applicable terms of the Indenture shall governby certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Valley Telephone Co., LLC)

Indenture. The Issuer issued the 2021 Notes under an Indenture dated as of October 30April 5, 2006 2013 (the “Original Indenture”), among the Issuer, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture Holdings and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the 2021 Notes include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) (the “TIA”) as in effect on the date on which the Indenture is qualified under the TIA. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The 2021 Notes are subject to all terms and provisions of the indentureIndenture, and the Holders (as defined in the Indenture) are referred to the Indenture and, from the date on which the Indenture is qualified under the TIA, the TIA for a statement of such terms and provisions; in the event of any conflict between this 2021 Note and the Indenture, the terms of the Indenture shall govern. The 2021 Notes are unsecured senior obligations of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000Issuer. This 2021 Note is one of the Original Exchange 2021 Notes referred to in the Indenture. The Original 2021 Notes include the Initial 2021 Notes and any Additional Exchange 2021 Notes issued in exchange for Initial 2021 Notes pursuant to the Indenture. Except as otherwise provided in the Indenture, the Initial 2021 Notes and any Exchange 2021 Notes, collectively with the Initial 2018 Notes, any Exchange 2018 Notes, the Initial 2023 Notes and any Exchange 2023 Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the ability of the Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and make asset sales. The Indenture also imposes limitations on the ability of the Issuer and any Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest, on the 2021 Notes and all other amounts payable by the Issuer under the Indenture and will the 2021 Notes when and as the same shall be equally due and ratably secured payable, whether at maturity, by the Lien of the Security Document with respect acceleration or otherwise, according to the Collateral. To the extent of any conflict between the terms of the 2021 Notes and the Indenture, the applicable Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on an unsecured senior basis on the terms of set forth in the Indenture shall governIndenture.

Appears in 1 contract

Samples: Supplemental Indenture (Intelsat S.A.)

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30July 19, 2006 2011 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the Issuer, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture Guarantors party thereto and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture and the Act for a statement of such terms and provisionsthose terms. The Notes are senior obligations of the Issuer and are issued in an initial Issuer. The aggregate principal amount at maturity of €125,000,000Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original 9% Senior Notes due 2019 referred to in the Indenture. The Original Notes include (i) $250,000,000 principal amount of the Issuer’s 9% Senior Notes due 2019 issued under the Indenture on July 19, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to July 19, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 9% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and any Additional the Exchange Notes are treated shall be considered collectively as a single class under the Indenture and will be equally and ratably secured by the Lien for all purposes of the Security Document Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the Collateral. To provision of financial information and the extent provision of any conflict between the terms guarantees of the Notes and the Indenture, the applicable terms of the Indenture shall governby certain subsidiaries.

Appears in 1 contract

Samples: Indenture (ExamWorks Group, Inc.)

Indenture. The Issuer issued the Notes under an Indenture dated as of October 3027, 2006 (the “Original Indenture”)2021, among the Issuer, The Bank of New York Mellon the Guarantors named therein and the Trustee (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was as it may be amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together or supplemented from time to time in accordance with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indenturesterms thereof, the “Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 4⅜% Senior Notes due 2029 referred to in the Indenture. The Notes include (i) $500,000,000 principal amount of the Issuer’s 4⅜% Senior Notes due 2029 issued under the Indenture on October 27, 2021 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to October 27, 2021 (the “Additional Notes”) as provided in ‎Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Option Care Health, Inc.)

Indenture. The Issuer Obligor issued the Notes this 2023 Senior Note under an Indenture dated as of October 30, 2006 (the “Original Indenture”), among the Issuer, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 924, 2007 (the “Second Base Indenture”), between the Obligor and the Trustee, as supplemented by the Seventh Supplemental Indenture”) and a supplemental indenture , dated April 27as of June 21, 2007 2013 (the “Third Seventh Supplemental Indenture”Indenture and, together with the First Supplemental Indenture and the Second Supplemental Base Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”), between the Obligor and the Trustee. Capitalized terms used herein are used as defined in the Indenture unless otherwise indicated. The terms of the Notes this 2023Senior Note include those stated in the Indenture, and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa 77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are This 2023 Senior Note is subject to all terms and provisions of the indentureIndenture, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of such terms and provisions. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms any provision of the Notes this 2023 Senior Note and the Indenture, the applicable terms Indenture shall govern such provision. This 2023 Senior Note is a senior unsecured obligation of the Obligor of which an unlimited aggregate principal amount may be at any one time Outstanding. The Indenture shall governimposes certain limitations on the ability of the Obligor and its Subsidiaries to, among other things, create or incur Liens and enter into certain Sale-Leaseback Transactions. The Indenture also imposes limitations on the ability of the Obligor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all its property.

Appears in 1 contract

Samples: Agilent Technologies Inc

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30, 2006 (the “Original Indenture”), among the Issuer, The Bank Hovnanian, the Guarantors and the Trustee, the terms of New York Mellon which have been established in the First Supplemental Indenture (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27as of February 14, 2007 2011, supplementing an Indenture dated February 14, 2011 (the “Third Supplemental Base Indenture”, together with as supplemented by the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”), pursuant to Section 2.3 of the Base Indenture. This Note is one of the Securities of the series designated as the “117/8% Senior Notes due 2015” of the Issuer. The Issuer may issue additional Notes of this series after this Note has been issued. This Note and any additional notes of this series subsequently issued under the Indenture shall be treated as a single series for all purposes under the Indenture and shall vote and consent together on all matters as one class, including, without limitation, waivers, amendments, redemption and offers to purchase. The terms of the Notes and the Guarantees include those stated in the Indenture. Terms defined in Indenture and those made part of the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part to the Trust Indenture Act of 1939, as amended (“TIA”), as in effect on the date of the Indenture. The Notes and the Guarantees are subject to all terms and provisions of the indenturesuch terms, and Holders are referred to the Indenture and the TIA for a statement of such terms and provisions. The Notes are senior obligations of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateralthem. To the extent permitted by applicable law, in the event of any conflict inconsistency between the terms of this Note and the Notes and terms of the Indenture, the applicable terms of the Indenture shall governwill control. The Issuer will furnish to any Holder upon written request and without charge a copy of the Indenture. Requests may be made to: X. Xxxxxxxxx Enterprises, Inc., 000 Xxxx Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxxxx 00000, Attention: Corporate Controller.

Appears in 1 contract

Samples: Supplemental Indenture (Hovnanian Enterprises Inc)

Indenture. The Issuer Company issued the 2025 Notes under an Indenture dated as of October 30May 7, 2006 2020 (the “Original Indenture”), among the IssuerCompany, The the Guarantors, the Trustee and U.S. Bank of New York Mellon National Association, as notes collateral agent (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “IndentureNotes Collateral Agent”). The Capitalized terms of the Notes include those stated used herein are used as defined in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture, unless otherwise indicated. The 2025 Notes are subject to all terms and provisions of the indentureIndenture, and Holders the holders (as defined in the Indenture) are referred to the Indenture for a statement of such terms and provisions. If and to the extent that any provision of the 2025 Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The 2025 Notes are senior secured obligations of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000Company. [This 2025 Note is one of the Original Initial Notes referred to in the Indenture and is referred to herein as the “Initial 2025 Notes.”]3 The 2025 Notes comprise a series of Notes issued under the Indenture and include the Initial Notes of such series [(the “Initial 2025 Notes”)] and any Additional Notes of such series. In addition to the 2025 Notes, the 2023 Notes and the 2027 Notes are additional series of notes issued under the Indenture. , and the 2025 Notes, together with the 2023 Notes and the 2027 Notes, are herein collectively referred to as “the Notes.” The Original Initial 2025 Notes and any Additional Notes are of such series may, at the Company’s option, be treated as a single class of securities for all purposes under the Indenture, including, without limitation, waivers, amendments, redemptions and offers to purchase; provided that if the Additional Notes of such series are not fungible with the Initial Notes for U.S. federal income tax purposes, the Additional Notes will have a separate CUSIP number and/or ISIN, if applicable. The Indenture and will be equally and ratably secured by imposes certain limitations on the Lien ability of the Security Document Company and the Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, enter into or permit certain transactions with respect Affiliates, create or Incur Liens and make Asset Sales. The Indenture also imposes limitations on the ability of the Company and each Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. The Guarantors (including each Wholly Owned Restricted Subsidiary of the Collateral. To Company that is not an Excluded Subsidiary and that is required to guarantee the extent Guaranteed Obligations pursuant to Section 4.11 of any conflict between the Indenture) shall jointly and severally guarantee the Guaranteed Obligations pursuant to the terms of the Notes and the Indenture, the applicable terms of the Indenture shall govern.

Appears in 1 contract

Samples: Supplemental Indenture (Gap Inc)

Indenture. The Issuer issued the Notes under an Indenture dated as of October 3014, 2006 (the “Original Indenture”)2021, among the Issuer, The Bank of New York Mellon the Guarantors named therein and the Trustee (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was as it may be amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together or supplemented from time to time in accordance with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indenturesterms thereof, the “Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 4.000% Senior Notes due 2029 referred to in the Indenture. The Notes include (i) $500,000,000 principal amount of the Issuer’s 4.000% Senior Notes due 2029 issued under the Indenture on October 14, 2021 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to October 14, 2021 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the Incurrence of indebtedness, the making of restricted payments, the sale of assets, the Incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Thor Industries Inc)

Indenture. The Issuer Company issued the Notes under pursuant to an Indenture dated as of October 30April 28, 2006 2013 (the “Original Base Indenture”), ) among the IssuerCompany, The Bank the Guarantors and the Trustee, as amended and supplemented with respect to the Notes by the Thirty-Third Supplemental Indenture dated as Table of New York Mellon Contents of January 25, 2018 (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Thirty-Third Supplemental Indenture”; the Base Indenture, together with as supplemented by the First Eleventh Supplemental Indenture Indenture, dated as of May 1, 2013 by and among the Company, the guarantors party thereto and the Trustee, the Twelfth Supplemental Indenture, dated as of July 15, 2013, by and among the Company, the guarantors party thereto and the Trustee, the Sixteenth Supplemental Indenture, dated as of August 11, 2014 by and among the Company, the guarantors party thereto and the Trustee, the Nineteenth Supplemental Indenture, dated as of September 28, 2015, by and among the Company, the guarantors party thereto and the Trustee, the Twenty-Second Supplemental Indenture, dated as of August 30, 2016, by and among the “Supplemental Indentures”)Company, the guarantors party thereto and the Trustee, and as further amended pursuant to an amended and restated indenture supplemented in respect of the Notes by the Thirtieth Supplemental Indenture, dated October 15as of May 9, 2009 (2017, by and among T-Mobile, the “Amended guarantors party thereto and Restated the Trustee and the Thirty-First Supplemental Indenture, dated as of January 25, 2018, by and among by and among the Company, the guarantors party thereto and the Trustee, and together with as amended and supplemented in respect of the Original Indenture and Notes by the Thirty-Third Supplemental IndenturesIndenture, the “Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the TIA. The Notes are subject to all terms and provisions of the indenturesuch terms, and Holders are referred to the Indenture and, to the extent so included in the Indenture, to the TIA for a statement of such terms terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and provisionsbe controlling. The Notes are senior unsecured, unsubordinated obligations of the Issuer and are issued in an initial Company. The Indenture does not limit the aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will that may be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the Indenture, the applicable terms of the Indenture shall governissued thereunder.

Appears in 1 contract

Samples: T-Mobile US, Inc.

Indenture. The Issuer issued Reference is made hereby to (i) the Notes under an Indenture dated as of October 304, 2006 2004 (the “Original Indenture”) among Enterprise Products Operating L.P., as issuer (the “Original Issuer”), Enterprise Products Partners L.P., as parent guarantor (the “Parent Guarantor”), and Xxxxx Fargo Bank, National Association, as trustee (the “Trustee”), (ii) the Tenth Supplemental Indenture thereto dated as of June 30, 2007 (the “Tenth Supplemental Indenture”), among the Original Issuer, the Issuer, the Parent Guarantor and the Trustee, providing for the Issuer as the successor issuer and (iii) the Thirty-Fourth Supplemental Indenture thereto dated as of January 15, 2020 (the “Thirty-Fourth Supplemental Indenture”), among the Issuer, The Bank the Parent Guarantor and the Trustee, providing for the issuance of New York Mellon (Debt Securities of the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. series whose designation appears on the face hereof. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended and supplemented by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Tenth Supplemental Indenture and the Second Thirty-Fourth Supplemental Indenture, and as may be further duly amended and supplemented in accordance with the terms thereof, is referred to herein as the “Supplemental IndenturesIndenture.” Capitalized terms used but not defined herein shall have the respective meanings given to such terms in the Indenture. This Security is one of a duly authorized issue of Debt Securities of the series designated by the Issuer as “2.800% Senior Notes due 2030” (such series of Debt Securities being referred to herein as the “Securities”), as further amended all of which are issued or to be issued under and pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”). The terms of the Notes Securities include those stated in the Indenture. Terms defined in the Indenture , and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939, as amended (the “TIA”). The Notes Securities are subject to all terms and provisions of the indenturesuch terms, and Holders of Securities are referred to the Indenture and the TIA for a statement of such terms and provisions. The Notes are senior obligations a description of the Issuer rights, limitations of rights, obligations, duties and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one immunities thereunder of the Original Notes referred to in Trustee, the IndentureIssuer, the Parent Guarantor and the Holder hereof. The Original Notes If and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the Indenture, the applicable terms provision of the Indenture limits, qualifies or conflicts with any other provision of the Indenture that is required to be included in the Indenture or is deemed applicable to the Indenture by virtue of the provisions of the TIA, such required provision shall governcontrol.

Appears in 1 contract

Samples: Thirty Fourth Supplemental Indenture (Enterprise Products Partners L.P.)

Indenture. The Issuer Company issued the Notes Securities under an Indenture dated as of October 30June 16, 2006 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the IssuerCompany, The Bank of New York Mellon the Note Guarantors and the Mxxxxxx Lxxxx PCG, Inc. (the “TrusteeInitial Holder”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”). The terms of the Notes Securities include those stated in the Indenture. Terms defined in Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”), whether or not subject to the Act. Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes Securities are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture and the Act for a statement of such terms and provisionsthose terms. The Notes Securities are general senior subordinated secured obligations of the Issuer and are issued in an initial Company. The aggregate principal amount at maturity of €125,000,000securities that may be executed, authenticated, if applicable, and delivered under the Indenture is unlimited. This Note Security is one of the Original 16% Senior Subordinated Notes due 2011 referred to in the Indenture. The Original Securities include (i) $102,000,000 aggregate principal amount of 16% Senior Subordinated Pay-In-Kind Notes due 2011 issued on the date hereof (the “Initial Securities”) and any (ii) if and when issued, an unlimited principal amount of additional Senior Subordinated Pay-In-Kind Notes due 2011 in a non-registered offering that may be offered from time to time or issued as payment of interest on the Securities, in each case, subsequent to the Issue Date (the “Additional Notes Securities” and together with the Initial Securities, the “Securities”). The Initial Securities and Additional Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets and subsidiary stock, the incurrence of certain liens, affiliate transactions, the sale of capital stock of restricted subsidiaries, the making of payments for consents, the entering into of agreements that restrict distributions from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Securities by certain subsidiaries. To guarantee the due and punctual payment of the principal, premium, if any, and interest (including post-filing or post-petition interest) on the Securities and all other amounts payable by the Company under the Indenture and will the Securities when and as the same shall be equally due and ratably secured payable, whether at maturity, by the Lien of the Security Document with respect acceleration or otherwise, according to the Collateral. To the extent of any conflict between the terms of the Notes Securities and the Indenture, the applicable terms Note Guarantors have fully, unconditionally and irrevocably Guaranteed (and future guarantors, together with the Note Guarantors, will fully, unconditionally and irrevocably Guarantee), jointly and severally, to each Holder of the Securities and the Trustee the Guarantor Obligations pursuant to Article XI of the Indenture shall governon a senior subordinated basis.

Appears in 1 contract

Samples: Indenture (Libbey Inc)

Indenture. The Issuer issued the Notes under an Indenture Indenture, dated as of October 30August 17, 2006 2017 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the Issuer, The Bank of New York Mellon (the “Trustee”) Guarantors and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19Trust Company, 2006 N.A. (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “IndentureTrustee”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture and the Act for a statement of such terms those terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and provisionsbe controlling. The Notes are senior unsecured obligations of the Issuer and are issued in an initial Issuer. The aggregate principal amount at maturity of €125,000,000Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original Notes 7.750% Senior Notes, Series B, due 2024 referred to in the Indenture. The Original Notes include (i) $500,000,000 principal amount of the Issuer’s 7.750% Senior Notes, Series A, due 2024 issued under the Indenture on August 17, 2017 (the “Initial Notes”), (ii) if and when issued, additional 7.750% Senior Notes, Series A, due 2024 or 7.750% Senior Notes, Series B, due 2024 of the Issuer that may be issued from time to time under the Indenture subsequent to August 17, 2017 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 7.750% Senior Notes, Series B, due 2024 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and any Additional the Exchange Notes are treated shall be considered collectively as a single class under the Indenture and will be equally and ratably secured by the Lien for all purposes of the Security Document Indenture. The Indenture imposes certain limitations on the making of restricted payments, the incurrence of certain liens, the making of payments for consents and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the Collateral. To provision of financial information and the extent provision of any conflict between the terms guarantees of the Notes and the Indenture, the applicable terms of the Indenture shall governby certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Superior Energy Services Inc)

Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of October 30July 16, 2006 2013 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the IssuerIssuers, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture Subsidiary Guarantors and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The Capitalized terms of the Notes include those stated in the Indenture. Terms defined in the Indenture used herein and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are general secured senior obligations of the Issuer and are issued in an initial Issuers. The aggregate principal amount at maturity of €125,000,000Notes which may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original 7.875% Senior Secured Notes due 2018 referred to in the Indenture. The Original Notes include (i) $280,000,000 aggregate principal amount of the Issuers’ 7.875% Senior Secured Notes due 2018 issued under the Indenture on July 16, 2013 (herein called “Initial Notes”) and (ii) if and when issued, additional 7.875% Senior Secured Notes due 2018 of the Issuers that may be issued from time to time under the Indenture subsequent to July 16, 2013 (herein called “Additional Notes”). The Initial Notes and any Additional Notes are treated as a single class of securities under the Indenture. The Indenture and will be equally and ratably secured imposes, among other things, certain limitations on the Incurrence of Indebtedness by the Lien Issuers and the Restricted Subsidiaries, the payment of dividends and other distributions on the Capital Stock of the Security Document Issuers and the Restricted Subsidiaries, the purchase or redemption of Capital Stock of the Issuers and the Restricted Subsidiaries, certain purchases or redemptions of Subordinated Obligations, the sale or transfer of assets and Capital Stock of Subsidiaries, the incurrence of certain Liens, transactions with respect Affiliates, mergers and consolidations and investments of the Issuers and the Restricted Subsidiaries, provided, however, certain of such limitations shall be suspended if the Notes attain an Investment Grade Rating. In addition, the Indenture limits the ability of the Issuers and the Restricted Subsidiaries to enter into agreements that restrict distributions and dividends from Restricted Subsidiaries and requires the Company to make available SEC information to the Collateral. To Holders as well as requiring certain Restricted Subsidiaries to guarantee the extent of any conflict between the terms of obligations under the Notes and the Indenture, the applicable terms of the Indenture shall govern.

Appears in 1 contract

Samples: Quiksilver (Quiksilver Inc)

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Indenture. The Issuer issued the 2033 Notes under an Indenture Indenture, dated as of October 30May 6, 2006 2011 (the “Original Base Indenture”), among the Issuer, The Bank of New York Mellon Celanese Corporation, a Delaware corporation (the “Parent Guarantor”), and Computershare Trust Company, N.A., as successor to Wxxxx Fargo Bank, National Association, as trustee (the “Base Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original as amended with respect to the 2033 Notes by the Fourteenth Supplemental Indenture was amended by a supplemental indenture dated December 19August 24, 2006 2023 (the “First Fourteenth Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”” and, together with the First Supplemental Indenture and the Second Supplemental Base Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”), among the Issuer, the guarantors party thereto (the “Guarantors”), the Base Trustee and the Trustee, which collectively constitutes the Indenture governing the 2033 Notes. The terms of the 2033 Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939, as amended as in effect on the date of the Indenture (the “TIA”). The 2033 Notes are subject to include all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture and the TIA for a statement of such terms and provisions. The This 2033 Note is one of a series of securities designated as the 6.700% Senior Notes are senior obligations due 2033 of the Issuer and are issued Issuer. Capitalized terms used herein have the same meanings given in an initial the Indenture unless otherwise indicated. The aggregate principal amount at maturity of €125,000,000. This Note is one of the Original 2033 Notes referred to in the Indenture. The Original Notes which may be authenticated and any Additional Notes are treated as a single class delivered under the Indenture and will shall be equally and ratably secured by unlimited. In addition, the Lien aggregate principal amount of the Security Document with respect to the Collateral. To the extent Securities of any conflict between the terms of the Notes class or series which may be authenticated and the Indenture, the applicable terms of delivered under the Indenture shall governbe unlimited, provided that such Securities shall rank equally with the 2033 Notes.

Appears in 1 contract

Samples: Indenture (Celanese Corp)

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30March 29, 2006 (the “Original Indenture”)2021, among the Issuer, The Bank of New York Mellon the Guarantors and the Trustee (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was as it may be amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together or supplemented from time to time in accordance with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indenturesterms thereof, the “Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 5.500% Senior Notes due 2027 referred to in the Indenture. The Notes include (i) $600,000,000 principal amount of the Issuer’s 5.500% Senior Notes due 2027 issued under the Indenture on March 29, 2021 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to March 29, 2021 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax or securities law purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Carvana Co.)

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30, 2006 (the “Original Indenture”), among the Issuer, The Bank Hovnanian, the Guarantors and the Trustee, the terms of New York Mellon which have been established in the Seventh Supplemental Indenture (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Seventh Supplemental Indenture”) and a supplemental indenture dated April 27as of June 12, 2007 2006, supplementing an Indenture dated November 3, 2003 (the “Third Supplemental Base Indenture”, together with the as supplemented by a First Supplemental Indenture thereto, dated as of November 3, 2003, a Second Supplemental Indenture thereto, dated as of March 18, 2004, a Third Supplemental Indenture thereto, dated as of July 15, 2004, a Fourth Supplemental Indenture thereto, dated as of April 19, 2005, a Fifth Supplemental Indenture thereto, dated as of September 6, 2005, a Sixth Supplemental Indenture thereto, dated as of February 27, 2006, and the Second Seventh Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”), pursuant to Section 2.3 of the Base Indenture. This Note is one of the Securities of the series designated as the “85¤8% Senior Notes due 2017” of the Issuer. The Issuer may issue additional Notes of this series after this Note has been issued. This Note and any additional notes of this series subsequently issued under the Indenture shall be treated as a single series for all purposes under the Indenture and shall vote and consent together on all matters as one class, including, without limitation, waivers, amendments, redemption and offers to purchase. The terms of the Notes and the Guarantees include those stated in the Indenture. Terms defined in Indenture and those made part of the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part to the Trust Indenture Act of 1939 (“TIA”) as in effect on the date of the Indenture. The Notes and the Guarantees are subject to all terms and provisions of the indenturesuch terms, and Holders are referred to the Indenture and the TIA for a statement of such them. To the extent permitted by applicable law, in the event of any inconsistency between the terms of this Note and provisions. The Notes are senior obligations the terms of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one Indenture, the terms of the Original Notes referred Indenture will control. Capitalized terms not defined herein have the meanings given to those terms in the Indenture. The Original Notes Issuer will furnish to any Holder upon written request and any Additional Notes are treated as without charge a single class under the Indenture and will be equally and ratably secured by the Lien copy of the Security Document with respect to the CollateralIndenture. To the extent of any conflict between the terms of the Notes and the IndentureRequests may be made to: X. Xxxxxxxxx Enterprises, the applicable terms of the Indenture shall governInc., 000 Xxxx Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxxxx 00000, Attention: Chief Financial Officer.

Appears in 1 contract

Samples: Hovnanian Enterprises Inc

Indenture. The Issuer This Note is one of a duly authorized series of Securities issued the Notes or to be issued in one or more series under an Indenture dated as of October 30November 21, 2006 2001 (the “Original Indenture”), among the Issuer, The Bank of New York Mellon (the “Trustee”) as supplemented and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture First Supplemental Indenture dated December 19as of July 30, 2006 2009 (the “First Supplemental Indenture”), a Third Supplemental Indenture dated as further amended by a supplemental indenture dated of March 930, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 2011 (the “Third Supplemental Indenture”), a Fourth Supplemental Indenture dated as of March 30, 2011 (the “Fourth Supplemental Indenture”), and a Tenth Supplemental Indenture dated as of September 2, 2021 (the “Tenth Supplemental Indenture” and, together with the Original Indenture, the First Supplemental Indenture, the Third Supplemental Indenture and the Second Fourth Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”), by and between the Company and The Bank of New York Mellon, as Trustee (the “Trustee,” which term includes any successor trustee under the Indenture), and reference is hereby made to the Indenture for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the Company, the Trustee and the Holders, and of the terms upon which the Notes are, and are to be, authenticated and delivered. This Note is one of the series designated as the “7.750% Senior Notes due 2026” of the Company initially limited in aggregate principal amount to $47,828,000 (the “Notes”). Such series may be reopened, from time to time, for issuances of an unlimited aggregate principal amount of additional Securities of such series (the “Additional Notes”). Any such Additional Notes shall have the same ranking, interest rate, maturity date and other terms as the Notes, except, if applicable, the issue date, the issue price, the initial Interest Payment Date and corresponding initial Regular Record Date and the initial interest accrual date. Any such Additional Notes, together with the Notes, shall constitute a single series of Securities for all purposes under the Indenture, including voting, waivers, amendments and redemptions; provided, however, that in the event any such Additional Notes are not fungible with the Notes for U.S. federal income tax purposes, such nonfungible Additional Notes shall be issued with a separate CUSIP number so that they are distinguishable from the Notes. Additional series of Securities may be issued pursuant to the Indenture. The Notes are unsecured senior obligations of the Company and rank pari passu with all unsecured and unsubordinated obligations of the Company. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act. The Notes are subject to all terms and provisions of the indenturethose terms, and Holders thereof are referred to the Indenture and the Trust Indenture Act for a statement of such terms and provisions. The Notes are senior obligations of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateralall those terms. To the extent permitted by applicable law, in the event of any conflict inconsistency between the terms of this Note and the Notes and terms of the Indenture, the applicable terms of the Indenture shall governcontrol. Capitalized terms used but not defined in this Note have the respective meanings ascribed to them by the Indenture.

Appears in 1 contract

Samples: Tenth Supplemental Indenture (Northrop Grumman Corp /De/)

Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of October 30February 6, 2006 (the “Original Indenture”)2023, among the IssuerIssuers, The Bank of New York Mellon the Guarantors from time to time party thereto, the Trustee and the Notes Collateral Agent (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was as it may be amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together or supplemented from time to time in accordance with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indenturesterms thereof, the “Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior secured obligations of the Issuers. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 9.750% Senior Secured Notes due 2028 referred to in the Indenture. The Notes include (i) $550,000,000 principal amount of the Issuers’ 9.750% Senior Secured Notes due 2028 issued under the Indenture on February 6, 2023 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to February 6, 2023 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes shall not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Evergreen Acqco (Savers Value Village, Inc.)

Indenture. The Issuer issued the Notes under an Indenture Indenture, dated as of October 30March 31, 2006 (the “Original Indenture”)2022, among the Issuer, The Bank of New York Mellon the Guarantors party thereto from time to time, the Trustee and the Notes Collateral Agent (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was as it may be amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together or supplemented from time to time in accordance with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indenturesterms thereof, the “Indenture”), to be supplemented by the Supplemental Indenture, dated as of the Spin-Off Date, among the Issuer, the Subsidiary Guarantors, the Trustee and the Notes Collateral Agent. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 6.750% Senior Secured Notes due 2030 referred to in the Indenture. The Notes include (i) $200,000,000 principal amount of the Issuer’s 6.750% Senior Secured Notes due 2030 issued under the Indenture on March 31, 2022 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to March 31, 2022 (the “Additional Notes”) as provided in Section 2.01(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture, including with respect to redemptions and offers to purchase; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes if such Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes or if the Issuer otherwise determines that any such Additional Notes should be differentiated from any other Notes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from guarantors and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information to the Trustee and the provision of guarantees of the Notes by certain subsidiaries. The Initial Notes are being issued under the Indenture on the Issue Date by the Issuer to BD, pursuant to the Transaction Documents and the Intercompany Agreement, and immediately thereafter, BD shall become be the sole beneficial holder of the Initial Notes, and on the settlement date of the Exchange (which is expected to occur one Business Day after the Issue Date and immediately following the consummation of the Spin-Off on the Spin-Off Date), pursuant to the Exchange Agreement and the Offer Cooperation Agreement, BD intends to transfer beneficial ownership of the Initial Notes to Xxxxxx Xxxxxxx in exchange for the BD Notes purchased by Xxxxxx Xxxxxxx in the tender offers that were commenced by it on March 16, 2022, on the terms and subject to the conditions set forth in the Offer to Purchase, and immediately following the consummation of the Exchange, (x) BD intends to deliver the BD Notes it receives pursuant to the Exchange to the trustee of the BD Notes for cancellation, and (y) Xxxxxx Xxxxxxx, as the sole book-running manager thereof, intends to sell the Initial Notes received therefrom to certain third-party investors, pursuant to, and in accordance with, the restrictions and regulations as set forth in the Indenture and the Offering Memorandum.

Appears in 1 contract

Samples: Credit Agreement (Embecta Corp.)

Indenture. The Issuer Company issued the Notes under an Indenture, dated as of March 20, 2013 (the “Base Indenture”) (as supplemented by the First Supplemental Indenture dated as of October 30June 21, 2006 (2013, the Second Supplemental Indenture dated as of November 6, 2013, the Third Supplemental Indenture dated as of November 15, 2013, the Fourth Supplemental Indenture dated as of March 17, 2014, the Fifth Supplemental Indenture dated as of March [·], 2014, together and as may be further amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the IssuerCompany, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture Note Guarantors and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the TIA. The Notes are subject to all terms and provisions of the indenturesuch terms, and Holders are referred to the Indenture and the TIA for a statement of such those terms. Each Holder, by accepting a Note, agrees to be bound by all of the terms and provisionsprovisions of the Indenture, as amended or supplemented from time to time. The Notes are senior general unsecured obligations of the Issuer and are issued Company of which $75,000,000 in an initial aggregate principal amount at maturity of €125,000,000will be issued on April [·], 2014 as Additional Notes, in addition to the $550,000,000 in aggregate principal amount issued on March 20, 2013 and the $110,000,000 in aggregate principal amount issued on November 15, 2013. This Note is one Subject to the conditions set forth in the Indenture and without the consent of the Original Holders, the Company may issue Additional Notes. All Notes referred to in the Indenture. The Original Notes and any Additional Notes are will be treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on, among other things, the ability of the Company and its Restricted Subsidiaries to: Incur Indebtedness, make Restricted Payments, create Liens, make Asset Sales, designate Unrestricted Subsidiaries, enter into transactions with Affiliates, enter into Sale and Leaseback Transactions, or consolidate or merge or transfer or convey all or substantially all of the Company’s and its Restricted Subsidiaries’ assets. To guarantee the due and punctual payment of the principal of, premium and interest on the Notes and all other amounts payable by the Company under the Indenture and will the Notes when and as the same shall be equally due and ratably secured payable, whether at maturity, by the Lien of the Security Document with respect acceleration or otherwise, according to the Collateral. To the extent of any conflict between the terms of the Notes and the Indenture, the applicable Note Guarantors have unconditionally guaranteed (and each of the existing and future Restricted Subsidiaries that Guarantee or are co-borrowers under or grant Liens to secure the Bank Credit Facility will unconditionally guarantee), jointly and severally, such obligations pursuant to the terms of the Indenture shall governIndenture. Each Note Guarantee will be subject to release as provided in the Indenture. The obligations of each Note Guarantor in respect of its Note Guarantee will be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Note Guarantor and after giving effect to any collections from or payments made by or on behalf of any other Note Guarantor in respect of the obligations of such other Note Guarantor under its Note Guarantee or pursuant to its contribution obligations under this Indenture, result in the obligations of such Note Guarantor under its Note Guarantee not constituting a fraudulent conveyance, fraudulent transfer or similar illegal transfer under federal or state law or the law of the jurisdiction of formation or incorporation of such Note Guarantor.

Appears in 1 contract

Samples: Credit Agreement (MDC Partners Inc)

Indenture. The Issuer Company issued the Notes under an Indenture dated as of October 30December 16, 2006 2013 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the IssuerCompany, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19Guarantors, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture Agent and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939, as amended (15 U.S.C. Sections 77aaa‑77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture and the Act for a statement of such terms and provisionsthose terms. The Notes are senior obligations of the Issuer and are issued in an initial Company. The aggregate principal amount at maturity of €125,000,000Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original 5.375% Senior Notes due 2021 referred to in the Indenture. The Original Notes include (i) $300,000,000 aggregate principal amount of the Company’s 5.375% Senior Notes due 2021 issued under the Indenture on December 16, 2013 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to December 16, 2013 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and any the Additional Notes are treated shall be considered collectively as a single class under the Indenture and will be equally and ratably secured by the Lien for all purposes of the Security Document Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries, transactions with affiliates and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the Collateral. To provision of financial information and the extent provision of any conflict between the terms guarantees of the Notes and the Indenture, the applicable terms of the Indenture shall governby certain subsidiaries.

Appears in 1 contract

Samples: Churchill Downs Inc

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30April 2, 2006 2014 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the Issuer, The Bank of New York Mellon the guarantors party thereto (the “TrusteeGuarantors”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture and the Act for a statement of such those terms. In the event of conflict between the Notes and the Indenture, the terms and provisionsof the Indenture shall control. The Notes are senior obligations of the Issuer and are issued in an initial Issuer. The aggregate principal amount at maturity of €125,000,000Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original 4.750% Senior Notes due 2019 referred to in the Indenture. The Original Notes include (i) $325,000,000 principal amount of the Issuer’s 4.750% Senior Notes due 2019 issued under the Indenture on April 2, 2014 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to April 2, 2014 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 4.750% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and any Additional the Exchange Notes are treated shall be considered collectively as a single class under the Indenture and will be equally and ratably secured by the Lien for all purposes of the Security Document Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the Collateral. To provision of financial information and the extent provision of any conflict between the terms guarantees of the Notes and the Indenture, the applicable terms of the Indenture shall governby certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Igate Corp)

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30May 6, 2006 (the “Original Indenture”)2022, among the Issuer, The Bank of New York Mellon the Guarantors and the Trustee (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was as it may be amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together or supplemented from time to time in accordance with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indenturesterms thereof, the “Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 10.2500% Senior Notes due 2030 referred to in the Indenture. The Notes include (i) $3,275,000,000 principal amount of the Issuer’s 10.2500% Senior Notes due 2030 issued under the Indenture on May 6, 2022 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 6, 2022 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax or securities law purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Carvana Co.

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30March 29, 2006 (the “Original Indenture”)2022, among the Issuer, The Bank of New York Mellon the Guarantors named therein and the Trustee (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was as it may be amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together or supplemented from time to time in accordance with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indenturesterms thereof, the “Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 6.625% Senior Notes due 2030 referred to in the Indenture. The Notes include (i) $600,000,000 principal amount of the Issuer’s 6.625% Senior Notes due 2030 issued under the Indenture on March 29, 2022 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to March 29, 2022 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Owens & Minor Inc/Va/

Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of October 30July 16, 2006 2013 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the IssuerIssuers, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture Subsidiary Guarantors and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect from time to time (the “Act”). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indenturesuch terms, and Holders are referred to the Indenture and the Act for a statement of such terms and provisionsthose terms. The Notes are general unsecured senior obligations of the Issuer and are issued in an initial Issuers. The aggregate principal amount at maturity of €125,000,000Notes which may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original Notes 10.000% Senior Notes, Series B, due 2020 referred to in the Indenture. The Original Notes include (i) $225,000,000 aggregate principal amount of the Issuers’ 10.000% Senior Notes, Series A, due 2020 issued under the Indenture on July 16, 2013 (herein called “Initial Notes”), (ii) if and when issued, additional 10.000% Senior Notes, Series A, due 2020 or 10.000% Senior Notes, Series B, due 2020 of the Issuers that may be issued from time to time under the Indenture subsequent to July 16, 2013 (herein called “Additional Notes”) and (iii) if and when issued, the Issuers’ 10.000% Senior Notes, Series B, due 2020 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in a Registration Rights Agreement. The Initial Notes, Additional Notes and any Additional Exchange Notes are treated as a single class of securities under the Indenture. The Indenture and will be equally and ratably secured imposes, among other things, certain limitations on the Incurrence of Indebtedness by the Lien Issuers and the Restricted Subsidiaries, the payment of dividends and other distributions on the Capital Stock of the Security Document Issuers and the Restricted Subsidiaries, the purchase or redemption of Capital Stock of the Issuers and the Restricted Subsidiaries, certain purchases or redemptions of Subordinated Obligations, the sale or transfer of assets and Capital Stock of Subsidiaries, the incurrence of certain Liens, transactions with respect Affiliates, mergers and consolidations and investments of the Issuers and the Restricted Subsidiaries, provided, however, certain of such limitations shall be suspended if the Notes attain an Investment Grade Rating. In addition, the Indenture limits the ability of the Issuers and the Restricted Subsidiaries to enter into agreements that restrict distributions and dividends from Restricted Subsidiaries and requires the Company to make available SEC information to the Collateral. To Holders as well as requiring certain Restricted Subsidiaries to guarantee the extent of any conflict between the terms of obligations under the Notes and the Indenture, the applicable terms of the Indenture shall govern.

Appears in 1 contract

Samples: Quiksilver (Quiksilver Inc)

Indenture. The Issuer Company issued the Notes under an Indenture dated as of October 30July 31, 2006 2015 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the IssuerCompany, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture guarantors named therein and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior obligations of the Company. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 10.75% Senior Notes due 2023 referred to in the Indenture. The Notes include (i) $700,000,000 principal amount of the Company’s 10.75% Senior Notes due 2023 issued under the Indenture on July 31, 2015 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to July 31, 2015 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Builders FirstSource, Inc.)

Indenture. The Issuer Company issued the Notes under an Indenture dated as of October 30March 12, 2006 1998 (as it may be amended or supplemented from time to time in accordance with the “Original terms thereof, the "Indenture"), among between the Issuer, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture Company and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. ss.ss. 77aaa-00xxbb) as in effect on the date of the Indenture (the "Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indenturesuch terms, and Holders Noteholders are referred to the Indenture and the Act for a statement of such terms and provisionsthose terms. The Notes are unsecured senior obligations of the Issuer and are issued in an initial Company limited to $500,000,000 aggregate principal amount at maturity (subject to Section 2.7 of €125,000,000the Indenture) including (a) $350,000,000 in aggregate principal amount of Initial Notes being offered on the Issuance Date and (b) additional "add-on" notes which may be offered subsequent to the Issue Date (the "Subsequent Add-on Notes") in an aggregate principal amount not to exceed $150,000,000; provided, however, that no Subsequent Add-on Notes may be authenticated and delivered in an aggregate principal amount of less than $25,000,000. All Notes issued on the Issue Date and all Subsequent Add-on Notes shall be identical in all respects other than issuance dates, the date from which interest accrues and any changes relating thereto, and shall vote together as one class of securities pursuant to Section 1.5 of the Indenture. This Note is one of the Original Initial Notes referred to in the Indenture. The Original Notes include the Initial Notes and any Additional Private Exchange Notes and Exchange Notes issued in exchange for the Initial Notes pursuant to the Indenture and the Registration Rights Agreement and any Subsequent Add-on Notes. The Initial Notes, the Private Exchange Notes and the Exchange Notes and any Subsequent Add-on Notes are treated as a single class of securities under the Indenture. The Indenture and will be equally and ratably secured imposes certain limitations on the Incurrence of Indebtedness by the Lien Company and its Restricted Subsidiaries, the payment of dividends and other distributions on the Capital Stock of the Security Document with respect to Company and its Restricted Subsidiaries, the Collateral. To the extent purchase or redemption of any conflict between the terms Capital Stock of the Notes Company and the IndentureCapital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Subordinated Obligations, the applicable terms sale or transfer of assets and Capital Stock of Restricted Subsidiaries, the issuance or sale of Capital Stock of Restricted Subsidiaries, the investments of the Company and its Subsidiaries and transactions with Affiliates. In addition, the Indenture shall governlimits the ability of the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.

Appears in 1 contract

Samples: Indenture (Purina Mills Inc)

Indenture. The Issuer issued Reference is made hereby to (i) the Notes under an Indenture dated as of October 304, 2006 2004 (the “Original Indenture”) among Enterprise Products Operating L.P., as issuer (the “Original Issuer”), Enterprise Products Partners L.P., as parent guarantor (the “Parent Guarantor”), and Xxxxx Fargo Bank, National Association, as trustee (the “Trustee”), (ii) the Tenth Supplemental Indenture thereto dated as of June 30, 2007 (the “Tenth Supplemental Indenture”), among the Original Issuer, the Issuer, the Parent Guarantor and the Trustee, providing for the Issuer as the successor issuer and (iii) the Thirty-Second Supplemental Indenture thereto dated as of October 11, 2018 (the “Thirty-Second Supplemental Indenture”), among the Issuer, The Bank the Parent Guarantor and the Trustee, providing for the issuance of New York Mellon (Debt Securities of the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. series whose designation appears on the face hereof. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended and supplemented by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Tenth Supplemental Indenture and the Thirty-Second Supplemental Indenture, and as may be further duly amended and supplemented in accordance with the terms thereof, is referred to herein as the “Supplemental IndenturesIndenture.” Capitalized terms used but not defined herein shall have the respective meanings given to such terms in the Indenture. This Security is one of a duly authorized issue of Debt Securities of the series designated by the Issuer as “4.80% Senior Notes due 2049” (such series of Debt Securities being referred to herein as the “Securities”), as further amended all of which are issued or to be issued under and pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”). The terms of the Notes Securities include those stated in the Indenture. Terms defined in the Indenture , and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939, as amended (the “TIA”). The Notes Securities are subject to all terms and provisions of the indenturesuch terms, and Holders of Securities are referred to the Indenture and the TIA for a statement of such terms and provisions. The Notes are senior obligations a description of the Issuer rights, limitations of rights, obligations, duties and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one immunities thereunder of the Original Notes referred to in Trustee, the IndentureIssuer, the Parent Guarantor and the Holder hereof. The Original Notes If and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the Indenture, the applicable terms provision of the Indenture limits, qualifies or conflicts with any other provision of the Indenture that is required to be included in the Indenture or is deemed applicable to the Indenture by virtue of the provisions of the TIA, such required provision shall governcontrol.

Appears in 1 contract

Samples: Supplemental Indenture (Enterprise Products Partners L P)

Indenture. The Issuer Company issued the Notes under an Indenture dated as of October 30April 25, 2006 2023 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the IssuerCompany, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19Guarantors, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture Agent and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939, as amended (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture and the Act for a statement of such terms and provisionsthose terms. The Notes are senior obligations of the Issuer and are issued in an initial Company. The aggregate principal amount at maturity of €125,000,000Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original 6.750% Senior Notes due 2031 referred to in the Indenture. The Original Notes include (i) $600,000,000 aggregate principal amount of the Company’s 6.750% Senior Notes due 2031 issued under the Indenture on April 25, 2023 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to April 25, 2023 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and any the Additional Notes are treated shall be considered collectively as a single class under the Indenture and will be equally and ratably secured by the Lien for all purposes of the Security Document Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries, transactions with affiliates and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the Collateral. To provision of financial information and the extent provision of any conflict between the terms guarantees of the Notes and the Indenture, the applicable terms of the Indenture shall governby certain subsidiaries.

Appears in 1 contract

Samples: Churchill Downs Incorporated (Churchill Downs Inc)

Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of October 30January 24, 2006 2001 (as it may be amended or supplemented from time to time in accordance with the “Original terms thereof, the "Indenture"), among the Issuer, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture Issuers and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. (S)(S) 77aaa-77bbbb) (the "TIA"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indenturesuch terms, and Holders Noteholders are referred to the Indenture and the TIA for a statement of such terms and provisionsthose terms. The Notes are unsecured senior obligations of the Issuer and are issued in an initial Issuers limited to $500,000,000 aggregate principal amount at maturity maturity, except for Notes authenticated and delivered upon registration of €125,000,000transfer of, or in exchange for, or in lieu of, other Notes pursuant to Section 304, 305, 306, 307, 310, 906, 1012, 1013 or 1108 or pursuant to an Exchange Offer or Private Exchange Offer, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, up to $500,000,000 aggregate principal amount of Additional Notes having substantially identical terms and conditions as the Initial Notes. This Note is one of the Original [Initial]/1/ Notes referred to in the Indenture. The Original Notes include the Notes and any Exchange Notes or Private Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture. The Initial Notes, the Additional Notes, the Exchange Notes and the Private Exchange Notes are treated as a single class of securities under the Indenture. The Indenture and will be equally and ratably secured imposes certain limitations on the Incurrence of Indebtedness by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes Issuers, and the IndentureIssuers' Restricted Subsidiaries, the applicable terms payment of dividends on, and the purchase or redemption of Equity Interests of Mediacom and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture shall governlimits the ability of Mediacom and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.

Appears in 1 contract

Samples: Indenture (Mediacom Communications Corp)

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30August 4, 2006 (the “Original Indenture”)2020, among the Issuer, The Bank of New York Mellon Issuer and the Trustee (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was as it may amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together or supplemented from time to time in accordance with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indenturesterms thereof, the “Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 7.125% Senior Notes due 2028 referred to in the Indenture. The Notes include (i) $510,000,000 principal amount of the Issuer’s 7.125% Senior Notes due 2028 issued under the Indenture on August 4, 2020 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to August 4, 2020 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Execution Version (Reynolds Group Holdings LTD)

Indenture. The Issuer Notes are, and shall be, issued the Notes under an Indenture Indenture, dated as of October 30September 16, 2006 2013 (the “Original Indenture”), among the IssuerEmbraer Overseas Limited, The Bank of New York Mellon (the “Trustee”) Embraer S.A. and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19Mellon, 2006 as Trustee, Registrar, Transfer Agent and Principal Paying Agent (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “IndentureTrustee”). The terms of the Notes include those stated in the Indenture. Terms The Holders of the Notes shall be entitled to the benefit of, be bound by and be deemed to have notice of, all provisions of the Indenture. Reference is hereby made to the Indenture and all supplemental indentures thereto for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Notes and the terms upon which the Notes, are, and are to be, authenticated and delivered. All terms used in this Note that are defined in the Indenture and not defined herein shall have the meanings ascribed thereto assigned to them in the Indenture. Only those TIA sections that are specifically referred to in Copies of the Indenture are incorporated by reference and are a part each Global Note shall be available for inspection at the offices of the IndentureTrustee and each Paying Agent. The Company may from time to time, without the consent of the Holders of the Notes, create and issue Additional Notes are subject to all having the same terms and provisions conditions as the Notes in all respects, except for issue date, issue price, the payment of the indenture, and Holders are referred interest accruing prior to the Indenture for issue date thereof and the first payment of interest thereon after the issue date thereof. Additional Notes issued in this manner shall be consolidated with and shall form a statement of such terms and provisionssingle series with the previously outstanding Notes. The Notes are senior obligations of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original [Initial]* [Exchange]** Notes referred to in the Indenture. The Original Notes include the Initial Notes issued on the Issue Date, any Additional Notes issued in accordance with Section 2.14 of the Indenture and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture and the Registration Rights Agreement. The Initial Notes, any Additional Notes and any Additional the Exchange Notes are treated as a single class of securities under the Indenture. The Indenture and will be equally and ratably secured imposes certain limitations on the creation of Liens by the Lien Guarantor and the Company and consolidation, merger and certain other transactions involving the Guarantor. In addition, the Indenture requires the maintenance of insurance for the Guarantor and its Subsidiaries, the maintenance of the Security Document with respect existence of the Guarantor and its Subsidiaries, the payment of certain taxes and claims and reporting requirements applicable to the CollateralGuarantor. To the extent of any conflict between the terms of the Notes and the Indenture, the applicable terms of the Indenture shall govern* Include if Initial Note. ** Include if Exchange Note.

Appears in 1 contract

Samples: Indenture (Embraer S.A.)

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30November 25, 2006 (the “Original Indenture”)2020, among the Issuer, The Bank of New York Mellon (the “Trustee”) Trustee and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”)Collateral Agent[, as further supplemented by the Supplemental Indenture dated as of [ ], 202[ ], among the Issuer, the Guarantors named therein, the Trustee and the Collateral Agent] (as it may be [further] amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together or supplemented from time to time in accordance with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indenturesterms thereof, the “Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior secured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 6.750% Second Lien Secured Notes due 2029 referred to in the Indenture. The Notes include (i) $1,000,000,000 principal amount of the Issuer’s 6.750% Second Lien Secured Notes due 2029 issued under the Indenture on November 25, 2020 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to November 25, 2020 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that if any Additional Notes are not part of the same issue as the Notes offered hereby under the Indenture for United States federal income tax purposes or if the Company otherwise determines that any Additional Notes should be differentiated from any other Notes, such Additional Notes may have a separate CUSIP number, provided further that, for the avoidance of doubt, such Additional Notes will still constitute a single series with all other Notes issued under the Indenture for all other (i.e., non-income tax) purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Frontier Communications Corp

Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of October 30February 26, 2006 1999 (as it may be amended or supplemented from time to time in accordance with the “Original terms thereof, the "Indenture"), among the Issuer, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture Issuers and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. (S)(S) 77aaa-77bbbb) (the "TIA"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indenturesuch terms, and Holders Noteholders are referred to the Indenture and the TIA for a statement of such terms and provisionsthose terms. The Notes are unsecured senior obligations of the Issuer and are issued in an initial Issuers limited to $125,000,000 aggregate principal amount at maturity maturity, except for Notes authenticated and delivered upon registration of €125,000,000transfer of, or in exchange for, or in lieu of, other Notes pursuant to Section 304, 305, 306, 307, 310, 906, 1012, 1013 or 1108 or pursuant to an Exchange Offer or Private Exchange Offer, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, up to $250,000,000 aggregate principal amount of Additional Notes having substantially identical terms and conditions as the Initial Notes. This Note is one of the Original [Initial]/1/ Notes referred to in the Indenture. The Original Notes include the Notes and any Exchange Notes or Private Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture. The Initial Notes, the Additional Notes, the Exchange Notes and the Private Exchange Notes are treated as a single class of securities under the Indenture. The Indenture and will be equally and ratably secured imposes certain limitations on the Incurrence of Indebtedness by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes Issuers, and the IndentureIssuers' Restricted Subsidiaries, the applicable terms payment of dividends on, and the purchase or redemption of Equity Interests of Mediacom and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture shall governlimits the ability of Mediacom and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.

Appears in 1 contract

Samples: Indenture (Mediacom LLC)

Indenture. The Issuer issued the Notes under an a Base Indenture dated as of October 30April 16, 2006 2015 as supplemented by a Supplemental Indenture dated as of April 16, 2015 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the Issuer, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture Guarantors party thereto and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture and the Act for a statement of such terms and provisionsthose terms. The Notes are senior obligations of the Issuer and are issued in an initial Issuer. The aggregate principal amount at maturity of €125,000,000Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original 5.625% Senior Notes due 2023 referred to in the Indenture. The Original Notes include (i) $500,000,000 principal amount of the Issuer’s 5.625% Senior Notes due 2023 issued under the Indenture on April 16, 2015 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to April 16, 2015 (the “Additional Notes”) as provided in Section 2.01(a) of the Indenture. The Initial Notes and any the Additional Notes are treated shall be considered collectively as a single class under the Indenture and will be equally and ratably secured by the Lien for all purposes of the Security Document Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the Collateral. To provision of financial information and the extent provision of any conflict between the terms guarantees of the Notes and the Indenture, the applicable terms of the Indenture shall governby certain subsidiaries.

Appears in 1 contract

Samples: First Supplemental Indenture (ExamWorks Group, Inc.)

Indenture. The Issuer Company issued the Notes under an Indenture dated as of October 30June 15, 2006 2022 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the IssuerCompany, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture guarantors named therein and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior unsecured obligations of the Company. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 6.375% Senior Notes due 2032 referred to in the Indenture. The Notes include (i) $700,000,000 principal amount of the Company’s 6.375% Senior Notes due 2032 issued under the Indenture on June 15, 2022 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to June 15, 2022 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Builders FirstSource, Inc.)

Indenture. The Issuer issued the Notes under an Indenture Indenture, dated as of October 30December 6, 2006 2011 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the Issuer, The Bank of New York Mellon (the “Trustee”) Guarantors and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19Trust Company, 2006 N.A. (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “IndentureTrustee”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture and the Act for a statement of such terms those terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and provisionsbe controlling. The Notes are senior unsecured obligations of the Issuer and are issued in an initial Issuer. The aggregate principal amount at maturity of €125,000,000Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original Notes 7.125% Senior Notes, Series A, due 2021 referred to in the Indenture. The Original Notes include (i) $800,000,000 principal amount of the Issuer’s 7.125% Senior Notes, Series A, due 2021 issued under the Indenture on December 6, 2011 (the “Initial Notes”), (ii) if and when issued, additional 7.125% Senior Notes, Series A, due 2021 or 7.125% Senior Notes, Series B, due 2021 of the Issuer that may be issued from time to time under the Indenture subsequent to December 6, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 7.125% Senior Notes, Series B, due 2021 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and any Additional the Exchange Notes are treated shall be considered collectively as a single class under the Indenture and will be equally and ratably secured by the Lien for all purposes of the Security Document Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness and issuance of disqualified stock and preferred stock, the making of restricted payments, the sale of assets and subsidiary stock, the incurrence of certain liens, entering into transactions with affiliates, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries, the consummation of mergers and consolidations and the activities of the Issuer prior to the consummation of the Acquisition. The Indenture also imposes requirements with respect to the Collateral. To provision of financial information and the extent provision of any conflict between the terms guarantees of the Notes and by certain subsidiaries. Upon the Indentureoccurrence of an Investment Grade Rating Event, certain covenants will no longer be in effect. Certain restrictions on the applicable terms Issuer will cease to be in effect upon the consummation of the Indenture shall governAcquisition.

Appears in 1 contract

Samples: Indenture (Superior Energy Services Inc)

Indenture. The Issuer issued the Notes under an Indenture Indenture, dated as of October 30April 27, 2006 2011 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the Issuer, The Bank of New York Mellon (the “Trustee”) Guarantors and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19Trust Company, 2006 N.A. (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “IndentureTrustee”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture and the Act for a statement of such terms those terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and provisionsbe controlling. The Notes are senior unsecured obligations of the Issuer and are issued in an initial Issuer. The aggregate principal amount at maturity of €125,000,000Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original Notes 6.375% Senior Notes, Series B, due 2019 referred to in the Indenture. The Original Notes include (i) $500,000,000 principal amount of the Issuer’s 6.375% Senior Notes, Series A, due 2019 issued under the Indenture on April 27, 2011 (the “Initial Notes”), (ii) if and when issued, additional 6.375% Senior Notes, Series A, due 2019 or 6.375% Senior Notes, Series B, due 2019 of the Issuer that may be issued from time to time under the Indenture subsequent to April 27, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 6.375% Senior Notes, Series B, due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and any Additional the Exchange Notes are treated shall be considered collectively as a single class under the Indenture and will be equally and ratably secured by the Lien for all purposes of the Security Document Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness and issuance of disqualified stock and preferred stock, the making of restricted payments, the sale of assets and subsidiary stock, the incurrence of certain liens, entering into transactions with affiliates, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the Collateral. To provision of financial information and the extent provision of any conflict between the terms guarantees of the Notes and by certain subsidiaries. Upon the Indentureoccurrence of an Investment Grade Rating Event, the applicable terms of the Indenture shall governcertain covenants will no longer be in effect.

Appears in 1 contract

Samples: Superior Energy Services Inc

Indenture. The Issuer Company issued the Notes under an Indenture dated as of October 30March 25, 2006 2019 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the IssuerCompany, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19Guarantors, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture Agent and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939, as amended (15 U.S.C. Sections 77aaa‑77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture and the Act for a statement of such terms and provisionsthose terms. The Notes are senior obligations of the Issuer and are issued in an initial Company. The aggregate principal amount at maturity of €125,000,000Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original 5.500% Senior Notes due 2027 referred to in the Indenture. The Original Notes include (i) $600,000,000 aggregate principal amount of the Company’s 5.500% Senior Notes due 2027 issued under the Indenture on March 25, 2019 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to March 25, 2019 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and any the Additional Notes are treated shall be considered collectively as a single class under the Indenture and will be equally and ratably secured by the Lien for all purposes of the Security Document Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries, transactions with affiliates and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the Collateral. To provision of financial information and the extent provision of any conflict between the terms guarantees of the Notes and the Indenture, the applicable terms of the Indenture shall governby certain subsidiaries.

Appears in 1 contract

Samples: Indenture (CHURCHILL DOWNS Inc)

Indenture. The Issuer Company issued the Notes as a Series of Securities under an the Indenture dated as of October 30April 10, 2006 2017 (the “Original Base Indenture”)) between the Company and Trustee, among as supplemented by the IssuerSecond Supplemental Indenture dated as of March 8, The Bank of New York Mellon 2019 (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental IndenturesBase Indenture, the “Indenture”)) by and between the Company and the Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in Indenture and those made part of the Indenture by reference to the TIA. Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indenturesuch terms, and Holders are referred to the Indenture and the TIA for a statement of such those terms. In the event of any inconsistency between the terms of this Note and provisionsthe terms of the Indenture, the terms of the Indenture shall control. The Notes are senior obligations of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original 4.375% Senior Notes due 2029 referred to in the Indenture. The Original Notes include (i) $500,000,000 aggregate principal amount of the Company’s 4.375% Senior Notes due 2029 issued under the Indenture on March 8, 2019 in an offering registered under the Securities Act (the “Initial Notes”), and (ii) if and when issued, an unlimited principal amount of additional 4.375% Senior Notes due 2029 that may be issued from time to time, under the Indenture, subsequent to March 8, 2019 (the “Additional Notes” and, together with the Initial Notes, the “Notes”). The Initial Notes and any the Additional Notes are treated shall be considered collectively as a single class under the Indenture and will be equally and ratably secured by the Lien Series of Securities for all purposes of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the Indenture, the applicable terms of the Indenture shall govern.

Appears in 1 contract

Samples: Second Supplemental Indenture (Cimarex Energy Co)

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30December 20, 2006 (the “Original Indenture”)2021, among the Issuer, The Bank of New York Mellon the Guarantors named therein and the Trustee (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as it may be further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together or supplemented from time to time in accordance with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indenturesterms thereof, the “Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 5.00% Senior Notes due 2029 referred to in the Indenture. The Notes include (i) $460,000,000 principal amount of the Issuer’s 5.00% Senior Notes due 2029 issued under the Indenture on December 20, 2021 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to December 20, 2021 (the “Additional Notes”) as provided in ‎Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Dun & Bradstreet Holdings, Inc.)

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30May 3, 2006 2011 (the “Original Indenture”), among the Issuer, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was as it may be amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together or supplemented from time to time in accordance with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indenturesterms thereof, the “Indenture”), among RadioShack Corporation, the Subsidiary Guarantors and the Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture and the Act for a statement of such terms those terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and provisionsbe controlling. The Notes are senior unsecured obligations of the Issuer and are issued in an initial Issuer. The aggregate principal amount at maturity of €125,000,000Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original Notes 6.750% Senior Unsecured Notes, Series A, due 2019 referred to in the Indenture. The Original Notes include (i) $325,000,000 principal amount of the Issuer’s 6.750% Senior Unsecured Notes, Series A, due 2019 issued under the Indenture on May 3, 2011 (the “Initial Notes”), (ii) if and when issued, additional 6.750% Senior Unsecured Notes, Series A, due 2019 or 6.750% Senior Unsecured Notes, Series B, due 2019 of the Issuer that may be issued from time to time under the Indenture subsequent to May 3, 2011 (the “Additional Notes”) as provided in Section 2.01(a) of the Indenture and (iii) if and when issued, the Issuer’s 6.750% Senior Unsecured Notes, Series B, due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and any Additional the Exchange Notes are treated shall be considered collectively as a single class under the Indenture and will be equally and ratably secured by the Lien for all purposes of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the Indenture, the applicable terms of the Indenture shall govern.

Appears in 1 contract

Samples: Indenture (Radioshack Corp)

Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of October 30July 17, 2006 2012 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the IssuerIssuers, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture Guarantors and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture and the Act for a statement of such terms and provisionsthose terms. The Notes are senior obligations of the Issuer and are issued in an initial Issuers. The aggregate principal amount at maturity of €125,000,000Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original 10.250% Senior Notes due 2019 referred to in the Indenture. The Original Notes include (i) $725,000,000 principal amount of the Issuers’ 10.250% Senior Notes due 2019 issued under the Indenture on July 17, 2012 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to July 17, 2012 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuers’ 10.250% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and any Additional the Exchange Notes are treated shall be considered collectively as a single class under the Indenture and will be equally and ratably secured by the Lien for all purposes of the Security Document Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the Collateral. To provision of financial information and the extent provision of any conflict between the terms guarantees of the Notes and the Indenture, the applicable terms of the Indenture shall governby certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Valley Telephone Co., LLC)

Indenture. The Issuer issued the Notes under an Indenture dated as of October 302, 2006 (the “Original Indenture”)2020, among the Issuer, The Bank of New York Mellon the Guarantors and the Trustee (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was as it may be amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together or supplemented from time to time in accordance with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indenturesterms thereof, the “Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 5.875% Senior Notes due 2028 referred to in the Indenture. The Notes include (i) $600,000,000 principal amount of the Issuer’s 5.875% Senior Notes due 2028 issued under the Indenture on October 2, 2020 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to October 2, 2020 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax or securities law purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Carvana Co.

Indenture. The Issuer issued the 2022 Second Lien Notes under an Indenture Indenture, dated as of October 30April 25, 2006 2011 (the “Original Existing Indenture”), among between the IssuerIssuer and the Trustee, The Bank of New York Mellon (as supplemented by the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), dated as further amended by a supplemental indenture dated March 9of February 6, 2007 (2012, between the “Second Supplemental Indenture”) Issuer and a supplemental indenture dated April 27the Trustee, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”)dated as of February 28, as further amended pursuant to an amended and restated indenture dated October 15, 2009 2012 (the “Amended and Restated Indenture”, and together with the Original Existing Indenture and the Supplemental Indenturesas so supplemented, the “Indenture”), between the Issuer and the Trustee. This 2022 Second Lien Note is one of a duly authorized issue of notes of the Issuer designated as its 11.750% Senior Secured Second Lien Notes due 2022. The Issuer shall be entitled to issue Additional 2022 Second Lien Notes pursuant to Sections 2.01, 4.09 and 4.12 of the Indenture. The 2021 Second Lien Notes (including any Exchange Notes issued in exchange therefor) and the 2022 Second Lien Notes (including any Exchange Notes issued in exchange therefor) (collectively referred to herein as the “Notes”) are separate series of Notes, but shall be treated as a single class of securities under the Indenture, unless otherwise specified in the Indenture. In addition, the Notes will be treated along with certain other securities designated as Junior Lien Debt of the Issuer as a single class for amendments and waivers and for taking certain other actions. The terms of the 2022 Second Lien Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939, as amended (the “Trust Indenture Act”). The 2022 Second Lien Notes are subject to all terms and provisions of the indenturesuch terms, and Holders are referred to the Indenture and the Trust Indenture Act for a statement of such terms and provisions. The Notes are senior obligations of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateralterms. To the extent any provision of any conflict between this 2022 Second Lien Note conflicts with the terms express provisions of the Notes and the Indenture, the applicable terms provisions of the Indenture shall governgovern and be controlling.

Appears in 1 contract

Samples: Supplemental Indenture (Energy Future Intermediate Holding CO LLC)

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30March 15, 2006 (the “Original Indenture”)2021, among the Issuer, The Bank of New York Mellon the Guarantors from time to time party thereto, the Trustee and the Notes Collateral Agent (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was as it may be amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together or supplemented from time to time in accordance with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indenturesterms thereof, the “Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior secured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8.625% Senior Secured Notes due 2026 referred to in the Indenture. The Notes include (i) $310,000,000 principal amount of the Issuer’s 8.625% Senior Secured Notes due 2026 issued under the Indenture on March 15, 2021 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to March 15, 2021 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Passu Intercreditor Agreement (CPI Card Group Inc.)

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30May 12, 2006 2020 (the “Original Indenture”), among the Issuer, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was as it may be amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together or supplemented from time to time in accordance with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indenturesterms thereof, the “Indenture”), among CPG International LLC, the guarantors named therein and the Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms those terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and provisionsbe controlling. The Notes are senior unsecured obligations of the Issuer and are issued in an initial Issuer. The aggregate principal amount at maturity of €125,000,000Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original 9.500% Senior Notes due 2025 referred to in the Indenture. The Original Notes include (i) $350,000,000 principal amount of the Issuer’s 9.500% Senior Notes due 2025 issued under the Indenture (the “Initial Notes”) and (ii) if and when issued, additional 9.500% Senior Notes due 2025 of the Issuer that may be issued from time to time in accordance with the Indenture subsequent to May 12, 2020 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and any the Additional Notes are treated shall be considered collectively as a single class under for all purposes of the Indenture and will be equally any security documents. The Indenture imposes certain limitations on the incurrence of indebtedness and ratably secured by issuance of disqualified stock, the Lien making of restricted payments, the Security Document incurrence of certain liens, dividend and other payment restrictions affecting restricted subsidiaries, the sale of assets and subsidiary stock, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the Collateral. To provision of financial information and the extent provision of any conflict between the terms guarantees of the Notes and the Indenture, the applicable terms of the Indenture shall governby certain subsidiaries.

Appears in 1 contract

Samples: Indenture (CPG Newco LLC)

Indenture. This Note is one of a duly authorized issue of Notes of the Company designated as its 12 1/4% Senior Subordinated Notes due 2009, Series A (herein called the "Initial Notes"). The Issuer Notes are limited (except as otherwise provided in the Indenture referred to below) in aggregate principal amount to $100,000,000, which may be issued the Notes under an Indenture indenture (herein called the "Indenture") dated as of October March 30, 2006 1999, by and among the Company, each of the guarantors named in the Indenture, as guarantors (herein called the “Original Indenture”"Guarantors"), among and State Street Bank and Trust Company, as trustee (herein called the Issuer, The Bank of New York Mellon ("Trustee," which term includes any successor Trustee under the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental to which Indenture and all indentures supplemental thereto reference is hereby made for a statement of the Second Supplemental Indenturerespective rights, limitations of rights, duties, obligations and immunities thereunder of the Company, the “Supplemental Indentures”Trustee, the Guarantors and the Holders of the Notes, and of the terms upon which the Notes are, and are to be, authenticated and delivered. The Notes include the Initial Notes, the Private Exchange Securities and the Unrestricted Notes (including the Exchange Notes referred to below), as further amended issued in exchange for the Initial Notes pursuant to an amended the Registration Rights Agreement. The Initial Notes, the Private Exchange Securities and restated indenture dated October 15, 2009 (the “Amended and Restated Unrestricted Notes are treated as a single class of securities under the Indenture”, and together with . All capitalized terms used in this Note which are defined in the Original Indenture and not otherwise defined herein shall have the Supplemental Indentures, meanings assigned to them in the Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. ss.ss. The 77aaa-77bbbb) (the "TIA"), as in effect on the date of the Indexxxxx. Notwithstanding anything to the contrary herein, the Notes are subject to all terms and provisions of the indenturesuch terms, and Holders of Notes are referred to the Indenture and the TIA for a statement of such terms and provisionsterms. The Notes are senior obligations of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred No reference herein to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien no provisions of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the Indenture, the applicable terms this Note or of the Indenture shall governalter or impair the obligation of the Company or any Guarantor, which is absolute and unconditional, to pay the principal of, premium, if any, and interest on this Note at the times, place, and rate, and in the coin or currency, herein prescribed.

Appears in 1 contract

Samples: Pentacon Industrial Group Inc

Indenture. The Issuer issued the Notes under an Indenture dated as of October 30March 10, 2006 (the “Original Indenture”)2021, among the Issuer, The Bank of New York Mellon the Guarantors named therein and the Trustee (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was as it may be amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together or supplemented from time to time in accordance with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indenturesterms thereof, the “Indenture”). The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 4.500% Senior Notes due 2029 referred to in the Indenture. The Notes include (i) $500,000,000 principal amount of the Issuer’s 4.500% Senior Notes due 2029 issued under the Indenture on March 10, 2021 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to March 10, 2021 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Owens & Minor Inc/Va/)

Indenture. This Note is one of a duly authorized issue of Notes of the Company designated as its 13 1/2% Senior Notes due 2004, Series B (herein called the "Unrestricted Notes"). The Issuer Notes are limited (except as otherwise provided in this Indenture referred to below) in aggregate principal amount to $150,000,000, which may be issued the Notes under an Indenture indenture (herein called the "Indenture") dated as of October 30June 24, 2006 1997, by and between the Company and First Trust National Association, as trustee (herein called the “Original "Trustee," which term includes any successor Trustee under this Indenture), among to which Indenture and all indentures supplemental thereto reference is hereby made for a statement of the Issuerrespective rights, limitations of rights, duties, obligations and immunities thereunder of the Company, the Trustee, and the Holders of the Notes, and of the terms upon which the Notes are, and are to be, authenticated and delivered. The Bank of New York Mellon Notes include the Initial Notes, the Private Exchange Notes and the Unrestricted Notes (including the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”Exchange Notes), issued in exchange for the Initial Notes pursuant to the Registration Rights Agreement. The Initial Notes and the Unrestricted Notes are treated as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental single class of securities under this Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental . All capitalized terms used in this Note which are defined in this Indenture and not otherwise defined herein shall have the Second Supplemental meanings assigned to them in this Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”). The terms of the Notes include those stated in this Indenture and those made part of this Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbb) (the "TIA"), as in effect on the date of this Indenture. Terms defined in Notwithstanding anything to the Indenture and not defined herein have contrary herein, the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indenturesuch terms, and Holders of Notes are referred to this Indenture and the Indenture TIA for a statement of such terms terms. No reference herein to this Indenture and provisions. The Notes are senior obligations no provisions of this Note or of this Indenture shall alter or impair the obligation of the Issuer Company, which is absolute and are issued in an initial aggregate unconditional, to pay the principal amount of, premium, if any, and interest on this Note at maturity of €125,000,000. This Note is one of the Original Notes referred to times, place, and rate, and in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the Indenturecoin or currency, the applicable terms of the Indenture shall governherein prescribed.

Appears in 1 contract

Samples: Indenture (Verio Inc)

Indenture. The Issuer Company issued the Notes under an Indenture dated as of October 30September 29, 2006 2021 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the IssuerCompany, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture guarantors named therein and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a part of the Indenture. The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture for a statement of such terms and provisionsthose terms. The Notes are senior obligations In the event of the Issuer and are issued in an initial aggregate principal amount at maturity of €125,000,000. This Note is one of the Original Notes referred to in the Indenture. The Original Notes and any Additional Notes are treated as a single class under the Indenture and will be equally and ratably secured by the Lien of the Security Document with respect to the Collateral. To the extent of any conflict between the terms of the Notes and the terms of the Indenture, the applicable terms of the Indenture shall governcontrol. The Notes are senior unsecured obligations of the Company. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 4.625% Senior Notes due 2029 referred to in the Indenture. The Notes include (i) $500,000,000 principal amount of the Company’s 4.625% Senior Notes due 2029 issued under the Indenture on September 29, 2021 (the “Initial Notes”) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to September 29, 2021 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture. The Initial Notes and the Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are part of the same issue as the Notes offered hereby and are fungible with the existing Notes for U.S. federal income Tax purposes. Any issuance of Additional Notes will be subject to Section 3.2 of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Diversey Holdings, Ltd.)

Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of October 30May 9, 2006 2012 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture”), among the IssuerIssuers, The Bank of New York Mellon (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. The Original Indenture was amended by a supplemental indenture dated December 19Guarantors, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture”, together with the First Supplemental Indenture Agent and the Second Supplemental Indenture, the “Supplemental Indentures”), as further amended pursuant to an amended and restated indenture dated October 15, 2009 (the “Amended and Restated Indenture”, and together with the Original Indenture and the Supplemental Indentures, the “Indenture”)Trustee. The terms of the Notes include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. Only those TIA sections that are specifically referred to in the Indenture are incorporated by reference and are a made part of the IndentureIndenture by reference to the Trust Indenture Act of 1939, as amended (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the indentureIndenture, and Holders are referred to the Indenture and the Act for a statement of such terms and provisionsthose terms. The Notes are senior obligations of the Issuer and are issued in an initial Issuers. The aggregate principal amount at maturity of €125,000,000Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the Original 9% Senior Notes due 2018 referred to in the Indenture. The Original Notes include (i) $200,000,000 aggregate principal amount of the Issuers’ 9% Senior Notes due 2018 issued under the Indenture on May 9, 2012 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 9, 2012 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuers’ 9% Senior Notes due 2018 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and any Additional the Exchange Notes are treated shall be considered collectively as a single class under the Indenture and will be equally and ratably secured by the Lien for all purposes of the Security Document Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries, transactions with affiliates, the business activities of Affinity Finance and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the Collateral. To provision of financial information and the extent provision of any conflict between the terms guarantees of the Notes and the Indenture, the applicable terms of the Indenture shall governby certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Affinity Gaming, LLC)

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